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DJ Final Results to 31 December 2018

 
 Veni Vidi Vici Limited (VVV) 
Final Results to 31 December 2018 
 
31-May-2019 / 17:22 GMT/BST 
Dissemination of a Regulatory Announcement that contains inside information 
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group. 
The issuer is solely responsible for the content of this announcement. 
 
31 May 2019 
 
    Veni Vidi Vici Limited 
 
    (The "Company" or "VVV") 
 
    Audited Final Results to 31 December 2018 
 
Strategic Report 
**************** 
 
    I am pleased to present the annual report and financial statements for the 
         period ended 31 December 2018. 
 
     On 2 August 2018, the Company completed its successful listing on the NEX 
     Exchange Growth market, having raised GBP600,000 through equity placings in 
    December 2017 and July 2018 for future acquisitions in accordance with its 
 investment policy of to identify investment opportunities and acquisitions in 
    companies in the Precious Metals and Base Metals sectors. The Company will 
         focus on identifying opportunities for acquisition, exploration and 
   development of Precious Metals and Base Metals in Australia, Western Europe 
         and North America. 
 
On 10 December the Company completed its first investment, with the signing of 
 the sale and purchase agreement with Goldfields Consolidated Pty Ltd for a 51 
    % beneficial interest in the Shangri La gold, copper and silver project in 
         consideration for A$220,000. 
 
         The Shangri La Project is a gold-copper-silver project comprising a 
     polymetallic hydrothermal quartz vein type deposit covering an area of 10 
  hectares. The Shangri La Project is located 10 kilometres west of Kununurra, 
      the central town of the Northeast Kimberley region in Western Australia. 
 
        The consideration payable for the Tenement Interest was A$220,000 (the 
    "Purchase Price"), and was satisfied by A$20,000 be paid by the Company to 
  Goldfields in cash and the issuance of 190,000 ordinary fully paid shares in 
         the capital of the Company ("Consideration Shares"). 
 
      Pursuant to the terms of the SPA, VVV and Goldfields have entered into a 
    lock-in agreement whereby Goldfields has agreed to restrict its ability to 
         sell the Consideration Shares for a period of three months. 
 
   The Company and Goldfields have also entered into a joint venture agreement 
 ("JVA") under which VVV will be responsible for an initial expenditure fee of 
  A$300,000 over three years from the commencement of the JVA. Goldfields will 
    manage the joint venture ("JV") and be entitled to a 10% management fee of 
         expenses incurred by the JV. 
 
         FINANCE REVIEW 
 
       The l oss for the period to 31 December 2018 amounted to GBP103,000 which 
         included GBP25,000 share based payment charge and approximately and the 
remainder relates to regulatory costs and other corporate overheads. The total 
     revenue for the period was nil. At 31 December 2018, the Company had cash 
          balances of GBP450,000. 
 
         The Company does not recommend the payment of a dividend. 
 
         Mahesh Pulandaran 
 
         Executive Chairman 
 
         31 May 2019 
 
The Directors of the Company are responsible for the contents of this 
announcement. 
 
For further information, please contact: 
 
The Company 
 
Aaron Lucas + 44 (0) 7834 834 182 
 
NEX Exchange Corporate Adviser: 
 
Peterhouse Capital Limited 
Guy Miller/Mark Anwyl +44 (0) 20 7469 0936 
 
Statement of comprehensive income for the period from incorporation on 14 
November 2017 
 
to 31 December 2018 
 
______________________________________________________________________________ 
         ____________ 
 
                                                    Period ended 
 
                                                     31 December 
 
                                                            2018 
                                             Note          GBP'000 
 
                                     Revenue  4 
                           Investment income                   - 
 
                               Total revenue                   - 
 
                     Administration expenses                (78) 
                  Share based payment charge                (25) 
 
                            Operating (loss)  5            (103) 
 
                               Finance costs                   - 
 
                      (Loss) before taxation               (103) 
 
                                    Taxation  7                - 
 
(Loss) for the period attributable to equity               (103) 
                      holders of the company 
 
                  Other comprehensive income 
            Translation exchange (loss)/gain                   - 
   Other comprehensive income for the period                   - 
                             net of taxation 
 
   Total comprehensive income for the period               (103) 
       attributable to equity holders of the 
                                     company 
 
                              Loss per share 
                   Basic and diluted (pence)  8          (10.96) 
 
   The accompanying accounting policies and notes form part of these financial 
         statements. 
 
Statement of financial position at 31 December 2018 
 
______________________________________________________________________________ 
         ____________ 
 
                                   31 December 
                                          2018 
                            Note         GBP'000 
 
         Non-current assets 
          Intangible assets  9             136 
 
             Current assets 
  Trade & other receivables  10              6 
  Cash and cash equivalents                450 
                                           456 
 
               Total assets                592 
 
        Current liabilities 
   Trade and other payables  11           (42) 
                                          (42) 
 
Net current assets                         414 
 
Net assets                                 550 
 
                     Equity 
              Share capital  12              - 
      Share premium account                628 
Share based payment reserve                 25 
          Retained earnings              (103) 
                                           550 
 
The financial statements of Veni Vidi Vici Ltd (registered number 196048) were 
approved by the Board of Directors and authorised for issue on 31 May 2019 and 
         were signed on its behalf by: 
 
         Aaron Lucas Christopher Gordon 
 
         Director Director 
 
   The accompanying accounting policies and notes form part of these financial 
         statements. 
 
Statement of changes in equity for the period from incorporation on 14 
November 2017 to 31 December 2018 
 
______________________________________________________________________________ 
         ____________ 
 
                    Share   Share     Share based Retained Total 
                                  payment reserve 
 
                  capital premium                 earnings 
                    GBP'000   GBP'000           GBP'000    GBP'000 GBP'000 
On incorporation        -       -               -        -     - 
of 14 November 
2017 
 
   (Loss) for the       -       -               -    (103) (103) 
           period 
Total                   -       -               -    (103) (103) 
Comprehensive 
Income 
 
Shares issued           -     723               -        -   723 
Share issue costs       -    (95)               -        -  (95) 
Share options           -       -              25        -    25 
issued 
            Total       -     628              25        -   653 
 contributions by 
and distributions 
 to owners of the 
          Company 
 
At 31 December          -     628              25     (78)   550 
2018 
 
   The accompanying accounting policies and notes form part of these financial 
         statements. 
 
Statement of cash flows for the period from incorporation of 14 November 2017 
to 31 December 2018 
 
______________________________________________________________________________ 
         ____________ 
 
                                                    Period ended 
                                                     31 Dec 2018 
                                                           GBP'000 
             Cash flows from operating activities 
                                 Operating (loss)          (103) 
                       Share based payment charge             25 
          (Increase) in trade & other receivables            (6) 
             Increase in trade and other payables             42 
 
         Net cash outflow in operating activities           (42) 
 
                             Investing activities 
                                    Finance costs              - 
                   Investment in intangible asset           (13) 
 
Net cash outflow in investing activities                    (13) 
 
                             Financing activities 
                           Issue of share capital            600 
                                      Issue costs           (95) 
 
Net cash inflow from financing activities                    505 
 
Net increase in cash and cash equivalents                    450 
 
 Cash and cash equivalents at beginning of period              - 
 
Cash and cash equivalents at end of period                   450 
 
   The accompanying accounting policies and notes form part of these financial 
         statements. 
 
Notes to the financial statements 
 
______________________________________________________________________________ 
         ____________ 
 
1                                            General information 
 
     Veni Vidi Vici Ltd is a company incorporated on 14 November 
        2017 in the British Virgin Islands ("BVI") under the BVI 
      Business Companies Act 2004. The address of its registered 
    office is Vistra Corporate Services Centre, Wickhams Cay II, 

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         Road Town, Tortola, VG1110, British Virgin Islands. The 
        Company's ordinary shares are traded on the NEX Exchange 
          Growth Market as operated by NEX Exchange Ltd ("NEX"). 
 
   The financial statements of Veni Vidi Vici Ltd for the period 
      from incorporation of 14 November 2017 to 31 December 2018 
   were authorised for issue by the Board on 31 May 2019 and the 
   statements of financial position signed on the Board's behalf 
                          by Aaron Lucas and Christopher Gordon. 
 
                                                Investing policy 
 
            The investment strategy of the Company is to provide 
           Shareholders with an attractive total return achieved 
   primarily through capital appreciation. The Directors believe 
    that there are numerous investment opportunities within both 
   private and public businesses in the Base Metals and Precious 
                   Metals sector in North America and Australia. 
 
       The Board, through its extensive network of contacts, has 
       identified a number of potentially interesting investment 
    opportunities, although formal discussions in respect of any 
                  of these opportunities have not yet commenced. 
 
      The Company is likely to be an active investor and acquire 
        control of certain target companies although it may also 
  consider acquiring non-controlling shareholdings. The proposed 
   investments to be made by the Company may be in either quoted 
     or unquoted securities and made by direct acquisition of an 
       interest in companies, partnerships or joint ventures, or 
         direct interests in projects and can be at any stage of 
    development. Accordingly, the Company's equity interest in a 
   proposed investment may range from a minority position to 100 
                 per cent. ownership and a controlling interest. 
 
       If the Company takes a controlling stake, the acquisition 
       could trigger a Reverse Takeover under Rule 57 of the NEX 
                                                 Exchange Rules. 
 
      The Directors intend to acquire one or more investments in 
      quoted or unquoted businesses or companies (in whole or in 
  part) thereby creating a platform for further investments. The 
   Company may need to raise additional funds for these purposes 
                            and may use both debt and/or equity. 
 
      The Directors and the Technical Adviser believe that their 
     broad, collective experience, together with their extensive 
           network of contacts, will assist them in identifying, 
       evaluating and funding suitable investment opportunities. 
  External advisers and investment professionals, over and above 
   the Technical Adviser, will be engaged as necessary to assist 
   with sourcing and due diligence of prospective opportunities. 
          The Directors will also consider appointing additional 
          directors with relevant experience if the need arises. 
 
          It is anticipated that returns to Shareholders will be 
     delivered primarily through an appreciation in the price of 
        the Ordinary Shares rather than capital distribution via 
   regular dividends. In addition, there may be opportunities to 
             spin out businesses in the form of distributions to 
      Shareholders or make trade sales of business divisions and 
  therefore contemplate returns via special dividends. Given the 
  nature of the investment strategy, the Company does not intend 
          to make additional regular and periodic disclosures or 
     calculations of net asset value outside of the requirements 
          for a NEX Exchange Growth Market traded company. It is 
      anticipated that the Company will hold investments for the 
     medium to long term, although where opportunities exist for 
        shorter term investments, the Company may undertake such 
                                                    investments. 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
                                    Investing policy (continued) 
 
    In compliance with Rule 51 of the NEX Exchange Rules, if the 
        Company (as an Investment Vehicle) has not substantially 
   implemented its investing policy after the period of one year 
       following Admission, it will seek Shareholder approval in 
   respect of the subsequent year for the further pursuit of its 
                                            investment strategy. 
 
  Pursuant to Rule 52 of the NEX Exchange Rules, the Company (as 
  an Investment Vehicle), is required to substantially implement 
  its investment strategy within a period of two years following 
   Admission. In the event that the Company has not undertaken a 
    transaction constituting a Reverse Takeover under Rule 57 of 
        the NEX Exchange Rules, or if it has otherwise failed to 
     substantially implement its investment strategy within such 
       two year period, NEX Exchange will suspend trading of the 
    Company's Issued Share Capital in accordance with Rule 78 of 
     the NEX Exchange Rules. If suspension occurs, the Directors 
      will consider returning the Company's cash to Shareholders 
                           after deducting all related expenses. 
 
    The Directors intend to review the investment strategy on an 
    annual basis and, subject to their review and in the absence 
    of unforeseen circumstances, the Directors intends to adhere 
  to the investment strategy. Changes to the investment strategy 
  may be prompted, inter alia, by changes in government policies 
      or economic conditions which alter or introduce additional 
  investment opportunities. It is the intention of the Directors 
  to invest the Company's cash resources, as far as practicable, 
     in accordance with the investment strategy. However, due to 
    market and other investment considerations, it may take some 
         time before the cash resources of the Company are fully 
                                                       invested. 
 
        It is intended that the funds initially available to the 
            Company will be used to meet general working capital 
    requirements, to undertake due diligence on potential target 
     acquisitions and to make investments in accordance with the 
                          investment guidelines described above. 
 
                               Statement of compliance with IFRS 
  The financial statements have been prepared in accordance with 
   International Financial Reporting Standards (IFRS) as adopted 
     by the European Union and as applied in accordance with the 
          provisions of the BVI Business Companies Act 2004. The 
    principal accounting policies adopted by the Company are set 
                                                      out below. 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
    New standards, amendments and interpretations adopted by the 
                                                         Company 
 
   No new and/or revised Standards and Interpretations have been 
    required to be adopted, and/or are applicable in the current 
          period by/to the Company, as standards, amendments and 
    interpretations which are effective for the financial period 
           beginning on 14 November 2017 are not material to the 
                                                        Company. 
 
   New standards, amendments and interpretations not yet adopted 
 
     At the date of authorisation of these financial statements, 
      the following Standards and Interpretations which have not 
   been applied in these financial statements, were in issue but 
                     not yet effective for the period presented: 
 
      - IFRS 9 in respect of Financial Instruments which will be 
    effective for the accounting periods beginning on or after 1 
                                                   January 2018. 
 
   - IFRS 15 in respect of Revenue from Contracts with Customers 
     which will be effective for accounting periods beginning on 
                                        or after 1 January 2018. 
 
      - IFRS 16 in respect of Leases which will be effective for 
        accounting periods beginning on or after 1 January 2019. 
 
   - IFRS 17 in respect of Insurance Contracts will be effective 
     for accounting periods beginning on or after 1 January 2021 
 
      There are no other IFRSs or IFRIC interpretations that are 
     not yet effective that would be expected to have a material 
                                          impact on the Company. 
 
                                                   Going Concern 
    The Directors noted the losses that the Company has made for 
           the Period Ended 31 December 2018. The Directors have 
       prepared cash flow forecasts for the period ending 31 May 
     2020 which take account of the current cost and operational 
                                       structure of the Company. 
 
   The cost structure of the Company comprises a high proportion 
     of discretionary spend and therefore in the event that cash 
       flows become constrained, costs can be quickly reduced to 
     enable the Company to operate within its available funding. 
 
     These forecasts demonstrate that the Company has sufficient 
    cash funds available to allow it to continue in business for 
    a period of at least twelve months from the date of approval 
       of these financial statements. Accordingly, the financial 
         statements have been prepared on a going concern basis. 
 
       It is the prime responsibility of the Board to ensure the 
     Company remains as going concerns. At 31 December 2018, the 
           Company had cash and cash equivalents of GBP450,000 and 

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         borrowings of GBPnil. The Company has minimal contractual 
     expenditure commitments and the Board considers the present 
         funds sufficient to maintain the working capital of the 
     Company for a period of at least 12 months from the date of 
   signing the Annual Report and Financial Statements. For these 
      reasons the Directors adopt the going concern basis in the 
                        preparation of the Financial Statements. 
 
                        Basis of preparation 
          The financial statements have been 
      prepared on the historical cost basis, 
    except for the measurement to fair value 
      of assets and financial instruments as 
        described in the accounting policies 
        below, and on a going concern basis. 
 
  The financial report is presented in Pound 
  Sterling (GBP) and all values are rounded to 
  the nearest thousand pounds (GBP'000) unless 
                           otherwise stated. 
 
Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
___________ 
 
2                                Significant accounting policies 
 
                        Revenue recognition 
   Revenue is measured at the fair value of 
   the consideration received or receivable 
   and represents amounts from the sales of 
     goods provided in the normal course of 
       business, net of value added tax and 
      discounts, and is recognised when the 
           significant risks and rewards of 
         ownership of the product have been 
  transferred to a third party. In the case 
    of sale or return transactions, revenue 
   is only recognised when, and only to the 
          level that, risks and rewards are 
                               transferred. 
 
     Revenue is the invoiced value of goods 
     and services supplied and excludes VAT 
               and other sales-based taxes. 
 
         Finance costs / investment revenue 
       Borrowing costs are recognised as an 
                     expense when incurred. 
 
    Investment revenue is recognised as the 
  Company becomes entitled to such revenue. 
     Dividends are accounted for on receipt 
                                   thereof. 
 
                      Financial instruments 
             Financial assets and financial 
          liabilities are recognised on the 
  Company's statement of financial position 
    when the Company becomes a party to the 
  contractual provisions of the instrument. 
 
      The Company's activities give rise to 
    some exposure to the financial risks of 
      changes in interest rates and foreign 
   currency exchange rates. The Company has 
    no borrowings and is principally funded 
    by equity, maintaining all its funds in 
                             bank accounts. 
 
                           Financial assets 
   Financial assets are classified into the 
  following specified categories; financial 
    assets "at fair value through profit or 
          loss" (FVTPL), "held to maturity" 
          investments, investments in joint 
     ventures, and "loans and receivables". 
   The classification depends on the nature 
    and purpose of the financial assets and 
       is determined at the time of initial 
                               recognition. 
 
                Investment in joint venture 
           A joint venture is a contractual 
  arrangement whereby the Company and other 
     parties undertake an economic activity 
  that is subject to joint control; that is 
           when the strategic financial and 
     operating policy decisions relating to 
       the activities require the unanimous 
    consent of the parties sharing control. 
 
     These financial statements include the 
    Company's share of the total recognised 
   gains and losses of joint ventures using 
      the equity method, from the date that 
     significant influence or joint control 
      commences to the date that it ceases, 
   based on present ownership interests and 
         excluding the possible exercise of 
          potential voting rights, less any 
      impairment losses. When the Company's 
       interest in a joint venture has been 
       reduced to nil because the Company's 
    share of losses exceeds its interest in 
        the joint venture, the Company only 
      provides for additional losses to the 
       extent that it has incurred legal or 
      constructive obligations to fund such 
      losses, or where the Company has made 
   payments on behalf of the joint venture. 
   Where the disposal of an investment in a 
   joint venture is considered to be highly 
      probable, the investment ceases to be 
          equity accounted and, instead, is 
  classified as held for sale and stated at 
      the lower of carrying amount and fair 
                  value less costs to sell. 
 
         Reversals of impairment losses are 
        recognised in the income statement. 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
2                    Significant accounting policies (continued) 
 
                                                          Equity 
   Share capital is determined using the nominal value of shares 
                                          that have been issued. 
 
   The share premium account represents premiums received on the 
     initial issuing of the share capital. Any transaction costs 
   associated with the issuing of shares are deducted from share 
                premium, net of any related income tax benefits. 
 
  The share based payment reserve is used to record the value of 
  equity benefits provided to employees and Directors as part of 
     their remuneration and provided to consultants and advisers 
           hired by the Company from time to time as part of the 
                                             consideration paid. 
 
  Retained earnings include all current and prior period results 
                           as disclosed in the income statement. 
 
                                    Intangible Assets - Licences 
 
    Licences are recognised as an intangible asset at historical 
  cost and are carried at cost less accumulated amortisation and 
  accumulated impairment losses. The licences have a finite life 
    and no residual value and are amortised over the life of the 
                                                        licence. 
 
                                       Cash and cash equivalents 
  Cash and cash equivalents includes cash in hand, deposits held 
    at call with banks, and bank overdrafts. Bank overdrafts are 
          shown within current liabilities on the balance sheet. 
 
                                           Financial liabilities 
      Financial liabilities are obligations to pay cash or other 
  financial assets and are recognised when the Company becomes a 
          party to the contractual provisions of the instrument. 
 
    All financial liabilities initially recognised at fair value 
      less transaction costs and thereafter carried at amortised 
                  cost using the effective interest method, with 
    interest-related charges recognised as an expense in finance 
          cost in the income statement. A financial liability is 
     derecognised only when the obligation is extinguished, that 
  is, when the obligation is discharged or cancelled or expires. 
 
                                                  Trade payables 
       Trade payables are non-interest-bearing and are initially 
   measured at fair value and thereafter at amortised cost using 
                                    the effective interest rate. 
 
                                                        Taxation 
         The tax expense represents the sum of the tax currently 
                                       payable and deferred tax. 
 
    The tax currently payable is based on taxable profit for the 
  period. Taxable profit differs from the net profit as reported 
  in the income statement because it excludes items of income or 
  expense that are taxable or deductible in other periods and it 
    further excludes items that are never taxable or deductible. 
     The Company's liability for current tax is calculated using 
    tax rates that have been enacted or substantively enacted by 
                                         the balance sheet date. 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
2                    Significant accounting policies (continued) 
 
                                                      Provisions 
        Provisions are recognised when the Company has a present 
     obligation as a result of a past event, it is probable that 
    the Company will be required to settle that obligation and a 
  reliable estimate can be made of the amount of the obligation. 
    The amount recognised as a provision is the best estimate of 
  the consideration required to settle the present obligation at 
       the balance sheet date, taking into account the risks and 
                        uncertainties surrounding the obligation 
 
                                            Share based payments 
  When the Company issues equity-settled share-based benefits to 
          employees, all equity-settled share-based payments are 
    ultimately recognised as an expense in profit or loss with a 
                               corresponding credit to reserves. 
 
       If vesting periods or other non-market vesting conditions 
  apply, the expense is allocated over the vesting period, based 
   on the best available estimate of the number of share options 
   expected to vest. Estimates are subsequently revised if there 
  is any indication that the number of share options expected to 
            vest differs from previous estimates. Any cumulative 

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DJ Final Results to 31 December 2018 -4-

        adjustment prior to vesting is recognised in the current 
      period. No adjustment is made to any expense recognised in 
         prior periods if share options ultimately exercised are 
                         different to that estimated on vesting. 
 
    Upon exercise of any share options the proceeds received net 
         of attributable transaction costs are credited to share 
                   capital, and where appropriate share premium. 
 
3   Critical accounting judgements and key sources of estimation 
                                                     uncertainty 
 
   In the process of applying the Company's accounting policies, 
       as described in note 2, management has made the following 
         judgements that have the most significant effect on the 
                 amounts recognised in the financial statements. 
 
                  Valuation of share-based payments to employees 
 
         The Company estimates the expected value of share-based 
    payments to employees and this is charged through the income 
  statement over the vesting period. The fair value is estimated 
        using the Black Scholes valuation model which requires a 
         number of assumptions to be made such as level of share 
       vesting, time of exercise, expected length of service and 
    employee turnover and share price volatility. This method of 
     estimating the value of share-based payments is intended to 
        ensure that the actual value transferred to employees is 
                provided for by the time such payments are made. 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
4                               Segmental information 
 
            An operating segment is a distinguishable 
             component of the Company that engages in 
           business activities from which it may earn 
         revenues and incur expenses, whose operating 
      results are regularly reviewed by the Company's 
     chief operating decision maker to make decisions 
     about the allocation of resources and assessment 
              of performance and about which discrete 
                  financial information is available. 
 
       The chief operating decision maker has defined 
         that the Company's only reportable operating 
     segments during the period is that of investment 
          within the Precious and Base Metals Sector. 
 
          Subject to further acquisitions the Company 
              expects to further review its segmental 
         information during the forthcoming financial 
                                              period. 
 
      The Company has not generated any revenues from 
       external customers during the reported period. 
 
      In respect of the total assets of GBP592,000, all 
       arise in the company and within the Investment 
                                  sector noted above. 
 
5  Operating loss 
 
                                                    Period to 31 
                                                        Dec 2018 
                                                           GBP'000 
   Operating loss 
  is stated after 
        charging: 
       Directors'                                             38 
     remuneration 
     Share option                                             25 
           charge 
       Audit fees                                             10 
 
  Included in share options is GBPnil relating to directors. 
 
          In addition to auditors' remuneration shown above, the 
              auditors received the following fees for non-audit 
                                                       services. 
                                                            2018 
                                                           GBP'000 
  Other financial                                              - 
         advisory 
         services 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
6   Directors' emoluments                                   2018 
                                                           GBP'000 
        Fees and benefits                                     59 
 
          Fees and            Share based 
          salaries               payments                  Total 
     2018    GBP'000                  GBP'000                  GBP'000 
 
        M       20                      7                     27 
  Pulanda 
      ran 
  A Lucas        9                      7                     16 
        C        9                      7                     16 
   Gordon 
                38                     21                     59 
 
          Directors' fees totalling GBP13,500 have been accrued as 
                                            at 31 December 2018. 
               Directors' have no pension benefits are accruing. 
 
  1) M Pulandaran appointed as a director on 14 
  November 2017. 
 
  2) A Lucas appointed as a director on 6 July 2018. 
 
  3) C Gordon appointed 6 July 2018. 
 
           The Company has no other directly employed personnel. 
 
7                        Taxation                         Period 
                                                           to 31 
                                                             Dec 
                                                            2018 
                                                           GBP'000 
 
                Total current tax                              - 
 
          The actual tax charges for the period differs from the 
               standard rate applicable in the UK of 19% for the 
                reasons set out in the following reconciliation: 
                                                            2017 
                                                           GBP'000 
 
      Loss on ordinary activities                          (103) 
                       before tax 
 
        Tax thereon @ rates above                           (20) 
     Factors affecting charge for 
                      the period: 
                Losses arising in                             20 
      territories where no tax is 
                          charged 
 
       Current tax charge for the                              - 
                           period 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
8                                                 Loss per share 
                                                            2018 
  The calculation of loss per share is                     GBP'000 
      based on the loss after taxation 
       divided by the weighted average 
  number of shares in issue during the 
                               period: 
 
      Net loss after taxation (GBP000's)                     (103) 
 
                      Number of shares 
   Weighted average number of ordinary 
      shares for the purposes of basic 
                        loss per share 
 
                                                         933,691 
 
      Basic and diluted loss per share                   (10.96) 
                  (expressed in pence) 
 
      As inclusion of the potential ordinary shares would result 
     in a decrease in the earnings per share they are considered 
      to be anti-dilutive, as such, a diluted earnings per share 
                                                is not included. 
 
9               Intangible assets               31 December 
                                                       2018 
                Licences interest                     GBP'000 
 
                  Opening balance                         - 
      Purchased during the period                       136 
                       Impairment                         - 
  At 31 December - carrying value                       136 
 
    On 10 December 2018, the Company completed the Sale and 
    purchase agreement with Goldfields Consolidated Pty Ltd 
     for a 51 % beneficial interest in the Shangri La gold, 
             copper and silver project in consideration for 
                                                 A$220,000. 
 
     The consideration payable for the Tenement Interest is 
    A$220,000 (the "Purchase Price"), satisfied by A$20,000 
          paid by the Company to Goldfields in cash and the 
      issuance of 190,000 ordinary fully paid shares in the 
                                    capital of the Company. 
 
          VVV and Goldfields have also entered into a joint 
          venture agreement ("JVA") under which VVV will be 
    responsible for an initial expenditure fee of A$300,000 
         over three years from the commencement of the JVA. 
     Goldfields will manage the joint venture ("JV") and be 
      entitled to a 10% management fee of expenses incurred 
                                                 by the JV. 
 
         As at 31 December 2018, there has been no activity 
    within the JVA, and no financial information thereon to 
                                                  disclose. 
 
10            Trade and other 
                  receivables 
                                                31 December 2018 
                                                           GBP'000 
      Current trade and other 
                     payables 
                  Prepayments                                  6 
                        Total                                  6 
 
The fair value of these financial assets is not individually determined as the 
         carrying amount is a reasonable approximation of fair value. 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
11   Trade and other payables 

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DJ Final Results to 31 December 2018 -5-

                                                31 December 2018 
                                                           GBP'000 
      Current trade and other 
                     payables 
              Trade creditors                                  - 
                     Accruals                                 42 
                        Total                                 42 
 
  The fair value of trade and other payables has not been disclosed as, due to 
 their short duration, management considers the carrying amounts recognised in 
       the balance sheet to be a reasonable approximation of their fair value. 
 
12         Share capital                             31 December 
                                                            2018 
                                                           GBP'000 
 
    Allotted, issued and 
              fully paid 
   1,720,003 ordinary                                          - 
   shares of nil par 
   value each 
 
         Shares issued during the period ended 31 December 2017: 
 
   · On incorporation on 14 November 2017, 1 share was 
   issued for GBP1.00. 
 
   · 550,000 shares were issued by the Company, by way of a 
   placing on 21 December 2017 for cash at a price of 20p 
   per share raising GBP110,000. 
 
   · 980,002 shares were issued by way of a placing on 6 
   July 2018 at a price of 50p per share raising GBP490,001. 
 
   · 190,000 shares were issued for non-cash consideration 
   at 65p per share on acquisition of the Company's interest 
   in Shangri La JV. 
 
        The total shares issued during the period was 1,720,003. 
 
                                               Warrants in issue 
 
     As at 31 December 2018, 30,600 warrants remain outstanding. 
           30,600 warrants were issued during the period, and no 
      warrants were exercised, or lapsed during the period ended 
                                               31 December 2018. 
 
                All of the warrants in issue and outstanding are 
       exercisable at 50p per share, for a period up to 1 August 
                                                           2023. 
 
                                                   Share Options 
 
            The Company has as at 31 December 2018, 75,000 share 
      options in issue and outstanding. During the period 75,000 
       options were issued, no options were exercised, cancelled 
                                                      or lapsed. 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
13  Share based payments 
 
         Share Options 
 
    The Company operates share option schemes for certain employees (including 
 directors). Options are exercisable at the option price agreed at the date of 
 grant. The options are settled in equity once exercised. The expected life of 
  the options is 5 years. All options issued in the period to 31 December 2018 
         vested immediately, with no vesting requirements. 
 
Details of the number of share options and the weighted average exercise price 
         (WAEP) outstanding during the period are as follows: 
 
                                  31 December 2018 
                                Number              WAEP 
                                                       GBP 
Outstanding                          -                 - 
     at the 
  beginning 
     of the 
     period 
    Granted                     75,000              0.50 
  Exercised                          -                 - 
Outstanding                     75,000              0.50 
 at the end 
of the year 
Exercisable                     75,000 
at year end 
 
The share options outstanding at the end of the period have a weighted average 
      remaining contractual life of 4.58 years and have the following exercise 
         prices and fair values at the date of grant: 
 
      First  Grant date Exercise price Fair value    31 December 
   exercise                                                 2018 
 date (when 
    vesting 
 conditions 
   are met) 
                                     GBP          GBP         Number 
 
   2 August    2 August           0.50       0.33         75,000 
       2018        2018 
                                                          75,000 
 
         At 31 December 2018 75,000 options were exercisable. 
 
  For those options and warrants granted where IFRS 2 "Share-Based Payment" is 
applicable, the fair values were calculated using the Black-Scholes model. The 
         inputs into the model for the current and prior year were as follows: 
 
           Risk free    Share price  Expected life  Share price 
              rate      volatility                  at date of 
                                                       grant 
 2 August     1.0%         0.84        60 months      GBP0.50 
     2018 
 
Expected volatility was determined by calculating the historical volatility of 
      similar listed companies share prices for 12 months prior to the date of 
        grant. The expected life used in the model has been adjusted, based on 
  management's best estimate, for the effects of non-transferability, exercise 
         restrictions and behavioural considerations. 
 
        The Company therefore recognised total expenses of GBP25,000 relating to 
         equity-settled share-based payment transactions during the period. 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
14         Financial 
         instruments 
       The Company's financial instruments comprise cash at bank 
                and payables which arise in the normal course of 
       business. It is, and has been throughout the period under 
        review, the Company's policy that no speculative trading 
       in financial instruments shall be undertaken. The Company 
           has been solely equity funded during the period. As a 
                result, the main risk arising from the Company's 
                         financial instruments is currency risk. 
 
              Details of the significant accounting policies and 
        methods adopted, including the criteria for recognition, 
          the basis of measurement and the basis on which income 
        and expenses are recognised, in respect of each class of 
                 financial asset, financial liability and equity 
             instrument are disclosed in note 2 of the accounts. 
 
                                                            2018 
                                                           GBP'000 
           Financial assets (current) 
            Cash and cash equivalents                        450 
 
      Financial liabilities (current) 
            Trade payables & accruals                         42 
 
                           Interest rate risk and liquidity risk 
 
            The Company is funded by equity, maintaining all its 
         funds in bank accounts. The Company's policy throughout 
             the period has been to minimise the risk of placing 
           available funds on short term deposit. The short-term 
        deposits are placed with banks for periods up to 1 month 
                              according to funding requirements. 
 
       The Company had no undrawn committed borrowing facilities 
                                  at any time during the period. 
 
                                                   Currency risk 
 
         The Company is directly exposed to currency risk of its 
        investments, as they are based in Australia, and exposed 
              to movement against the Australian Dollar as their 
                assets, liabilities, revenue and expenditure are 
        denominated therein. The company is denominated in pound 
                                                       sterling. 
 
                                                     Market risk 
 
         The company is not currently exposed directly to market 
           risk in relation to its investments, as these are not 
            currently listed on any stock market anywhere in the 
                                                          world. 
 
                                                     Fair values 
 
             Cash and cash equivalents (which are presented as a 
        single class of assets on the face of the balance sheet) 
              comprise cash held by the company with an original 
        maturity of three months or less. The carrying amount of 
                     these assets approximates their fair value. 
 
       The directors consider there to be no material difference 
       between the book value of financial instruments and their 
                               values at the balance sheet date. 
 
         Notes to the financial statements (continued) 
 
______________________________________________________________________________ 
         ____________ 
 
15                                  Related party transactions 
 
                During the period, there were no related party 
                                     transactions to disclose. 
 
                      Remuneration of Key Management Personnel 
               The remuneration of the Directors and other key 
      management personnel of the Company are set out below in 
       aggregate for each of the categories specified in IAS24 
                                    Related party Disclosures. 
                                              2018 
                                             GBP'000 
          Short-term employee benefits          38 
                  Share-based payments          25 
                                                53 
 
16                Capital Commitments & Contingent Liabilities 
 
        There are no non-cancellable capital commitments as at 
         the balance sheet date. The Company has no contingent 

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DJ Final Results to 31 December 2018 -6-

                        liabilities at the balance sheet date. 
 
17                                            Ultimate control 
 
              The Company has no individual controlling party. 
 
18                    Events after the end of reporting period 
 
            There are no events after the end of the reporting 
                                           period to disclose. 
 
ISIN:          VGG9404A1030 
Category Code: MSCM 
TIDM:          VVV 
LEI Code:      213800OEUSH43X859D83 
Sequence No.:  8925 
EQS News ID:   818127 
 
End of Announcement EQS News Service 
 
 

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