Aterian PLC
Company Number: 07496976
(“ATN” or “Aterian”)
Annual Report
and
Consolidated Financial Statements
For the year ended 31 December 2023
Aterian PLC
CONTENTS
Page
General Information 1
Strategic Report 2
Directors’ Report 28
Statement of Directors’ Responsibilities 35
Corporate Governance Report 36
Remuneration Committee Report 44
Audit Committee Report 51
Independent Auditor’s Report 54
Consolidated Statement of Comprehensive Income 65
Consolidated and Company Statements of Financial Position 66
Consolidated Statement of Changes in Equity 68
Company Statement of Changes in Equity 69
Consolidated and Company Statements of Cash Flows 70
Notes to the Consolidated and Company Financial Statements 71
Aterian PLC
1
COMPANY INFORMATION
The Board of Directors
C Bray
S Rollason
D Marais
K Pezeshki
A Masterton-Hume
Company registration number 07496976
Registered office
27-28 Eastcastle Street
London
W1W 8DH
Independent Auditor
MHA
Statutory Auditor
2 London Wall Place
London
EC2Y 5AU
Corporate Advisor and Joint Broker
Novum Securities Limited
2
nd
Floor
7-10 Chandos Street
London
W1G 9DQ
Joint Broker
SP Angel Corporate Finance LLP
Prince Frederick House
35 – 39 Maddox Street
London
W1S 2PP
Company Secretary MSP Corporate Secretaries Ltd
27-28 Eastcastle Street
London
W1W 8DH
Registrars Share Registrars Ltd
The Courtyard
17 West Street
Farnham
GU9 7DR
Aterian PLC
2
STRATEGIC REPORT
YEAR ENDED 31 DECEMBER 2023
Dear Shareholder,
2023 was another milestone year for the Company, setting out a clear roadmap for how we intend to
grow the Company.
After successfully acquiring our Moroccan portfolio in late 2022, we entered an earn-in joint venture with
Rio Tinto Mining and Exploration (“Rio Tinto”) for our HCK lithium-tantalum project in Rwanda in August
2023. Under this Agreement, Rio Tinto has the right to earn in on our two other projects in Rwanda when
the pending licence applications are granted. We expanded our portfolio in Morocco with the award of
two additional copper exploration projects, with extensions granted to three existing projects. The
Company reported regular updates on the positive results from our key projects in Morocco during the
year. In January 2023, the International Tin Supply Chain Initiative ("ITSCI"), a programme for
responsible mineral supply chains, approved our application in Rwanda and granted Membership Status
to the Company.
Our strategy focuses on responsibly exploring and mining critical minerals and metals across Africa, a
region vital for a successful energy transition. The renewable energy, automotive, and electronic
manufacturing sectors are currently driving the need to develop secure supply chains of critical and
strategic metals. We firmly believe the long-term market fundamentals for copper are excellent and
linked specifically to the anticipated growing demand for renewable energy and related transportation
electrification globally.
We continue to work towards becoming an ethical, integrated exploration, development, and trading
company across multiple mineral assets and jurisdictions.
Business Review and Future Developments
Rwanda Exploration
Aterian signed a definitive Earn-In Investment and Joint Venture Agreement with Rio Tinto and Kinunga
Mining Ltd ("Kinunga"), our 70% held Rwanda subsidiary. The Agreement is for the exploration and
development of lithium and by-products at its HCK Joint Venture project which holds the HCK licence in
the Republic of Rwanda. Rio Tinto has the option to invest US$7.5 million in two stages to earn up to a
75% interest in the HCK licence to explore for minerals vital for a successful energy transition to
renewable energy. For accounting purposes, the Agreement has been treated as a farm-out
arrangement.
The Stage 1 exploration expenditure commitment is US$3 million over a period of up to two years to
earn a 51% interest in the licence, with Stage 2 exploration expenditures of US$4.5 million over a follow-
on period of up to three years to earn a further 24% interest in the licence, taking Rio Tinto's interest in
the licence to 75%. As part of the agreement, Rio Tinto agreed to pay the Company a cash consideration
of US$300,000 over the two stages and has granted a 2% Net Smelter Return ("NSR") over the HCK
Project (capped at US$50 million). Rio Tinto has the option to add Aterian's two other Rwandan projects
(Musasa and Dynasty Projects), pending licence approval with the authorities.
Morocco Exploration
In 2023, we increased the Moroccan exploration portfolio by adding two new projects, Akka and West
Tazalaght. Both projects were identified as prospective for sedimentary-hosted copper mineralisation
and expanded the asset base in Morocco to 17 projects covering 897 km
2
, an increase of 17% in our
total land holding.
Aterian PLC
3
STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
We have continued exploring our key projects at Agdz, Tata, Azrar and Jebilet Est, with positive assay
data being returned from all these projects. The sedimentary-hosted copper on the Tata project looks
highly encouraging, with visible copper mineralisation and good copper grades reported from a strike
length of 18 km, with an estimated 26 km remaining to be tested.
The increase in total land area and the expansion of the copper project portfolio demonstrates our strong
belief that Morocco represents an exciting mining destination, particularly for critical minerals vital for a
successful energy transition.
Financial Review
During the period under review, the Group made a loss before taxation of £1,062,000 (2022: loss
£4,383,000).
The reduction in losses for the year is in large part due to the absence of the need for impairment
charges which in 2022 amounted to £3,045,000 in respect of goodwill and wash plant assets at the
Musasa project.
Administration costs increased from £996,000 in 2022 to £1,471,000 in 2023, reflecting a full year of
having the Moroccan projects under the Group’s ownership with a consequent increase in legal and
professional costs, and management of the increased portfolio. Directors’ remuneration increased from
£50,000 to £224,000 following the signing of new service agreements in October 2022.
Share-based payment charges fell from £335,000 in 2022 to £1,000 in 2023 after the one-off costs
associated with the acquisition of Aterian Resources Limited. Accordingly, these savings will not be
repeated in 2024.
The losses for the year have been funded by new capital issues, in particular £1,000,000 from Directors,
management, existing shareholders and new investors through the issue of new shares.
The Group has also sold certain of its wash plant assets at Musasa in August 2023 for a total of
US$400,000 (approximately £320,000), proceeds from which are being settled over a 12-month period.
Our definitive Earn-In Investment and Joint Venture Agreement signed with Rio Tinto in August 2023 for
the exploration and development of lithium and by-products on the HCK Joint Venture project is now
well underway, with Rio Tinto fully funding the exploration work and managing the project.
Loss per share for the year was 0.11 pence against 0.76 pence in 2022.
Notwithstanding the progress made in 2023, the Group needs to raise further capital to undertake its
exploration programme and to develop a mineral concentrate trading business operating out of Rwanda.
This is a key focus of management for the first half of 2024. At the year-end, cash balances were £73,000
although the Group has the benefit of a working capital facility made available by the Chairman.
Strategy
Aterian is a critical metal exploration and development company focused on African mineral resource
investment opportunities. Our objective is to create and build an integrated critical mineral exploration,
development, and trading company to meet the expected shortfall in the supply of “green” metals
required to satisfy the global demand for renewable energy sources and decarbonisation targets. We
will continue to review and evaluate new strategic opportunities to support us in meeting this objective.
Aterian PLC
4
STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Strategic Plan
Aterian’s strategy aims to develop critical metal exploration assets in Africa and to develop a mineral
concentrate trading business operating out of Rwanda.
The Company holds 17 projects covering 897 km
2
in Morocco, focusing on copper and base metals.
These projects target potentially large-scale occurrences of essential critical metals with good long-term
market fundamentals, such as copper, and may attract partnership opportunities. In Rwanda, the
Company intends to conduct lithium-tantalum mineral exploration, develop near-term projects into
production units, and partner with operating small-scale mining companies to improve production and
recovery rates while establishing a metal trading business to market mineral concentrates to
international buyers and off-talers. The trading revenues will support and fund further exploration across
the asset base.
The Aterian strategic plan incorporates a business model based on stakeholder interests, business or
commercial planning, and growth. Effectively combining the interests of all stakeholders allows us to
competently execute plans promoting the company’s best commercial interests and allowing for future
growth.
Group Overview
Operational Statement, 2023
Introduction
In Rwanda, Aterian, through its 100% owned Rwanda-registered subsidiary, Eastinco Limited, is actively
engaged in mineral exploration and developing its portfolio of critical metals, focusing on lithium,
tantalum, niobium, and tin. Eastinco Limited holds a metal trading licence issued by the authorities in
Rwanda, which will allow the Company to trade metals and mineral concentrates from any internal
supply and third-party producers and suppliers. Eastinco Limited currently holds three partnerships in
Rwanda.
The Company currently holds 17 exploration projects, covering 897 km
2
in Morocco. The projects are
held by two 100% owned Moroccan subsidiary companies and are primarily focused on the exploration
and development of copper and other base metals.
Aterian PLC
5
STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Rwanda Partnerships
HCK Joint Venture
Aterian holds a Joint Venture Agreement and Operating Agreement (“Agreement”) with HCK Mining
Limited, a private non-related Rwanda registered entity. Aterian retains 70% of the joint venture
company, Kinunga Mining Ltd the holder of a 2,750 hectare exploration licence in southern Rwanda..
Aterian signed a definitive Earn-In Investment and Joint Venture Agreement with Rio Tinto and Kinunga
Mining Ltd. The Agreement is for the exploration and development of lithium and by-products on the
HCK Joint Venture project, with Rio Tinto fully funding the exploration work and managing the project.
Musasa Joint Venture
This is a Joint Venture and Operating Agreement (“Agreement”) with the Kuaka Cooperative (“Kuaka”),
the holder of a small-scale mining licence in western Rwanda. An application for a new, larger 400-
hectare exploration licence in the name of the joint venture company, Musasa Mining Limited, is pending
approval with the Rwanda Government. Aterian will retain an 85% interest in the joint venture company
holding the new licence, with the right to purchase 100% of the Ta-Nb-Sn from any future production.
Dynasty Construction Joint Venture
Aterian entered a Joint Venture and Operating Agreement (“Agreement”) with Dynasty Construction Ltd,
a private non-related Rwanda registered entity holding a 400-hectare exploration licence holder in the
Huye District of southern Rwanda. A renewal of the exploration licence is pending approval with the
Rwanda Government. Aterian holds a 50% interest in the proposed joint venture company, with Aterian
and Dynasty to provide future capital expenditure in proportion with their shareholding at the time of any
potential future mine build.
Project Review - Rwanda
HCK Joint Venture
The licence is located approximately 65 km southwest of Kigali and 20 km northwest of Huye, within the
Southern Province, straddling the Nyanza and Huye District boundaries, and shares a common border
with the neighbouring Dynasty joint venture licence.
The HCK and Dynasty licences are underlain by schists and minor intrusive bodies of the
Palaeoproterozoic granitic-metamorphic Butare Complex, which occurs west of the Gitarama granitic
massif. The Complex is surrounded by low-grade metasedimentary terrains and is bordered to the north
by a major NW-SE left-lateral shear zone, the Mwogo Structure.
Prospecting over the HCK licence has identified 19 zones of potentially lithium-tantalum-niobium hosting
pegmatite, frequently with multiple pegmatite dykes observed at most zones. 23 target pegmatite zones
have been discovered on the combined HCK and Dynasty projects, making this a strong lithium
exploration play.
Before concluding the Rio Tinto earn-in joint venture, fieldwork focussed on the HCK-1 prospect, which
follows a prominent northwest-trending ridgeline. Field observations indicate the strike of the HCK-1
target extends for at least 2,500 m. The width of the target zone is uncertain, but in several locations
along NE-SW orientated cross-section profiles, pegmatite is intersected over a horizontal distance of
c.100 m.
Aterian PLC
6
STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
An aerial drone survey was flown over the entire licence to provide detailed imagery, topographic data,
and a map of the previously mined artisanal workings. A ground-based multi-method geophysical survey
covering an area of 2.36 km
2
over the HCK-1 target was undertaken. The survey, comprising
magnetometry, induced polarisation ("IP"), and electrical IP tomography ("IPT"), was designed to
provide information on the main geological controlling structures for the emplacement of the pegmatite
bodies, the depth of weathering and recommended targets for detailed follow-up.
An independent pegmatite fertility analysis of the multi-element geochemistry from samples collected
over the project was completed. The study involved an analysis of the data by assessing various metal
ratios and metal associations to predict the lithium prospectivity of the pegmatites occurring on the
licence. The study indicated that the HCK-1 pegmatite has encouraging evidence for lithium-tantalum
enrichment, even though the tantalum grades generally seem to be < 200 ppm. However, the tantalum
grades are not unexpected given the irregular metal distribution within these weathered and kaolinised
pegmatites and the samples collected from the near-surface environment. Given the deep tropical
weathering, the enrichment of lithium (16 samples > 150 ppm) is seen as encouraging for locating lithium
pegmatites at depth (below the weathering zone).
Since Rio Tinto’s operations commenced in August 2023, licence-wide geological surface mapping has
been completed, capturing lithology and structural data. Additional infill mapping was completed over
multiple targets within the licence, including HCK-1, HCK-2, the southeast area, and Buranga. A
reinterpretation of the Aterian geochemical soil samples collected from a 400 x 200m wide-spaced
sampling campaign has identified several new anomalies (Li-Cs-Ta-Sn). A ground-based magnetic
survey over the whole licence was completed in November at 100m line spacing, totalling 253 line-km.
Initial orientation ground-based radiometric survey lines over HCK-1 have shown this to aid in identifying
covered (blind to surface) pegmatites. The trial has been extended to a 156 line-km survey west of
the Mwogo River, with the eastern bank completed in early 2024.
Participation in local community projects, including donating and planting 3,000 tree saplings over the
project took place during the year.
Musasa Joint Venture
The Musasa (Li)-Ta-Nb-Sn project is located near Lake Kivu within the Western Province of Rwanda
and 80 km west of Kigali.
No work was undertaken on the project with the licence application for a new 400-hectare exploration
licence pending approval from the Rwanda Mines, Petroleum and Gas Board (“RMB”).
Dynasty Joint Venture
No work was undertaken on this project during the reporting period, with the licence renewal pending
with the RMB. The licence is 18 km northwest of Huye in the Southern Province of Rwanda.
Project Review - Morocco
As of the year end, the Company held 60 licences over 17 separate project areas, covering 897 km
2
.
The licences are 100% owned by two wholly-owned Moroccan subsidiary companies.
Aterian PLC
7
STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Of the 17 projects, the Company focuses on four key copper projects: Agdz, Tata, Azrar and Jebilet Est.
The Agdz, Tata, and Azrar projects are all in the Anti-Atlas Mountains, with Jebilet Est located 35 km
northeast of Marrakech in the western Meseta.
Agdz Project
The Agdz Project, covering 34.5 km
2
, lies within the Souss-Massa-Drâa region of the Anti-Atlas
Mountains of central Morocco, approximately 350 km south of the capital, Rabat, and about 35 km east
of the city of Ouarzazate. The 'Noor 1' solar power station, the world's largest concentrated solar power
plant with a planned output of 580 MW, is located approximately 40 km northwest of Agdz.
The project lies approximately 14 km southwest of Managem Group’s Bouskour copper-silver mine (non-
compliant Resource of 53 Mt at 0.8 % Cu and 9 g/t Ag, of which 21 Mt contain a higher grade of 1.3%
Cu), with the world-class Imiter silver mine (reported to contain 189 million ounces of silver (resource +
reserve) - Managem 2019 Annual Report) located 80 km to the northeast.
The lithological package at Agdz broadly consists of mostly felsic-intermediate volcano-sedimentary
rocks of the Ouarzazate Supergroup with large granodiorite plutons in the north and locally
conglomeratic metasedimentary sequences in the south. The units are bisected by sub-parallel NE and
NW striking brittle faults and alteration zones, several of which have been historically mined for copper.
Five prospects, namely Makarn, Makarn North, Amzwaro, Minière and Daoud, have been defined on
the project based on rock chip sampling (the best of which returned grades of up to 26.5 % Cu, 448 g/t
Ag, and 3.74 g/t Au), geological mapping and geophysics. The best rock chip samples from
hydrothermal manganese workings have returned rock chip grades over 10% Mn.
Agdz hosts five significant Cu-Ag prospects covering an area of approximately 8 km
2
• The 2.80 km long Makarn – Makarn North prospect, with results up to 8.00 % Cu and 448 g/t
Ag.
• The 2.00 km long Amzwaro prospect, with results up to 4.82 % Cu and 189 g/t Ag.
• The 0.15 km long Minière prospect, with results up to 13.05 % Cu and 12 g/t Ag.
• The 0.70 km long Daoud prospect, with results up to 2.71 % Cu, 152 g/t Ag.
300 m of reconnaissance trenching has been completed in 13 trenches across two of the five prospects.
Results include 14.12 m at 0.65% Cu and 36.54 g/t Ag and 13.7 m at 0.36% Cu and 13.26 g/t Ag.
A 137 line-km IP gradient array survey was completed over an area of 14 km
2
supported by 12 High-
Resolution IP ("HIRIP") profiles to acquire 2-D resistivity and chargeability depth sections to depths of
c.250 m. During the year, field teams undertook additional geological mapping, and a re-interpretation
of the previous geophysical data was completed. This work confirmed the structural control on
mineralisation with the Agdz prospect occurring in an inferred dilation jog or possible ‘horse-tails’
structural setting. Planning is underway to initiate a maiden scout drilling programme to test several
geophysical anomalies and observations from trenching and mapping.
Tata Project
The Tata Project covers 154.4 km
2
and comprises ten license blocks. The project is located within the
western Anti-Atlas Mountains, a region considered highly prospective for sedimentary-hosted copper
mineralisation.
Aterian PLC
8
STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Tata lies 30 km south of the Company's Azrar copper-silver project, approximately 465 km south of the
capital Rabat, and 165 km southeast of the port city of Agadir. The Tizert copper-silver project
(estimated non-compliant resource of 57 Mt grading 1.03 % Cu and 23 g/t Ag) currently under
development by Managem Group is located 50 km to the northwest.
Sedimentary-hosted copper in the Anti-Atlas is hosted in sediments of the Late Ediacaran to early
Cambrian-aged Adoudou Formation, which is found within the project along the margins of the
Paleoproterozoic Tagragra de Tata Inlier. Exploration work on the project has identified copper
mineralisation hosted within the Adoudounian sediments and the lower limestone and dolomitic units of
the overlying Tata Group.
Fieldwork during the year traced out visible copper mineralisation on the surface for a horizontal strike
distance of 18 km. It is predicted from mapping that a further 26 km of strike is considered prospective
for copper and will be explored in later programmes. The maximum sample grade reported is 7.02 %
Cu from bedding parallel disseminated mineralisation in siltstones within the lower Adoudou Formation.
250 m along the strike east of this sample, an outcrop of fractured dolomite with mm-scale quartz-
carbonate veinlets hosting disseminated copper oxide reported 1.62 % Cu. A dolomite float sample
collected adjacent to the contact between Adoudounian sediments and the Proterozoic inlier reported
2.05 % Cu. Other results include 0.95 % Cu from a 4 m thick dolomitic sequence and 0.87 % Cu from
an 8 m thick sequence of dolomite and marl. Published historical geological maps (2002) indicate
anomalous copper and gold were identified along the northern margin of the inlier (although the grades
and location coordinates from the historical sampling are not available at this time).
More recently, geological mapping and sampling focused on traversing the stratigraphy perpendicular
to the overall strike of the bedding from the basal contact with the underlying Proterozoic inlier. The
objective was to understand better the sedimentary package, the preferential horizons for copper
mineralisation, and the overall geological setting regarding the historical basin architecture and the
associated impact on trap sites for the ancient metal-carrying brine.
Sedimentary-hosted copper is typically found within the western Anti-Atlas in the Basal Series and Lower
Limestone units of the Adoudou Formation. The results from fieldwork correlate stratigraphically with
this observation made on other nearby copper occurrences; however, copper mineralisation has also
been reported from the younger, overlying sediments of the Cambrian-aged Tata Group.
Azrar Project
The Azrar Project, which was recently expanded following the granting of two new licences, now covers
99.3 km
2
. It is located within the western Anti-Atlas Mountains and lies 30 km north of the Company's
Tata copper project.
Multiple styles of copper mineralisation and gold have been discovered in the recently awarded
expansion areas. The mineralisation on the project is hosted in fault-related breccia zones, late-stage
quartz veins, and within carbonate and siltstone sedimentary sequences of the Adoudou Formation.
Several abandoned artisanal workings have been identified across the Project, with host rocks
comparable to the nearby Managem-owned Tizert copper project.
Aterian PLC
9
STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The results from Azrar are both very encouraging, with the continuation of the sedimentary-hosted
copper and the identification of multiple other geological sources of copper mineralisation. The recent
laboratory analyses from the new licences are very positive, with the multiple zones of quartz veins
identified reporting copper and associated gold.
Fieldwork has identified high-grade copper and silver from multiple locations, including 3.79 % Cu and
23 g/t Ag from an NE-SW trending fault-related breccia cutting across the project's central area. More
recently, a sample collected from an 8 m thick carbonate bed with disseminated malachite observed
along bedding plane surfaces and cross-cutting fractures and joints reported 4.01 % Cu with 26.9 g/t
Ag, highlighting the potential for stratiform sediment-hosted copper-silver mineralisation. Sedimentary-
hosted copper mineralisation was observed from prospecting in the western area, with three individual
samples collected over a strike length of 1 km reporting copper grades of 1.21 %, 0.57 % and 0.54 %
from Adoudounian age sedimentary sequences.
Several zones of mineralised quartz veining and fault breccia are observed within the new licences. Two
samples from spoil material adjacent to old artisanal workings returned good copper and associated
gold (1.19 % Cu with 0.50 g/t Au and 1.22 % Cu with 0.33 g/t Au) from the quartz-specular hematite
veins. The workings are sub-vertical shafts and pits, up to 7 m deep and 2 m wide, with veins up to 1.2m
wide. Another vein sample collected 1.8 km south along the artisanal workings' structural trend returned
0.54 % Cu and 0.19 g/t Au.
Jebilet Est Project
The Jebilet Est Project comprises five licences for a total area of 73.6 km
2
in north-central Morocco. The
Project lies approximately 200 km south of the capital city of Rabat, 35 km northeast of Marrakech, and
15 km from a rail line to the port of Casablanca. The Project lies approximately 15 km east of the historic
Bir N'Hass copper mine, with several known base metal and copper deposits and occurrences identified
within the district.
Palaeozoic metamudstones and quartzites proximal to Hercynian-age granite and mafic intrusive bodies
underlie the Jebilet project, with initial work verifying targets generated by remote sensing with sampling
of prospective outcrops. Multiple parallel quartz-carbonate veins with a general ENE orientation are
observed across the licences.
Geological work has focused on mapping and sampling a quartz-carbonate vein network crossing the
entire western part of the project with ENE-WSW trend of variable widths (0.2 to 10 m wide), and
traceable along strike for over 3 km. In the east, mapping has targeted an outcropping vein system,
revealing quartz-carbonate veins, quartz veins, and breccia. These structures display dominant NE-SW
to ENE-WSW trends. The mineralisation observed to date consists of malachite with visible sulphides
such as pyrite, chalcocite, chalcopyrite and rare bornite. These sulphides usually show as hematite
stains on the surface of the vein.
Eighty-one samples (77 rock chip and four float samples) have been collected from the project, with 46
samples (57 % of the batch) reporting greater than 0.3 % Cu, and 13 (or 16 %) were greater than 1 %
Cu. The maximum sample returned reported 4.43 % Cu from a float sample of quartz-carbonate vein
material hosting malachite, primary sulphide and iron oxides.
Aterian PLC
10
STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Results include:
• 3.11 % Cu reporting from a 1 m wide brecciated quartz vein.
• 1.80 % Cu from NNW-SSE trending, 1.5 m wide carbonate-quartz vein.
• 1.79 % Cu from a brecciated, vuggy quartz vein.
• 1.72 % Cu from an NNE trending, 2 m wide quartz-carbonate vein with later quartz vein
overprinting.
• 1.51 % Cu from a 5 m wide quartz-carbonate vein with quartz vein overprint.
Other Explored Moroccan Projects
Jafra Project
The Jafra Project covers 29 km
2
and comprises two license blocks in the western Meseta, north-
central Morocco, approximately 36 km northeast of Marrakech, 35 km east of the former Roc
Blanc silver mine, and 32 km from the rail line to the port of Casablanca.
The project is located at the eastern margin of an intrusive granite pluton within the metamorphic
aureole. It hosts a historically mapped lead occurrence, coincident with historical artisanal mining
observed associated with fault zones and a quartz-carbonate vein system. The project lies 14 km south
of the Company's Jebilet Est Copper Project.
Reconnaissance has focussed on two areas within the centre of the project, where several artisanal
workings were identified on El Marassa Hill, a prominent topographic feature trending across the project.
All mapped workings appear to exploit quartz veins and a fault zone breccia showing visible sulphide
mineralisation. Several quartz and carbonate veins were also recorded on the western part of the same
hill, hosting minor mineralisation.
The abandoned artisanal workings are clustered on the ESE-WNW trending ridge close to the contact
between granite rocks to the south and folded metasedimentary units. The workings are located on the
slope of the hill where the surface scree material obscures mappable outcrops. Consequently, exposure
of these mineralised structures is limited to the shallow workings. Sulphide mineralisation is observed
in situ within the historical workings, and surface quartz-rich float containing galena is frequently
observed in the old artisanal dumps.
Individual structures can be traced over 100 m along strike from the workings before being obscured by
loose surface material on the hillside. Several breccia zones with variable widths, up to 3 m, have been
identified. They are typically composed of roughly parallel quartz-carbonate veins and breccia. Veins
range from 1 to 30 cm wide and have a general NE trend, cross-cutting the metasiltstones.
A total of 39 rock chip samples (37 outcrop rock chip samples, one surface float sample and one surface
grab sample collected from a historical mining dump) have been collected from the project. 13 samples
(33 % of this batch) reported greater than 10 g/t Ag, with 5 (or 13 % of the batch) greater than 50 g/t Ag.
Aterian PLC
11
STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Several of the more significant anomalies reported from the surface grab sampling include:
• 70 g/t Ag, 22.2 % Pb, 0.12 % Zn reported from a quartz-siderite vein sample from a historical
dump sample, with abundant galena.
• 159 g/t Ag, 21.3 % Pb reporting from quartz veins hosted in leucogranite.
• 127 g/t Ag, 3.03 % Pb reporting from a fault zone breccia.
• 89.5 g/t Ag, 6.67 % Pb, 0.34 % Cu, 0.41 % Zn reporting from a fault zone breccia.
• 61.9 g/t Ag, 3.96 % Pb reporting from a brecciated fault gouge.
Zaer Project
The Zaer Project comprises six licences totalling 96 km
2
, located approximately 70 km south of the
capital city of Rabat and 80 km east of the commercial port city of Casablanca.
Zaer lies in the Central Moroccan Hercynian Massif of the Central Meseta, which contains several large
granitic plutons that intruded into a sequence of Ordovician to Devonian-aged sediments. The region
hosts numerous active and historic mines and development projects for copper, tin, tungsten, lead, zinc
and fluorite. Nearby operations include ONHYM's Rhouirat N'Has tungsten-copper project and the
Sokhret Allal tin-tungsten deposit, with active projects elsewhere in the region, including Managem's El
Hamman fluorite mine and Atlantic Tin's tin development projects at Achmmach (22.2 Mt grading 0.70
% SnO
2
) and Bou El Jaj, where the mineralisation is reportedly hosted in veins, stockworks, skarns and
greisen’s within granites and the surrounding metamorphic aureoles.
Zaer targets 20 km of the Zaer granite's metamorphic aureole along the western and northern margins
of the intrusion. The host geology comprises highly foliated and contact-metamorphosed
metasedimentary rocks, including quartzites, phyllites and schists that host several copper, lead, zinc,
tungsten, and tin occurrences. Eleven rock chip samples (10 outcrop and one surface float sample)
have been collected from the northern licences. Three samples reported greater than 0.25 % Cu, with
a maximum of 2.34 % Cu and 7.91 g/t Ag reporting from an outcropping brecciated metasediment. Two
samples reported 0.4 % Cu and 0.29 % Cu from similar brecciated outcrops. A sample from a northeast
trending quartz vein, up to 2m wide, reported 33.3 g/t Ag and 0.62% Pb.
A total of 25 stream sediments were collected from the western Zaer licences. The objective of the
survey was to undertake an initial reconnaissance sampling programme to identify areas for later
groundwork and follow-up. Based on the results, four follow-up target areas are determined based on
anomalous metal associations. Two areas, Anomalies A (W-Ag) and B (Ag-As-Pb-Zn) are considered
most prospective, with anomalies C and D having lower priority.
The Business Model
Our strategy is to develop a business model based on the phased exploration of essential critical metals
with strong long-term fundamentals within mining and investment-friendly jurisdictions. We seek to grow
the asset portfolio by evaluating and acquiring new greenfield opportunities through mergers and
acquisitions. The model is based on cooperation and attracting new strategic partnerships with proven,
profitable producers to rapidly advance exploration programmes and develop assets into profitable
production centres. The signing of the earn-in joint venture agreement with Rio Tinto in Rwanda and the
acquisition of Atlantis Metals in Botswana are recent examples of the execution of the business model.
Aterian PLC
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The Company intends to achieve these goals while maintaining corporate governance principles aligned
with those outlined in the QCA Code.
Resources and Reserves
Given the early-stage nature of the projects held by the Company, with the current exploration working
towards planning future drilling programmes, the Company has no stated resources or reserves.
Environment, Social and Governance Policy
Our Communities
Integrating ESG matters into our operations and any investment decision-making processes are key
elements to being a responsible corporate body. We firmly believe it is part of our corporate responsibility
to deliver returns by being a responsible investor.
Minimising our impact on the environment is a strong company focus. This includes reducing our carbon
footprint and water usage, reforestation and protecting biodiversity.
Aterian is committed to being a responsible corporate citizen, and we are committed to operating in a
manner that is transparent, environmentally responsible, ensures the longevity of our operations,
supporting socio-economic improvement of our host communities.
Responsible mining and exploration is about being transparent and open. At Aterian, this is a
commitment both to the safety of our people and to the protection of the environment, as well as to
continuous improvement through technological innovation. This is made possible thanks to the
dedication of our employees – and with the support of our leadership and the communities in which we
operate.
At Aterian we recognize the importance of the UN Sustainable Development Goals (UN SDG), and we
indirectly contribute in some way to the majority of them.
We have prioritized the SDGs that align most directly with our business, corporate strategy, sustainability
efforts, and stakeholder expectations, while also representing our greatest opportunities to contribute
further to the goals.
Aterian’s commitment to being a responsible corporate citizen is guided by our ESG policies.
Our Commitment to the Growing Importance of ESG in the Mining Environment
ESG factors are likely to be the main source of risk in metal and mineral supply over the coming
decades, more so than direct reserve depletion.
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
• Conflict Mineral Policy – Following the OECD and the EU guidelines, preventing armed
groups in the DRC and adjacent countries from benefitting from the sourcing of Conflict
Minerals.
• Local Community Support – Improving service levels to clients whilst acting fairly in dealings
with suppliers and third parties.
• Environment– Minimising impact on the environment is a strong company focus.
• Training and Development – Dedicated to providing training and development opportunities
to staff members.
• Clean water initiative – Helping provide clean drinking water to approx. 26,000 school children
and teachers in Rwanda.
• Food and healthcare insurance support – Provided in the Musasa area of Rwanda during
the Covid-19 pandemic.
• Corporate Governance – The Company conforms to the QCA Corporate Governance Code
and applies this to all its subsidiaries.
As part of our efforts, we actively participate in a clean water programme that provides the local
community with access to clean drinking water through the provision of water tanks and supply systems.
We also support community aid programmes that assist vulnerable members.
Employee and Greenhouse Gas (GHG) Emissions
The Company seeks to minimise carbon or greenhouse gas emissions. The Group uses less than
40,000 kWh of energy per annum. It does not have responsibility for any emissions producing sources
under the Companies Act 2006.
Climate-related Financial Disclosures
The Financial Stability Board’s Task Force on Climate-related Financial Disclosures (TCFD)
recommendations serve as a global foundation for effective reporting on the operational and financial
implications of the interrelationship between climate change and business, and set out recommended
disclosures structured under four core elements:
• Governance – The organisation’s governance around climate-related risks and opportunities
• Strategy – The actual and potential impacts of climate-related risks and opportunities for an
organisation’s businesses, strategy, and financial planning
• Risk Management – The processes used by the organisation to identify, assess, and manage
climate-related risks; and
• Metrics and Targets – The metrics and targets used to assess and manage relevant climate-
related risks and opportunities.
These are supported by recommended disclosures that build on the framework with information intended
to help investors and others understand how reporting companies assess climate-related risks and
opportunities.
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The table below shows our current progress against the TCFD recommendations.
TCFD Pillar
Recommended Disclosure
Company Summary
Governance
• Board’s oversight of climate-
related risks and opportunities
• Management’s role in
assessing and managing
climate-related risks and
opportunities
As an exploration stage business,
the Group’s operations are at a
relatively small scale and so
therefore is its environmental impact.
Nevertheless, the Board recognises
its responsibility to protect the
environment (particularly as the
business scales up). The Board has
oversight of climate-related matters
(which include risks and
opportunities).
The board is supported by the Audit
Committee, which is responsible for
keeping under review the adequacy
and effectiveness of the Group’s
internal control and risk management
systems, which consider
environmental impact and climate-
related risks.
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15
Strategy
• Climate-related
risks and
opportunities
identification
• Climate-related
risks and
opportunities
impacts
• Resilience of the
organisation’s
strategy
Aterian is committed to a healthier planet, and this is
part of the Group’s strategic long-term priorities.
The Board is committed to conserving natural
resources and striving for environmental sustainability,
by ensuring that its facilities (and the facilities of its key
partners) are operated to optimise energy usage;
minimising waste production; and protecting nature and
people.
As Aterian enters the next stage of its development,
ESG will be at the heart of the Board and
management’s vision and strategy to enable climate-
related risks and opportunities to be identified and
suitably mitigated/actioned.
Aterian strategy is to acquire a strong portfolio of critical
and strategic metal assets, whilst supporting ethical
and sustainable supply chains.
A secure and sustainable supply is required for key
technologies and strategic sectors such as renewable
energy, digital and e-mobility.
Copper is one example of a metal increasingly coming
into focus with forecasts for a long commodity super-
cycle resulting from the need to electrify business and
society to meet the climate targets. Copper plays a
fundamental role in electricity networks and renewables
technologies and is widely used in energy generation,
transmission infrastructure, and energy storage. The
Group’s development of its copper projects in Morocco
is key to our strategic aims.
Renewable energy technologies, electric vehicles and
batteries are extremely mineral intensive, relying on a
small number of key metals. Electronic components
and capacitors are two of the main uses of tantalum, for
example, while copper is used in electrical equipment,
such as wiring and motors. The joint venture with Rio
Tinto for lithium-bearing rare metal pegmatites is also
key to battery technology. Lithium is a key commodity
for global electrification ambitions, as it is the central
chemical element of dominant battery chemistries.
The information collected will allow the Board to
challenge the Group’s strategy to ensure it is as
resilient as possible.
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16
Risk Management
• Identifying and
assessing climate-
related risks
• Managing climate-
related risks
• Integration into overall
risk management
Given the small scale of its current
operations, Aterian has the ability to
embed climate-related risk
management systems into its overall
internal control systems from an
early stage of its journey, thus almost
eliminating the occurrence of
transition risk.
As operations scale up in the coming
years, the identification, assessment
and effective management of
climate-related risks and
opportunities will be actively
discussed during Board and
management meetings
Metrics and Targets
• Climate-related metrics
• Scope 1, Scope 2, and
Scope 3 emissions.
• Climate-related targets
As the Group’s operations scale up,
it will continue to monitor its energy
use.
The Group did not have formal
metrics in places for identifying and
assessing climate-related risks and
opportunities in 2023 but will
implement in 2024 as part of its risk
management programme. This did
not limit the business from moving
forward with initiatives to reduce our
climate related impact.
The Group will seek to collect,
structure, and effectively disclose
related performance data for the
material climate-related risks and
opportunities identified where
relevant.
The Board will also look to adopt
SASB recommended disclosures in
the next 2-3 years as the Group
scales.
The Group already minimises
business travel, and therefore
energy use and emissions, through
the use of Internet-based
communications tools.
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The Board is responsible in overseeing the Group’s environmental, safety and health, and corporate
social responsibility programmes, policies, and will put into place measures to monitor performance on
these matters, and constantly strives to reduce the environmental impact of our operations.
Our People
Aterian operates within a favourable framework for labour relations based on a non-discriminatory, equal
opportunities employment system that respects diversity and facilitates communication at all levels of
the Group. The Group provides a healthy and safe working environment by implementing the best
available international practices and procedures.
Equal Opportunity
The Company promotes a policy for the creation of equal and ethnically diverse employment
opportunities including with respect to gender. The Company promotes and encourages employee
involvement wherever practical as it recognises employees as a valuable asset and is one of the key
contributions to the Group’s success.
Communication
Aterian promotes and encourages the establishment of broad communication channels and continually
seeks opportunities for conversation with its various stakeholders to ensure that business objectives
remain in tune with social needs and expectations. The Company will always seek to provide relevant,
transparent, and accurate information about its activities and encourage continuous improvement in this
area.
Eastinco Limited currently provides the maintenance support on 65 solar water purification units that are
donated free of cost to schools in Rwanda. Each unit is 100% solar-powered and can provide safe UV-
filtered and bacteria-free drinking water for up to 400 school children and teachers. This clean water
initiative helps to provide safe drinking water to over 26,000 children.
Risks
Risk management is one of the core responsibilities of the Board and it is central to the decision-making
process. The Board’s fundamental duties as to management are:
• Assessing (quantitively and qualitatively) the principal risks to the Company. Principal risks are
those risks or combination of risks that could seriously affect the performance, future prospects
or reputation of the Company;
• Recognising and assessing emerging risks. Emerging risks are those which have not yet
occurred but are at an early stage and anticipated to increase in significance over the medium
to long-term time horizon;
• Risk management oversight and promotion of a risk mitigation culture.
Principal Risks and Uncertainties
The Group operates in an uncertain environment and is subject to several risk factors. The Directors
have carried out a robust assessment of the principal risks facing the Group, including those that
threaten its business model, future performance, solvency or liquidity. They consider that the following
are the principal risk factors that could materially and adversely affect the Group’s future operating
results or financial position.
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Deterioration in the Metal Markets in Particular
There is a risk that changes in the relevant law and legislation could have an adverse effect on the
Group’s future performance, expected return and or feasibility of any project. The Group is also exposed
to general macroeconomic risk, including changes in the economic outlook in its principal markets and
government changes in industrial, fiscal, monetary or regulatory policies. The Board continues
monitoring developments in the market in order that it can adapt its strategy. The management team
has wide-ranging expertise in capital markets, mineral exploration, and trading which, together with a
flexible cost structure, enable the Group to adapt its organisation to changes in circumstances.
Funding Risk
Although the Group has sufficient working capital for at least 12 months from the date of this report, the
Group may not be able to obtain additional financing as and when needed which could result in a delay
or indefinite postponement of exploration and development activities. In common with many exploration
entities, and prior to trading revenue generation the Group will need to raise further funds to progress
the Group from the exploration phase into feasibility and eventually into the production of revenues.
Dependence on Key Personnel
The Company has a small management team, and the loss of a key individual could have an adverse
effect on the future of the Group’s business. The Group’s future success will also depend in large part
upon its ability to attract and retain highly skilled personnel.
There can be no assurance that the Group will be successful in attracting and retaining such personnel.
The Group seek to create a workplace that attracts, retains, and engages its workforce. Efforts are also
made to attract new talent and skilled people.
Environmental Risk
There may also be unforeseen environmental liabilities resulting from both the future and/or historic
exploration or mining activities, which may be costly to remedy.
In addition, potential environmental liabilities as a result of unfulfilled environmental obligations by the
previous owners may impact the Group. If the Group is unable to fully remedy an environmental problem,
it may be required to stop or suspend operations or enter interim compliance measures pending
completion of the required remedy. Environmental management systems are in place to mitigate
environmental hazard risks. The Group uses advisors with specialist knowledge in mining and related
environmental management for reducing the impacts of environmental risk.
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Political Risk
All countries present a certain level of political risk which may ultimately disrupt business operations for
some period of time. However, the Company's subsidiary management teams possess extensive
experience operating in Rwanda and Morocco.
Our local joint venture partners and subsidiary management teams maintain excellent communication
with local stakeholders, ensuring that they have the necessary knowledge and expertise to assist the
Company in mitigating any political risk associated with any particular project investment. Together, we
are committed to providing effective management and reducing the likelihood of political risk adversely
affecting the Company's operations.
Estimates of Mineral Reserves and Resources
Mineral resources are estimates and no assurance can be given that any particular grade or tonnage
will be realised or that they will be converted into ore reserves or will ever qualify as a commercially
mineable (or viable) deposit that can be legally and economically exploited.
As a result of these uncertainties, there can be no assurance that any potential mineral resources
defined by the Group’s exploration programmes will result in profitable commercial mining operations.
The Directors are confident that they have put in place a strong management team capable of dealing
with the above issues as they arise.
Corporate Responsibility
We have defined the scope of our Group’s responsible business practices as falling within the following
key focus areas:
• Health and Safety – ensuring the safety and well-being of our staff
• Environment – managing our environmental impact areas of waste, energy and water
• Employees – supporting our people to develop and flourish within the business
• Community – positive interaction with the communities in which we operate
• Ethical Standards – operating to the highest ethical standards
We remain committed to ensuring these activities become embedded in how we operate and contribute
to the success of our business. These include not only identifying and managing business risk but
exploring opportunities to add value to the business.
Gender and diversity analysis
The following tables provide an analysis on the diversity of the individuals on the Company’s board and
in its executive management as at 31 December 2023:
Gender
analysis
Number of
board
members
Percentage
of the board
Number in
executive
management
(Non-Board)
Percentage of
executive
management
(Non-Board)
Men
5
100%
1
50%
Women
0
0%
1
50%
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Ethnicity analysis
Number
of board
members
Percentage
of the
board
Number in
executive
management
(Non-Board)
Percentage
of executive
management
(Non-Board)
White British or other White
(including minority-white
groups)
3
60%
1
50%
Mixed/Multiple Ethnic Groups
0
0%
0
0%
Asian/Asian British
0
0%
0
0%
Black/African/Caribbean/Black
British
1
20%
0
0%
Other ethnic group, including
Arab
1
20%
1
50%
The Company has not met the following targets on board diversity during the year: (i) at least 40% of
the individuals on its board of directors are women; (ii) at least one of the following senior positions on
its board of directors is held by a woman: (A) the chair; (B) the chief executive; (C) the senior
independent director; or (D) the chief financial officer. Whilst the board aims to comply with these targets,
the availability of suitable candidates with experience and expertise for these positions in the
jurisdictions in which the Group operates limits the opportunity to meet such targets. The Company is
however mindful of these targets when making appointments.
The Company’s approach to collecting the data used for the purposes of making the disclosures above
is to promote diversity, inclusion and equal opportunity, without referencing specific groups. The board
considers diversity in all its forms, including gender, social and ethnic backgrounds and personal
strengths. The Group’s senior managers and other staff (excluding directors) are summarised as follows:
Gender
analysis
Number of
senior
managers
Percentage
of senior
managers
Number of
other
employees
Percentage
of other
employees
Men
1
50%
13
76.4%
Women
1
50%
4
23.6%
The Board understands the Group’s long-term success depends on the engagement and commitment
of its employees, and the Board considers their interests in its decision-making processes. The Group
seeks to ensure that the workplace is safe and inclusive, welcomes diversity and offers everyone the
chance to develop to their full potential. The Board has sought to improve communications and
understand the interests of employees during the year. We have provided regular team updates and
opportunities for Q&A. This has ensured staff receive answers to a wide variety of questions and allowed
the Group to provide staff with pertinent information and key business performance updates.
The Board recognizes the need to operate a gender diverse business and will ensure this is reviewed
during as the business develops. The Board also ensures any employment considers the necessary
diversity requirements and compliance with all employment law. The Board is satisfied that it has the
experience and sufficient training and qualifications to operate this business at this stage of its
development.
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Health and Safety
The Group has maintained strict compliance with its Health and Safety Policy and is pleased to report
that there were no lost-time accidents during the year.
Environment
No Group Company has had or been notified of any instance of non-compliance with environmental
legislation.
Key Performance Indicators
The Group uses some strategic key performance indicators (“KPIs”) to measure our financial and non-
financial performance. The KPIs, to be utilised from 2023, are linked to our strategic objectives to help
assist in the measure of business performance. The previous set of KPIs for 2022 was based on the
Musasa mine achieving full operational capacity; given the suspension of operations on this project, we
are establishing new KPIs which are focused on the new trading business and exploration activities.
The most important KPI in 2023 has been the level of cash within the business. Other measures are
considered by management to be some of the most important in evaluating the overall performance of
the Group year on year.
1. Concentrate purchased (tonnes acquired from small-scale miners through the trading business)
2. Concentrate exported (tonnes traded)
3. Hectares under exploration
Other Non-Financial Information
The Board acknowledges that a strong business relationship with current and future service providers
and future customers is a vital part of the growth.
Aterian’s core values and principles and the standards of behaviour to which personnel across the
Group are expected to work, are set out in the Group’s Code of Conduct.
These values and principles are applied to our suppliers and our stakeholders. The Group has detailed
policies and procedures in place on a range of relevant areas such as business ethics, diversity and
inclusion, insider dealing and share dealing and human rights and modern slavery
We value the feedback we receive from our stakeholders, and we take every opportunity to ensure that
where possible their wishes are duly considered. In conducting its activities, the Board has regard to
and respect for human rights and the Company’s impact on society and local communities. In January
2023, the International Tin Supply Chain Initiative ("ITSCI"), a programme for responsible mineral supply
chains, approved our application in Rwanda and granted Membership Status to the Company. The
ITSCI programme supports better governance, human rights, and stability in conflict-affected areas and
monitors supply chains allowing metal users to demonstrate responsible sourcing of raw materials within
the framework of the ITSCI principles, aligned with the 2016 OECD Due Diligence Guidance for
Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas.
Policies and procedures have been established for strong corporate governance including anti-
corruption and anti-bribery matters.
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Viability Statement
Aterian has assessed the prospects of the Group over a longer period than the 12 months required by
the ‘Going Concern’ provision. The Directors confirm that they have a reasonable expectation that
Aterian will continue to operate and meet its liabilities, as they fall due, over the next three years. The
Directors’ assessment has been made with reference to Aterian’s current position and prospects, our
strategy, the Board’s risk appetite and Aterian’s principal risks and how these are managed, as detailed
in the Strategic report.
The Board reviews our internal controls and risk management policies and approves our governance
structure and code of conduct. It also appraises and approves major investment and financing decisions
and evaluates and monitors the performance and prospects of Aterian as a whole. The focus is on
continuing to apply the Group’s disciplined approach to investment and build our asset portfolio to
sustain our long-term financial performance.
The Board reviews strategy and makes significant investment decisions based on an assessment of
return on capital, the performance of the Company, and the outlook for commodities over the expected
life of its exploration assets which typically extend for more than ten years. However, since many
external factors, such as commodity prices, become increasingly unpredictable over longer time
horizons, Aterian focuses its detailed planning on a shorter three-year outlook. Equity funding and
working capital facilities are normally focused on this timeframe.
The base case financial projections are reviewed and approved at least annually by the Directors. The
Directors believe that a three year assessment period for the viability statement is most appropriate as
it aligns with the Group’s well established business planning processes that balance the long-term
nature of our exploration assets with an assessment of the period over which analysis of near-term
business performance is realistically visible.
Assessment Process and Key Assumptions
Our assessment of the Group’s exploration assets, their investment needs and associated working
capital requirements typically covers a period of at least three years. Investment decision-making,
including our acquisition of the Moroccan assets in 2022, considered both near-term exploration
requirements and long-term mine-plans.
Our financial budgets covering this period are based on several key assumptions, the most important of
which include exploration expenditure requirements, commodity prices, anticipated trading volumes,
exchange rates and controlling our overhead cost base. On this basis, the Group would expect to remain
within its agreed borrowing facilities. Our working capital facility is initially for a two-year period but can
be extended if required.
Assessment of Viability
Assessment of the Group’s viability is based on the Group’s medium-term planning horizon and the
anticipated availability of investment funding borrowing facilities.
The process is results driven as exploration expenditure is largely discretionary. This is directly related
to the following principal risks: commodity prices (including copper and tantalum), geopolitical events
and macro-economic changes in interest rates and inflation.
Other risks are either likely to manifest outside the viability period or will be addressed by general
mitigating strategies available to the Group such that they are unlikely to jeopardise the Group’s viability.
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The review also assumes there are no additional acquisitions during the period and that the Group’s
existing revolving credit facilities are refinanced on maturity. The Directors, therefore, have a reasonable
expectation that even under the severe but plausible scenario, the Group will be able to continue in
operation and meet its liabilities as they fall due.
Section 172 Statement
The Directors are aware of their duty under 172 of the Companies Act 2006 to act in the way which they
consider, in good faith, would be most likely to promote the success of the Company for the benefit of
its members as a whole and, in doing so, to have regard (amongst other matters) to:
• the likely consequences of any decision in the long-term;
• the interests of the Company’s employees;
• the need to foster the Company’s business relationships with suppliers, customers and others;
• the impact of the Company’s operations on the community and the environment;
• the desirability of the Company maintaining a reputation for high standards of business conduct;
and
• the need to act fairly between members of the Company.
The Board recognises that the long-term success of the Group requires positive interaction with its
stakeholders. Positive engagement with stakeholders will enable our stakeholders to better understand
the activities, needs and challenges of the business and enable the Board to better understand and
address relevant stakeholder views which will assist the Board in its decision making and to discharge
its duties under Section 172 of the Companies Act 2006.
In the following section we identify our key stakeholders, how we engage with them and key activities
we have undertaken during the period in question.
Shareholders
Aterian Plc engages with its shareholders. Shareholder support is vital to our success, and we seek out
and listen to shareholders’ opinions.
We have an open dialogue with our shareholders from direct conversation, meetings, and via digital
platforms and social media. We also utilise a dedicated financial and investor public relations platform
as well as social media to provide video, audio, and photos of our activities and our progress.
Shareholder feedback is communicated to the Board in meetings with shareholders on a regular basis
and more formally in General Meetings, and the views of shareholders considered in our decision
making.
In August 2023, the Company signed a definitive Earn-In Investment and Joint Venture Agreement with
Rio Tinto Mining and Exploration Ltd and Kinunga Mining Ltd for the exploration and development of
lithium and by-products at its HCK Joint Venture project.
This is a transformative deal for Aterian and highlights our ability to identify potential world-class deposits
in critical minerals such as lithium. We have identified 19 separate LCT (lithium-caesium-tantalum)
pegmatite zones across the 2,750-hectare project offering the prospective scale necessary to attract
such a major partner as Rio Tinto.
We believe this investment highlights the opportunity and transformational potential of the Rwanda
mining sector.
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The Board believes that the Agreement with Rio Tinto represents a significant step for the Company as
it seeks to grow and create as well as ultimately realise value for shareholders. It also demonstrates the
potential of Rwanda as a mining jurisdiction.
Colleagues
Our team is made up of a diverse set of individuals critical to our success. Regular and active
communications amongst the teams allows us to balance the Company’s success with individual health,
safety, well-being, and career development.
In 2023 the team actively communicated on a regular basis with on-site visits by management where all
staff are encouraged to participate in discussion of Group and local site matters and to develop and
support frank and direct colleague communications. Additionally, the Company announced a joint-
venture with Rio Tinto during the course of the year; the Company includes our joint-venture partners in
our colleague communications.
Suppliers
We have strong relationships with our suppliers who have been incredibly supportive and patient through
a time of significant strategic change. This support has allowed longstanding relationships to develop
and become mutually beneficial. We engage with suppliers to optimise the delivery of key supplies,
especially capital equipment. The Board recognises that relationships with suppliers are important to
the Company’s long-term success and is briefed on supplier feedback and issues on a regular basis.
Communities
We are pleased to engage with the communities in which we operate to build understanding and trust.
Our operations at present are joint-venture operations with partnerships involving long standing local
community partners. We recognise that we have a significant impact on the local communities and that
local issues are important. The Board focuses on opportunities to support local causes and issues. We
combine this with creating opportunities to recruit and develop local peoples’ careers. Our community
involvement includes working with local government, community, and organisations to leverage our
presence to improve local health and safety. The key issues and themes across local communities are
reported back to the Board on a regular basis. We consider the long-term environmental impact of
decisions both locally and nationally with a view to long term land reclamation and the improvement of
use.
Customers
We seek to mine utilising mechanisation and industrial methods to deliver high quality products. Our
ambition is to deliver significant quantities of best-in-class product to our trade customers.
We intend to build strong lasting relationships with our trade customers and spend considerable time
with them to understand the market, their needs, and views. We use this knowledge to inform our
decision-making, for example, our final tantalum product will initially be sold in-country, where a number
of international metals buying companies are established and have operated for a number of years.
This will allow for us to build quantities to sufficient levels prior to foreign sales and off take agreements.
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STRATEGIC REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Advisors
The Company seeks the advice of its legal and/or financial advisor in communications and decision
making with all stakeholders. Our advisors are critical in our communications with compliance and
regulatory bodies including the London Stock Exchange, the FCA and the Takeover Panel.
Post Balance Sheet Events
- In January 2024, the Company announced the signing of a Share Purchase Agreement ("SPA")
to acquire a controlling 90% interest in Atlantis Metals (Pty) Ltd, a private Botswana registered
entity holding mineral prospecting licences in the Republic of Botswana ("Botswana"). Atlantis
currently holds four licences covering a combined area of 3,516 km
2
, with one licence targeting
copper in the world-renowned Kalahari Copperbelt and three licences for lithium brine
exploration within the Makgadikgadi region of northern Botswana. This acquisition underscores
our strategy of responsibly exploring and mining critical minerals and metals across Africa, a
region vital for a successful energy transition. The signing of this SPA to acquire substantial
mineral licence assets in Botswana further expands our presence on the continent and perfectly
fits our strategy of focusing on the critical metals, copper and lithium, in stable jurisdictions.
- In April 2024, the Company reached an agreement for the disposal of its portion of the Net
Smelter Return Royalty (“NSR”) over the HCK Project in Rwanda for a £200,000 gross
consideration. Under the agreement the Company will sell its interest of 1.40 % of the Rio Tinto
Joint Venture NSR to Elemental Altus Royalties Corporation (“Elemental Altus”) in exchange for
a repayment in full of the total debt consideration owing to Elemental Altus by the Company.
This royalty reduces to 1.25% upon the Musasa licence being issued. The debt relates to
historical exploration costs in Morocco owing to Elemental Altus following the acquisition of the
Moroccan exploration portfolio.
Outlook
As a Company, we believe the outlook for Aterian remains very positive. We remain confident that our
existing asset portfolio has the potential to deliver tremendous value to the Company, its shareholders
and other stakeholders, as demonstrated in large part by our recent announcement of our joint venture
with Rio Tinto for lithium exploration in Rwanda. We will continue to update shareholders as we deliver
on our value-creation plans with the results of our ongoing exploration and corporate activities.
The market fundamentals remain strong for the Company, and I remain firmly optimistic about the
Company’s prospects in the future.
On behalf of the Company, I would like to take this opportunity to thank my fellow Board members,
employees, and our valued shareholders once again for their continued support and patience.
The Strategic Report was approved by the Board on 30 April 2024 and signed on its behalf by:
Charles G Bray
Chairman
Date: 30 April 2024
Aterian PLC
28
DIRECTORS’ REPORT
YEAR ENDED 31 DECEMBER 2023
The Directors present their report and the audited consolidated financial statements for the year ended
31 December 2023.
General Information
The Company is a public limited company with its shares admitted to the Official List (by way of Standard
The registered number of the company is 07496976.
Principal Activities
Cautionary Statement
The review of the business and its future development in the Strategic Report has been prepared solely
to provide additional information to shareholders to assess the Company’s strategies and the potential
for these strategies to succeed. It should not be relied on by any other party for any other purpose.
The review contains forward-looking statements which are made by the Directors in good faith based
on information available to them up to the time of the approval of the reports and should be treated with
caution due to the inherent uncertainties associated with such statements. Forward-looking statements
are based upon certain material factors that were applied in drawing a conclusion or making a forecast
or projection, including assumptions and analyses made by the Group in light of its experience and
perception of historical trends, current conditions and expected future developments, as well as other
factors that are believed to be appropriate in the circumstances. The material factors and assumptions
upon which such forward-looking statements are based include: commodity prices in relation to copper
and tantalum, the stability of the global economy; the stability of local governments and legislative
background; the relative stability of interest rates and the equity and debt markets continuing to provide
access to capital.
Results and Dividends
The results of the Company are set out in detail in the Financial Statements.
Given the nature of the business and its growth strategy, it is unlikely that the Board will recommend a
dividend in the next few years. The Directors believe the Company should improve performance to
generate profits to fund the Company’s growth strategy over the medium term.
Business Review and Future Developments
Details of the business activities and developments made during the period can be found in the Strategic
Report and in Note 1 to the Financial Statements respectively.
Aterian PLC
29
DIRECTORS’ REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Post Balance Sheet Events
- As described in the Strategic Report, the Company announced the signing of a Share Purchase
Agreement to acquire a controlling 90% interest in Atlantis Metals (Pty) Ltd, a private Botswana
registered entity holding mineral prospecting licences in Botswana.
- On 29 April 2024, the Company reached an agreement to sell an interest of 1.4% of the Rio
Tinto Joint Venture NSR over the HCK project to Elemental Altus Royalties Corporation for a
gross consideration of £200,000.
Financial Instruments and Risk Management
Disclosures regarding financial instruments are provided within the Strategic Report and Note 20 to the
Financial Statements.
Capital Structure and Issue of Shares
Details of the Company’s share capital, which comprises ordinary shares, together with details of the
movements during the year are set out in Note 21 to the Financial Statements.
The Company has one class of ordinary share which carries no right to fixed income. There are no
restrictions on the transfer of shares.
Directors’ powers
The Directors may exercise all the powers of the Company, subject to applicable legislation and
regulation and the Company’s Articles of Association. The Company’s Articles of Association may be
amended by special resolution of the shareholders.
At the AGM held on 26 June 2023, authority was given for Directors be generally and unconditionally
authorised in accordance with section 551 of the Companies Act 2006 to allot shares in the Company
or grant rights to subscribe for or to convert any securities into shares in the Company up to a maximum
aggregate nominal amount of £5,789,396. Such authority shall expire at the conclusion of the next
annual general meeting of the Company or, if earlier, 12 months from the date of passing this resolution.
Substantial Interests
Substantial shareholders
The following had interests of 3 per cent or more in the Company’s issued share capital as at 31
December 2023:
Party Name
Number of Ordinary
Shares
% of Ordinary Share
Capital
Altus Exploration Management Ltd
241,173,523
22.14%
The Bank of New York (Nominees) Limited
141,525,686
12.99%
Summerhill Trust Company (Isle of Man) Limited
96,397,400
8.85%
Mr Charles Bray and related parties
71,000,000
6.52%
Aurora Nominees Limited
56,729,024
5.21%
Rene Nominees (IOM) Limited
41,642,227
3.82%
Mr Daniel Hogan
32,849,500
3.02%
Total
681,317,360
62.55%
Aterian PLC
30
DIRECTORS’ REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The following had interests of 3 per cent or more in the Company’s issued share capital at the date of
signing the balance sheet.
Party Name
Number of
Ordinary Shares
% of Ordinary
Share Capital
Altus Exploration Management Ltd
241,173,523
22.14%
The Bank of New York (Nominees) Limited
185,075,186
16.99%
Summerhill Trust Company (Isle of Man) Limited
96,397,400
8.85%
Aurora Nominees Limited
56,795,599
5.21%
Mr Charles Bray and related parties
71,000,000
6.52%
Rene Nominees (IOM) Limited
41,642,227
3.82%
Cantor Fitzgerald Europe
34,650,000
3.18%
Total
726,733,935
66.71%
Concert party
Under the City Code on Takeovers and Mergers (the "Code") published by the Panel on Takeovers and
Mergers (the "Panel"), a concert party arises where persons who, pursuant to an agreement or
understanding (whether formal or informal), co-operate to obtain or consolidate control (as defined in
the Code) of a company or to frustrate the successful outcome of an offer for a company.
Certain persons will be presumed, as set out in the Definitions in the Code, to be persons acting in
concert with other persons in the same category unless the contrary is established, including
shareholders in a private company who, following the re-registration of that company as a public
company in connection with an initial public offering or otherwise, become shareholders in a company
to which the Code applies.
On 1 November 2019, when the Company acquired Eastinco Limited, Charles Bray, Mike Staten,
Stephan Knoef and Daniel Hogan were presumed to be acting in concert. The Company now agreed
with the Panel that the members of the concert party are no longer presumed to be acting in concert
with each other and the concert party is therefore no longer in place.
Charles Bray, Mike Staten, Stephan Knoef and Daniel Hogan can each acquire further shares in the
Company without triggering an obligation under Rule 9 of the Code to make an offer for the whole of its
issued share capital, provided such acquisitions do not cause their respective aggregate interests to
reach or exceed 30 per cent. of the Company's issued share capital.
Beneficial Interest in Employee Benefit Trust
The Company has a beneficial interest in its own shares through a nominee company. The shares are
held in an Employees Benefit Trust (The Equatorial EBT) for the benefit of its employees. This is
intended to constitute an employee’s share scheme within the meaning of the section 1166 of the
Companies Act 2006.
The shares are held by Summerhill Trust Company and administered by IQ-EQ, formerly First Names
Trust Company (Isle of Man) Limited and total 96,397,400 or 8.85% as noted in the above table. The
shares have nominal value of £963,974 of the called-up share capital of the Company.
Aterian PLC
31
DIRECTORS’ REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
To date options to purchase 96,397,400 of the shares have been granted to current and previous
directors or managers under share option agreements as disclosed in the note 22 of the financial
statements.
Directors and Directors’ Interests
The Directors who served in office since the beginning of the financial period are shown below:
- S Retter (resigned 17 March 2023)
- D Marais
- C Bray
- S Rollason
- A Hume
- K Pezeshki
As at the date of this report the interests of the directors in the ordinary shares of the Company are as
follows:
Director
Ordinary
Shares
Options in
the EBT
Scheme
Total
Percentage of total
issued share
capital
Warrants
S
Rollason
22,500,000
-
22,500,000
2.07%
2,500,000
D
Marais**
14,670,000
4,000,000
18,670,000
1.71%
6,670,000
C Bray*
71,000,000
22,250,000
93,250,000
8.56%
81,403,333
A Hume
-
-
-
0.00%
-
K
Pezeshki
-
-
-
0.00%
-
*Charles Bray is deemed to have control over Edlin Holdings Limited and as such Edlin Holdings Limited
is a related party in relation to Charles Bray’s Director holdings. Similarly, IQEQ (Jersey) Limited a
trustee of the Charles Bray Transfer Trust holds 30,000,000 warrants and 30,000,000 shares.
** D Marais holds his shares and warrants through Reba Global Pty Ltd.
Directors Biographies
Details of the Directors’ fees and options granted are given in the Remuneration Report. None of the
Directors exercised any of their warrants or options during the year (2022: nil).
Charles Bray, Aged 56, Chairman
Charles has over 30 years of experience, primarily focused in financial markets. A graduate of Yale
University with a degree in Economics, Charles originally worked for O’Connor & Associates in both
Philadelphia and New York as an exchange derivatives trader.
Aterian PLC
32
DIRECTORS’ REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
In 1994, he joined the London derivatives team of Paribas Capital Markets, following which he joined
Credit Suisse to eventually manage the Equity Convertible Finance Group which specialised in
structuring, trading, and managing privately issued corporate debt, equity, and equity-linked products
with a focus on small-mid cap issuers. In 2002. Charles founded the fund management and capital
markets boutique, Astin Capital Management Ltd.
Charles joined the Board of Eastinco in 2019 to lead its strategic refocus and recapitalisation which led
to its move into Rwanda and the pursuit of corporate transactions to improve its growth and
diversification prospects.
Simon Rollason, Aged 57, Director
Simon has 30 years of international exploration and mining experience, having worked on a wide range
of commodities and geological terranes, developing & building projects, and companies. He completed
a BSc (Hons) degree in geology from the University of the Witwatersrand, South Africa. He has broad
corporate exposure ranging from multi-nationals to junior and start-up companies, with a strong
operational background in African countries and within the CIS. He has operated in both open pit and
underground mining environments, managed both surface and underground exploration on greenfield
to brownfield projects and producing assets.
Devon Marais, Aged 29, Non-Executive Director
Devon is a South African National experienced in technology, renewables, and mining. He is the founder
of a solar energy provider, which solar powered over 300 homes in South Africa, Malawi, Zambia and
Uganda and co-founder and managing partner of Reba Group, which specialises in financing and
commercialising high-profile technologies in Africa. Devon joined Eastinco as non-executive director in
June 2018 when ARQ took an interest in the Company.
Kasra Pezeshki, Aged 40, Non-Executive Director
Mr Pezeshki has over 17 years of experience in investment banking, structured finance, and private
equity at institutions such as UBP, Morgan Stanley, Adveq, Bank of America and Enveq in London, New
York, Geneva, and Zurich. Until recently he was the CIO at UK’s first large-scale Gigafactory developer.
Kasra is the co-founder and director of Enveq Investments, where he has originated, structured and
executed deals for a wide range of clients varying from corporates to family offices, as well as having
made direct investments in venture capital and private equity. Kasra holds a 1st Class BSc (Hons)
degree from the Electrical and Electronic Engineering Department of the University of Hertfordshire and
an MSc in Computer Science from Imperial College London.
Alister Masterton-Hume, Aged 36, Non-Executive Director
Mr Masterton-Hume was previously the Chief Investment Officer of Altus Strategies plc. Alister is an
experienced investment and business development manager with over a decade of experience working
in private equity and capital markets in the natural resources industry.
He has gained international exposure to the sector through his roles as an investment advisor at
Morgans, Australia’s largest corporate broker, an investment manager at The Sentient Group, a
US$2.7b private equity fund focused on metals and mining, and as director of business development at
KoBold Metals, a data science-led resource investment vehicle. Alister previously held board positions
for East Africa Copper and Meridian Mining (TSXV: MNO). He holds a Bachelor of Commerce (Finance
Aterian PLC
33
DIRECTORS’ REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
and Accounting) from Sydney University and has completed level I of the CFA programme in 2020. He
is currently enrolled in level II.
The Board upholds the importance of sound ethical values and behaviour not only because it is
important to the Company to successfully achieve its corporate objectives and to transmit this culture
throughout the organisation but also to set a benchmark and send a signal of what it will and will not do
in the jurisdictions in which the Company may operate.
The Company is incorporated in the UK and governed by the Companies Act 2006 which requires the
Company to conform with the various statutory and regulatory provisions in the UK. The Company has
adopted the Quoted Companies Alliance Corporate Governance Code 2018 (the ‘QCA Code’) and the
Board recognises the need to maintain a high standard of corporate governance as well as to comply
with the Listing Rules to safeguard the interest of the Company’s stakeholders.
Going concern
The financial position of the Group, its cash flows and liquidity position are set out in these financial
statements. As at 31 December 2023, the Group had cash and cash equivalents of £73,000 and a
working capital facility of £500,000 which had been fully utilsed. As at the date of this report, cash
balances were approximately £20,000. The Company expects to raise additional equity capital to fund
both day-to-day expenditure and potential growth. Such funding will be required although there can be
no certainty that such funding will be forthcoming. The Company is reliant on fundraising activities which
if not secured in the next month will require the directors to source funding through alternative means or
provide capital injection, otherwise this may impact the Group's ability to operate as a going concern.
The Company’s base case financial projections show that the Group will continue to operate within the
available facilities throughout the next 12 months. Much of the Group’s planned exploration expenditure
is discretionary and, if necessary, could be scaled back to conserve cash should circumstances coincide
with our expectations.
After making enquiries, the Directors have a reasonable expectation that the Company and the Group
have adequate resources to continue in operational existence for the foreseeable future. Further details
are given in Note 3.4 to the financial statements. For this reason, the Directors continue to adopt the
going concern basis in preparing the financial statements.
The Group has prepared monthly cash flow forecasts based on reasonable estimates of key variables
including operating costs and capital expenditure through to September 2025 that supports the
conclusion of the Directors that they expect sufficient funding to be available to meet the Group’s
anticipated cash flow requirements to this date.
The assessment as to whether the going concern basis is appropriate has also taken into account all
information available up to the date of authorisation of these financial statements.
The Group will need additional funding to finance ongoing operations and any acquisitions it might make.
Whilst there can be no guarantee that sufficient funds will be raised, the Board is confident that sufficient
additional capital will be raised to ensure adequate funds are available to the Group.
The Directors have concluded that these circumstances give rise to a material uncertainty relating to
going concern, arising from events or conditions that may cast significant doubt on the entity’s ability to
Aterian PLC
34
DIRECTORS’ REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
continue as a going concern if a further fund raise was unsuccessful. However, considering recent
successful fund raises the Directors are confident that they can continue to adopt the going concern
basis in preparing the financial statements.
The financial statements do not include any adjustment that may arise in the event that the Group is
unable to raise finance, realise its assets and discharge its liabilities in the normal course of business.
The Directors are not aware of any other indicators which would give doubt to the going concern status
of the Group.
Disclosure of Information to Auditors
So far as the Directors are aware, there is no relevant audit information of which the Company’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 Company’s
auditors are aware of that information.
Donations
No political donations have been made in the year ended 31 December 2023. A donation of £4,000 was
made to the British Red Cross Earthquake Appeal following the earthquake in the Atlas Mountains on 8
September 2023.
Directors’ Insurance
The Company has maintained throughout the year directors’ and officers’ liability insurance for the
benefit of the Company, the Directors and its Officers.
Supplier Payment Policy
Our suppliers are key business partners, and the quality of raw materials and services we receive are
essential to our business and its growth.
It is the Company’s policy to settle the terms of payment with those suppliers when agreeing the terms
of each transaction, and to abide by the terms of payment.
Statement as to disclosure of information to auditors
The Directors confirm that:
• there is no relevant audit information of which the Company’s statutory auditor is unaware; and
• each Director has taken all the necessary steps he ought to have taken as a Director in order
to make himself aware of any relevant audit information and to establish that the Company’s
statutory auditor is aware of that information.
Auditors
The auditors have expressed their willingness to continue in office as auditors and a resolution to re-
appoint them will be proposed at the next Annual General meeting.
This report was approved by the Board on 30 April 2024 and signed on its behalf by:
Charles G Bray
Director
30 April 2024
Aterian PLC
35
STATEMENT OF DIRECTORS’ RESPONSIBILITIES
YEAR ENDED 31 DECEMBER 2023
The directors are responsible for preparing the Annual Report and the financial statements in
accordance with applicable law and regulation. Company law requires the directors to prepare financial
statements for each financial year. Under that law the directors have prepared the Group and Company
financial statements in accordance with International Financial Reporting Standards as adopted in the
United Kingdom ("UK adopted IFRS"). Under company law, 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 group
and company and of the profit or loss of the group for that period. In preparing the 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;
• state whether applicable accounting standards have been followed, subject to any material
departures disclosed and explained in the financial statements; and
• prepare the financial statements on the going concern basis unless it is inappropriate to
presume that the group and company will continue in business.
The directors are also responsible for safeguarding the assets of the group and company and hence for
taking reasonable steps for the prevention and detection of fraud and other irregularities. The directors
are responsible for keeping adequate accounting records that are sufficient to show and explain the
Group’s and company’s transactions and disclose with reasonable accuracy at any time the financial
position of the group and company and enable them to ensure that the financial statements comply with
the Companies Act 2006. The directors are responsible for the maintenance and integrity of the
company’s website. Legislation in the United Kingdom governing the preparation and dissemination of
financial statements may differ from legislation in other jurisdictions.
Directors’ Confirmations
The directors consider that the annual report and accounts, taken as a whole, is fair, balanced and
understandable and provides the information necessary for shareholders to assess the Group’s and
company’s position and performance, business model and strategy. Each of the directors, whose names
and functions are listed in the corporate governance report confirm that, to the best of their knowledge:
• the Group and Company only financial statements, which have been prepared in accordance
with International Financial Reporting Standards as adopted in the United Kingdom ("UK
adopted"). and international financial reporting standards, give a true and fair view of the assets,
liabilities, financial position and loss of the Group;
• the Directors’ Report includes a fair review of the development and performance of the business
and the position of the Group and Company, together with a description of the principal risks
and uncertainties that it faces. In the case of each director in office at the date the directors’
report is approved:
The Directors’ Responsibility Statement was approved by the Board on 30 April 2024.
Charles G Bray
Director
30 April 2024
Aterian PLC
36
CORPORATE GOVERNANCE REPORT
YEAR ENDED 31 DECEMBER 2023
The Directors have established an audit committee, a nomination committee and a remuneration
committee with formally delegated duties and responsibilities. These committees providing the
overarching framework for the Group’s corporate governance practices.
Audit Committee
The Audit Committee comprises of Kasra Pezeshki and Devon Marais, and its mandate includes, among
other duties and responsibilities: monitoring the financial reporting process and systems of internal
control; monitoring the independence and performance of the external auditors; and, reviewing internal
and year-end financial statements and other legal and regulatory filings for approval by the Board of
Directors. This Committee is chaired by Devon Marais.
The audit committee meets at least twice a year and in terms of the audit function the key responsibilities
of the Audit and Risk Committee include:
• Reviewing the annual financial statements and interim reports prior to approval, focusing on
changes in accounting policies and practices, major judgmental areas, significant audit
adjustments, going concern, compliance with accounting standards, Listing Rules and legal
requirements;
• Receiving and considering reports on internal financial controls, including reports from the
auditors and report their findings to the Board;
• Considering annually whether there is a need for an internal audit function and make
recommendations to the Board;
• Considering the appointment of the auditors and their remuneration including reviewing and
monitoring of independence and objectivity;
• Meeting with the auditors to discuss the scope of the audit, issues arising from their work and
any matters the auditors wish to raise; and
• Developing and implementing policy on the engagement of the external auditor to supply non-
audit services.
The Report of the Audit Committee is set out below on pages 51 to 53.
Remuneration Committee
The Remuneration Committee comprises of Alister Masterton-Hume and Devon Marais, and its mandate
is to set the over-arching principles, parameters and governance framework of the Company’s
remuneration policy and the remuneration of Senior Executives. This Committee is chaired by Devon
Marais. The Remuneration Committee resolved to appoint Alister Masterton-Hume on the basis of his
experience in investment and business development with over a decade of working in private equity and
capital markets in the natural resources industry. We based our appointment on merit making use of
objective selection criteria, with the aim of optimising the mix of skills, experience, diversity and
perspectives necessary for the Company to achieve its strategic objectives now and in the future.
The Report of the Remuneration Committee is set out below on pages 44 to 50.
Nomination Committee
The Nominations Committee comprises of Kasra Pezeshki, Alister Masterton-Hume and Devon Marais,
and its mandate is to review the structure, size and composition of the Board and its Committees, and
to review succession planning for Board and Senior Management.
Aterian PLC
37
CORPORATE GOVERNANCE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
This Committee is chaired by Kasra Pezeshki. The Nominations Committee resolved to appoint Alister
Masterton-Hume on the basis relevant experience capital markets in the natural resources industry.
Likewise, the Committee appointed Kasra Pezeshki on the basis of his relevant experience in financial
markets and the natural resources sector.
Corporate Governance Code
The Company and its subsidiaries are required to comply with a recognised corporate governance code,
demonstrating how the Group complies with such corporate governance code and where it departs from
it. The Company has decided to apply the QCA Corporate Governance Code (“QCA Code”), which is
specifically designed for growing companies, as the Corporate Governance framework to ensure
adequate corporate governance standards as befits the nature of the Company’s business and the stage
attained in the continuing evolution of the Company, and in-line with its corporate strategy and business
goals.
The QCA Code sets out ten principles by which the code may be applied to any company. These
principles are outlined below as a demonstration of how the Company meets these requirements. The
Board follows and applies the principles of the QCA Code, and the Company will provide annual updates
on its compliance with the QCA Code in its Annual Report.
Principle 1. Establish a strategy and business model which promote long-term value for
shareholders
The Company seeks to secure the acquisition of critical and strategic mineral resource assets relating
to exploration, development, and trading across Africa. The Company can deploy capital on profitable
mines to significantly increase productivity and improve safety.
The opportunity exists to acquire and consolidate existing inefficient mines to create a tin, tungsten, and
tantalum mining company providing the capital expenditure for mechanisation, improved process
technology and safety equipment needed to upgrade the sector and thereby significantly increasing
production. The Company has a portfolio of exploration assets in Morocco where its primary target metal
is copper which has strong long-term fundamentals and a key component in the supply chain for the
global move towards sustainable electrification. The Company remains active in identifying further
opportunities across a range of critical and strategic commodities and jurisdictions. The Company
intends to achieve these goals while maintaining corporate governance principles in line with those
outlined in the QCA Code. The key challenges in achieving this are the raising of sufficient capital to
support exploration activity and attracting the right calibre of personnel to the Group.
Principle 2: Seek to understand and meet shareholder needs and expectations
The Board considers that good communication with shareholders, based on the mutual understanding
of objectives, is important. In addition to the information included in the Company’s annual and interim
reports and required public announcements, there is regular dialogue between the Board and senior
management and shareholders including regular presentations to investors, one-to-one meetings with
major shareholders, in addition to specific meetings with shareholders relating to major transactions.
Through shareholder feedback, the Company ensures that it remains in touch with the information
requirements of our shareholders, their expectations regarding their investment, and the motivation
behind their voting decisions.
The Director’s consider shareholders’ motivations and expectations to be broadly correlated with that of
the Company and the Company’s strategy.
Aterian PLC
38
CORPORATE GOVERNANCE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The Company aims to update on key events within these categories frequently, and in a timely manner
as events materialise. Directors recognise that shareholders require complete and timely information as
a necessary input to their investment decisions. An up-to-date information flow is also maintained on
the Company’s website: https://aterianplc.com/ which contains all press announcements, financial
reports, as well as operational information on the Company’s activities.
The Board also encourages shareholders to attend the Annual General Meeting, at which members of
the Board are available to answer questions and present a summary of the year’s activity and the
corporate outlook for the Company.
Principle 3: Take into account wider stakeholder and social responsibilities and their
implications for long-term success
The Board believes that long-term success relies upon good relations with a range of different
stakeholder groups, both internal and external. Most importantly, however, we act with respect for
people, communities and the environment.
Companies in the natural resources and commodities industries are particularly exposed to ESG
challenges, in large part due to the unique combination of environmental issues, human rights issues
and financial transparency. Given our involvement in businesses centred primarily on the very large and
diverse African continent our mining projects may be obliged to deal in geographical regions lacking well
developed legal systems or human rights protections.
As part of our business model, we identify the relationships on which the Company relies, including local
populations, suppliers, customers, partners, and other stakeholders, and seek to maintain and improve
these relationships in several ways but particularly through direct engagement.
We regularly seek to obtain, and act on, feedback from the population, our employees, our suppliers,
and other parties with whom we transact, as to how we can best maintain and improve our interactions
with each other.
Principle 4: Embed effective risk management, considering both opportunities and threats,
throughout the organisation
The Board regularly reviews the risks to which the Company is exposed and ensures through its
meetings and regular reporting that these risks are minimised as far as possible whilst recognising that
its business opportunities carry an inherently high level of risk. The Board is ultimately responsible for
the management, governance, controls, risk management, direction, and performance of the Group.
The principal risks and uncertainties facing the Company at this stage in its development and in the
foreseeable future are detailed in the Strategic Report, together with risk mitigation strategies employed
by the Board. The Company also faces a number of financial risks such as liquidity risks. The Company’s
financial risk management policies are set out in Note 20.
Principle 5: Maintain the board as a well-functioning, balanced team led by the chair
The Board of Directors currently comprises an Executive Chairman, Chief Executive Officer and three
non-executive directors. All directors retire by rotation with at least one third submitting themselves for
re-election each year at the Company’s Annual General Meeting.
Aterian PLC
39
CORPORATE GOVERNANCE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Executive directors of the Company are required to work such hours as are required to fulfil their
obligations to the Company and have service contracts with a 3-month notice period. They are not
precluded from having other outside business commitments.
Non-executive directors have letters of appointment with a 3-month notice period and are required to be
available to attend Board meetings and to deal with both regular and ad hoc matters. Their letters of
appointment provide no indicative time commitment, but they are required to devote sufficient time as
may reasonably be necessary for the proper performance of their duties.
Independence of the Board
The Board considers that each of the non-executive directors to be independent in character and
judgement (using the definition set out in the QCA Corporate Governance Code).
The Board is satisfied that it has a suitable balance between independence and knowledge of the
business to allow it to discharge its duties and responsibilities effectively.
The Board receives monthly report updates from the management team through monthly operational
reports. The Board and its’ Audit, Remuneration and Nomination Committees are made up of the
following members:
Director
Position
Status
Audit
Committee
Remuneration
Committee
Nomination
Committee
Charles Bray
Executive
Chairman
Not independent
–
–
–
Simon
Rollason
Executive
Director/CEO
Not independent
–
–
–
Devon Marais
Non-
Executive
Independent
Chair
Chair
Member
Kasra
Pezeshki
Non-
Executive
Independent
Member
-
Chair
Alister
Masterton-
Hume
Non-
Executive
Independent
-
Member
Member
Directors are expected to attend at least four Board meetings each year. The Board meets at least 4
times per annum however, the Board meets more frequently than this on an ad hoc basis. The Company
reports annually on the number of Board and Committee meetings that have been held and the
attendance record of individual directors. During the year, six Board meetings were held. The attendance
of the Directors was as follows:
Number of Board
Meetings in 2023
C Bray
S Rollason
S Retter
D Marais
K Pezashki
A
Masterton-
Hume
Totals
6
6
6
6
6
6
Aterian PLC
40
CORPORATE GOVERNANCE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The Audit Committee is scheduled to meet at least 2 times a year but may meet more frequently
regarding the Company’s audit or on risk management issues. The Remuneration Committee is
scheduled to meet at least once a year.
Principle 6: Ensure that between them the directors have the necessary up-to-date experience,
skills and capabilities
The Board is satisfied that, between its directors, it has an effective balance of skills and experience
including technical and commercial mining industry knowledge and expertise and experience in sales,
operations, performance improvement, finance, commercial law, and capital markets. Each Board
member brings a mix of different capabilities which blend well into a successful and effective team.
Board members maintain their skillsets through practice in day-to-day roles enhanced with continuing
professional development and specific training where required. Biographies for each Board member are
published on the Company’s website and in the Directors’ Report.
Continuous improvement
The Company does not currently undertake a formal annual evaluation of the performance of the Board
or individual Directors but will consider doing so at an appropriate stage of its development in
accordance with general market practice.
Given its relatively small size, the Company has no formal succession planning process in place.
Recommendations for Board-level and other senior appointments are put to the Board for approval by
the Executive Chairman.
Principle 8: Promote a corporate culture that is based on ethical values and behaviours
The Board also believes that a healthy corporate culture both protects and generates value for the
Company. We therefore seek to operate within a corporate culture that is based on sound ethical values
and behaviours. We do this using certain rule-based procedures (such as our formal Corporate Code of
Conduct) and, more importantly, by the behavioural example of individual Board members and senior
managers. These values, which we seek to instil throughout the Company, include integrity, respect,
honesty, and transparency. As a small company these characteristics are far more visible to staff than
might otherwise be the case. We also hold internal meetings at which Directors and staff discuss
matters, both formally and informally.
The corporate culture of the Company is promoted throughout its employees and contractors and is
underpinned by compliance with local regulations and the implementation and regular review and
enforcement of various policies, including a Health & Safety Policy, Share Dealing Policy, and a Social
Media Policy. The Company policy is that all Company activities are carried out in compliance with safety
regulations, in a culture where the safety of personnel is paramount. The Company will ensure an
appropriate level of contact and negotiation with all stakeholders including landowners, community
groups and regional and national authorities.
The Board recognises that their decisions regarding strategy and risk will impact the corporate culture
of the Company and that this will impact performance. The Board is very aware that the tone and culture
set by the Board will greatly impact all aspects of the Company and the way that employees behave.
The exploration for, and development, of mineral resources can have significant impact in the areas
where the Company and its contractors are active, and it is important that the communities in which we
operate view Company’s activities positively.
Aterian PLC
41
CORPORATE GOVERNANCE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Therefore, the importance of sound ethical values and behaviours is crucial to the ability of the Company
to successfully achieve its corporate objectives. The Board places great importance on this aspect of
corporate life and seeks to ensure that this is reflected in all the Company does.
Principle 9: Maintain governance structures and processes that are fit for purpose and support
good decision-making by the Board
The Board is responsible for the long-term performance of the Company. There is a formal schedule of
matters specifically reserved for the Board, in addition to the formal matters required to be considered
by the Board under the Corporations Act. This list includes matters relating to:
a) appointing executive directors and determining their remuneration;
b) determining strategy and policy;
c) reviewing and ratifying risk management and compliance systems and controls;
d) approving major capital expenditure, acquisitions and disposals;
e) approving and monitoring budgets and the integrity of financial reporting;
f) approving interim and annual financial reports;
g) approving significant changes to the organisational structure;
h) approving any issues of shares or other securities;
i) ensuring high standards of corporate governance and regulatory compliance; and
j) the appointment of the Company’s auditors.
The Executive Chairman’s role involves both the leadership of the Board (including responsibility for the
establishment of sound corporate governance principles and practices) and leading the Company’s
executive management team in the execution of its strategy. He also plays a pivotal role in developing
and reviewing the strategy in consultation with the Board.
The Audit Committee monitors the overall effectiveness of our risk management processes and internal
controls as understanding and effectively managing the Group’s risks is fundamental to being able to
execute our strategy. The executive management team is responsible for monitoring the controls and
progress of actions to manage principal risks.
The Company has appointed a Chief Financial Officer who has responsibility for assessing financial
controls, including the preparation and review of consolidated financial statements.
The QCA Code’s recommendation is that the role of Chairman and Chief Executive are not combined,
Aterian’s use of an Executive Chairman reflects both the entrepreneurial nature and early stage of
development of its business.
The Executive Directors are responsible for implementing and delivering the strategy and operational
decisions agreed by the Board, making operational and financial decisions required in day-to-day
operations, providing executive leadership to managers, championing the Company’s core values and
promoting talent management.
The Independent Non-Executive Directors contribute independent thinking and judgement through the
application of their external experience and knowledge and are tasked with scrutinising the performance
of management, providing constructive challenge to the executive directors, and ensuring that the
Company is operating within the governance and risk framework approved by the Board.
Aterian PLC
42
CORPORATE GOVERNANCE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The Company’s Board established Audit, Remuneration and Nomination Committees to assist the Board
in fulfilling its duties.
Financial statements are prepared with assistance from the management accountants and are reviewed
by the Executive Chairman before being approved by the Board as a whole. Due to the current, relatively
small size of the business, it is not considered appropriate to have an internal audit function.
Remuneration for both executive and non-executive directors is determined by the Board save that no
Director is involved in deciding their own remuneration.
Given its relatively small size, the Company has no formal succession planning process in place.
Recommendations for Board-level and other senior appointments are put to the Board for approval by
the Executive Chairman.
The Company’s corporate governance policies and procedures will continue to be reviewed regularly
and may change further as its business develops and in response to further regulatory and other relevant
guidance.
Principle 10: Communicate how the company is governed and is performing by maintaining a
dialogue with shareholders and other relevant stakeholders
The Board attaches great importance to providing shareholders with clear and transparent information
on the Company’s activities, strategy, and financial position. Details of all shareholder communications
are provided on the Company’s website. The Company communicates with shareholders through its
annual report and accounts, half yearly trading updates, its annual general meeting, regulatory news
releases and one-to-one meetings with certain existing and potential new shareholders.
The Company’s website includes the outcomes of shareholder votes cast at the Annual General Meeting
and historic annual accounts, half-year reports and AGM notices.
In formally adopting the QCA Code as its corporate governance framework, the Board has reviewed all
aspects of compliance and has taken action to improve disclosures in its annual report and accounts
and on its website.
Departures from the QCA code:
Principle 7: Evaluate Board performance based on clear and relevant objectives, seeking
continuous improvement
Aterian’s Board is focused on implementing the Company’s strategy. Given the size and nature of the
Company, the Board does not consider it appropriate to have a formal performance evaluation
procedure in place, as described and recommended in Principle 7 of the QCA Code. The Board will
closely monitor the situation as the Company acquires assets and grows.
Principle 9: Maintain governance structures and processes that are fit for purpose and support
good decision-making by the Board
A nominations committee was established on Admission in October 2022.
The QCA Code states that there should be a nomination committee to deal with the appointment of both
executive and non-executive directors except in circumstances where the Board is small.
Aterian PLC
43
CORPORATE GOVERNANCE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The Directors have increased the size of the Board on Admission and have therefore established a
separate nomination committee.
Website Publications
The Directors are responsible for ensuring the annual report and the financial statements are made
available on a website. Financial statements are published on the Company’s website in accordance
with legislation in the United Kingdom governing the preparation and dissemination of financial
statements, which may vary from legislation in other jurisdictions.
The maintenance and integrity of the Company’s website is the responsibility of the Directors. The
Directors’ responsibility also extends to the ongoing integrity of the financial statements contained
therein.
By Order of the Board,
Charles G Bray
Director
30 April 2024
Aterian PLC
44
REMUNERATION COMMITTEE REPORT
YEAR ENDED 31 DECEMBER 2023
I am pleased to present the Remuneration Committee’s report to you for 2023.
During the year ended 31 December 2023, the Remuneration Committee consisted of myself as
Chairman and Alister Masterton-Hume.
During the year ended 31 December 2023, there were no changes to the membership of the
Remuneration Committee. The Committee members are selected in consultation with the wider Board
due to experience with corporate remuneration policy and corporate governance. The Board also
balanced committee roles across the Directors to ensure all directors contributed to committee
governance.
The items included in the Remuneration Report are unaudited unless otherwise stated.
Key Activities of The Remuneration Committee
- Reviewing the Group Remuneration Policy, ensuring continued effectiveness;
- Reviewing salaries for Executive and Non-Executive Directors and senior employees;
- Review and approval of long-term incentive plans; and
- Approving awards under the Group’s long-term incentive plans.
The Remuneration Committee met once during 2023.
Advisors to the Remuneration Committee
No third-party advisers assisted or gave guidance to the Remuneration Committee during the year.
Directors’ Remuneration Policy
The Board is responsible for setting the Group’s policy on Directors’ remuneration and the Remuneration
Committee decides on the remuneration package of each Executive Director. The primary objectives of
the Group’s policy on executive remuneration are that it should be structured to attract and retain
executives of a high calibre with the skills and experience necessary to develop the Group successfully
and, secondly, to reward them in a way that encourages the creation of value for the shareholders. The
variable element of the Executive Directors’ remuneration has been designed to correctly incentivise the
Executive Directors to drive outcomes aligned to the Group’s growth strategies. The performance
measurement of Executive Directors and the determination of their annual remuneration package is
undertaken by the Remuneration Committee. Given the size and nature of the Company, the Board
does not consider it appropriate to have a formal performance evaluation procedure in place, as
described and recommended in Principle 7 of the QCA Code. The Board will closely monitor the situation
as the Company acquires assets and grows.
No Director is involved in setting their own remuneration. The policy has been designed to ensure that
inappropriate risk taking will not be rewarded and this is achieved by the selection of performance
measures tightly aligned with the Group’s strategic plans. A maximum incentive structure limit also
assists in de-risking inappropriate risk taking.
Non-Executive Directors’ remuneration is set with regards to comparisons of similar-sized businesses
with the aim of attracting and retaining the Non-Executive Directors with the appropriate skills and
experience. The Remuneration Committee is mindful of the employment conditions of employees (other
than Directors) of the Company when setting executive pay, but it is not a key determinant.
Aterian PLC
45
REMUNERATION COMMITTEE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The Directors’ Remuneration policy is applicable to current and prospective Executive and Non-
Executive Directors. The appointment of future Non-Executive Directors and remuneration will reflect
the capabilities and experience of the proposed Director and would also fit within the remuneration
structure in place.
The remuneration policy of Executive Directors is aligned with the policies of employee remuneration.
Both policies place importance of the variable component and alignment of performance criteria to
ensure cohesion in the achievement of the Group’s medium and long-term goals.
On a loss of office, the Company will honour the terms of the employee’s service contract where an
employee has had his contract terminated by the Company. The Executive and Non-Executive directors
have a notice period on three months.
The views of shareholders and employees were not sought in advance of setting executive remuneration
as the costs of doing so for such a small Group would be unduly burdensome. Shareholders are however
able to demonstrate their support or not for the remuneration policy at the AGM of the Company. The
Company intends to move a resolution at the next AGM to approve the Directors’ Remuneration Policy.
Directors’ Letters of Appointment
Each of the Directors has entered into a letter of appointment with the Company as more fully described
below.
Charles Bray
Under an executive service agreement dated 1 July 2021 between the Company, Eastinco ME and
Charles Bray, Mr. Bray is employed as an Executive Director with the titled of Executive Chairman of
the Company at a salary of USD $120,000 per annum plus participation in the Company’s EBT Scheme
(plus expenses reasonably incurred by him in the course of his duties) in regular instalments. Mr. Bray
is required to devote such time, attention and ability as is needed to enable him to carry out his personal
duties to the Company as an Executive Director. His appointment shall (unless terminated earlier due
to poor performance or gross misconduct or other material breach of duties) continue indefinitely, until
terminated by either party on three (3) months’ notice in writing. Mr. Bray’s service agreement contains
non-compete, non-solicitation and no-conflict restrictions with his position as an Executive Director
(applying during the term of the agreement and fora period of twelve months after its termination for any
reason).
Simon Rollason
Under an executive service agreement dated 1 July 2021 between the Company, Eastinco ME and
Simon Rollason. Mr. Rollason is employed as an Executive Director of the Company at a salary of USD
$120,000 per year plus participation in the Company’s EBT Scheme. Mr. Rollason is required to devote
such time, attention and ability as is needed to enable him to carry out his personal duties to the
Company as an Executive Director. His appointment shall (unless terminated earlier due to poor
performance or gross misconduct or other material breach of duties) continue indefinitely, until
terminated by either party on three (3) months’ notice in writing.
Mr. Rollason’s service agreement contains non-compete, non-solicitation and no-conflict restrictions
with his position as an Executive Director (applying during the term of the agreement and for a period
of twelve months after its termination for any reason).
Aterian PLC
46
REMUNERATION COMMITTEE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Devon Marais
Under a service agreement dated 1 July 2021 between the Company, Eastinco ME Limited and Devon
Marais, Mr. Marais was appointed as a non-executive director at a salary of USD $36,000 per annum
(plus a discretionary bonus as determined by the Executive Directors and out-of-pocket expenses
incurred by him in the course of his duties). Mr. Marais’ engagement with the Company under the
service agreement shall continue indefinitely until terminated in accordance with the clause stated
further below. Mr. Marais is required to work such hours as may reasonably be required for the
performance of his duties. Mr. Marais shall not be required to work in excess of the working week as set
out in the Working Time Regulations 1998. In the event of gross misconduct, the Company may
terminate the Agreement without prior notice or payment. Other than in the event of gross misconduct,
this Agreement may be terminated by either party with a period of 3 months’ notice.
Mr. Marais’ non-executive service agreement contains non-compete, non-solicitation and no-conflict
restrictions with his position as a Non-Executive Director (applying during the term of the agreement and
for a period of twelve months after its termination for any reason).
Kasra Pezeshki
On 17 October 2022, Mr Pezeshki executed a letter of appointment with the Company pursuant to which
he agreed to act as a non-executive director of the Company. The letter of appointment is effective from
25 October 2022 and shall continue unless terminated by either party giving to the other 3 months’
prior written notice. Mr Pezeshki is expected to devote such time as is necessary for the proper
performance of his duties, including attendance at board meetings and at annual general meetings.
Under the terms of Mr Pezeshki’s letter of appointment, Mr Pezeshki shall be paid £12,000 gross per
annum, (plus a discretionary bonus as determined by the Executive Directors and out-of-pocket
expenses incurred by him in the course of his duties) payable monthly in arrears.
Alister Masterton-Hume
On 17 October 2022, Mr Hume executed a letter of appointment with the Company pursuant to which
he agreed to act as a non-executive director of the Company in the capacity as the representative of
AEM. The letter of appointment is effective from 25 October 2022 and shall continue unless terminated
by either party giving to the other 3 months’ prior written notice.
Mr Hume is expected to devote such time as is necessary for the proper performance of his duties,
including attendance at board meetings and at annual general meetings. Under the terms of Mr Hume’s
letter of appointment, Mr Hume shall be paid £12,000 gross per annum, (plus a discretionary bonus as
determined by the Executive Directors and out-of-pocket expenses incurred by him in the course of his
duties) payable monthly in arrears.
The letters of appointment are governed by English law.
Shareholders’ Returns
The Company expects that any returns for shareholders would derive primarily from capital appreciation
of the Ordinary Shares and any dividends paid pursuant to the Company’s dividend policy set out below.
Dividend Policy
The Company intends to pay dividends on the Ordinary Shares at such times (if any) and in such
amounts (if any) as the Board determines appropriate in its absolute discretion.
Aterian PLC
47
REMUNERATION COMMITTEE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Prior to generating revenues, it is unlikely that the Company will have any distributable profits but to the
extent the Company has any earnings it is the Company’s current intention to retain any such earnings
for use in its business operations, and the Company does not anticipate declaring any dividends in the
foreseeable future. The Company will only pay dividends to the extent that to do so is in accordance
with all applicable laws.
During the year ended 31 December 2023, there were no dividends paid or proposed.
Particulars of Directors’ Remuneration (audited)
Details of directors’ remuneration during the year are given below:
Year ended 31
December
2023
£’000
C
Bray
S
Rollason
S
Retter
D
Marais
K
Pezeshki
A
Hume
Totals
Fees and
salaries
66
106
-
28
12
12
224
Totals
66
106
-
28
12
12
224
Year ended 31
December 2022
£’000
C
Bray
S
Rollason
S
Retter
D
Marais
K
Pezeshki
A
Hume
Totals
Fees and salaries
26
24
-
-
-
-
50
Share-based
payment expense
3
-
1
1
-
-
5
Totals
29
24
1
1
-
-
55
Scheme Interests Granted During 2023
No option awards were granted to Directors and former Directors during 2023. The options held by
Directors at 31 December 2023 were as follows:
Name
No. of Options
Face value at
grant (£)
Charles Bray
22,250,000
222,500
Simon Rollason
-
-
Devon Marais
4,000,000
40,000
Kasra Pezeski
-
-
Total
26,250,000
262,500
Aterian PLC
48
REMUNERATION COMMITTEE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Directors’ Shareholdings and Share Interests
Details of the Directors’ interests in shares are shown in the Directors’ Report. There are no requirements
or guidelines for Directors to own shares in the Company.
Statement of Shareholder Voting
At last year’s AGM held on 26 June 2023, the resolutions relating to the 2022 Directors’ Remuneration
Report were approved by shareholders on a show of hands. Details of the valid proxy votes received for
the resolution are detailed below:
Resolution
Votes for
Votes
against
Votes
withheld
Approval of Directors’ Remuneration Report
3,104,500
0
0
100%
0%
0%
The Directors’ remuneration policy was last put to shareholders at the AGM held on 26 June 2023,
where it was approved by shareholders on a show of hands. Details of the valid proxy votes received
for the resolution are detailed below:
Resolution
Votes for
Votes
against
Votes
withheld
Approval of Directors’ Remuneration Policy
3,104,500
0
0
100%
0%
0%
The Directors’ remuneration policy is maintained on the Investors page of the Company’s website.
Statement of Directors’ Shareholding and Share Interests (audited)
The Directors who served during the year ended 31 December 2023, and any interests at that date, are
disclosed above. There were no changes between the reporting date and the date of approval of this
report.
UK 10-year Performance Graph
The Directors have considered the requirement for a UK 10-year performance graph comparing the
Company’s Total Shareholder Return with that of a comparable indicator. The Directors do not currently
consider that including the graph will be meaningful because the Company is not paying dividends, is
currently incurring losses as its focus is develop its exploration assets.
In addition, and as mentioned above, the remuneration of Directors is not currently linked to
performance, and we therefore do not consider the inclusion of this graph to be useful to shareholders
at the current time. The Directors will review the inclusion of this table for future reports.
Aterian PLC
49
REMUNERATION COMMITTEE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Consideration of Shareholder Views
The Board considers shareholder feedback received. This feedback, plus any additional feedback
received from time to time, is considered as part of the Company’s annual policy on remuneration.
Policy for Salary Reviews
The approach taken in respect of the Company’s directors and employees has been considered by the
Committee and has taken into account the heightened inflationary environment felt by our employees,
particularly in the first half of 2023. Our approach to salary increases for our wider workforce in 2023
takes into account the continued high levels of inflation and the impact it has on our lower-paid
employees. The Company has not directly consulted with employees when drawing up the directors’
remuneration policy set out in this part of the report.
The Company has established a trust for the benefit of the employees and former employees of the
Company’s Group. This provides the opportunity for employees to share in the Group’s growth and
helps to attract and retain talented staff. The EBT is managed by a Trustee, who exercises independent
decision making with respect to any voting of shares on behalf of Summerhill Trust.
In making our decisions on remuneration outcomes for the Executive Directors for 2023 and the
operation of our remuneration policy in 2024, we had regard for the context outlined above, with a
particular focus on management’s proposals to mitigate the impact of cost-of-living challenges for our
employees. In the past we have not exercised discretion; however, the Directors have been asked to
waive or forgo compensation for services to help the company conserve cash. Since October 2022,
Non-Executive Directors’ remuneration includes an entitlement to a bonus as determined by the
Executive Directors.
As a committee we sought to make decisions that struck an appropriate balance between rewarding
and continuing to incentivise management and the wider workforce to deliver value for all our
stakeholders. Whilst we have not undertaken an extensive benchmarking exercise, we expect to
develop this as the Group expands and to consult formally with employees when drawing up the
directors’ remuneration policy. Shareholder feedback is communicated to the Board and the views of
shareholders considered in our decision-making.
Policy for New Appointments
All proposed appointments to the Board are subject to a full review of the Board prior to appointment.
The salaries and share awards of the Executive Directors and wider workforce which were agreed by
the Remuneration Committee were not subject to an external benchmarking exercise although this may
be implemented as the business develops.
Remuneration is not linked to key performance indicators but this will be reviewed over time. The
Committee does however consider levels of remuneration offered by competitors and all remuneration
packages are designed to attract, motivate and retain key individuals.
Loss of Office Payments and Payments to Former Directors
There were no loss of office payments made to Directors or payments to former Directors in 2023 (2022:
nil). Any payments that may be made in the future will be made in accordance with individual contractual
arrangements.
Aterian PLC
50
REMUNERATION COMMITTEE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
Conflicts of Interest
The full Board determines whether or not Executive Directors are permitted to serve in roles with other
companies. Such permission is only granted where a role is on a strictly limited basis, where there are
no conflicts of interest or competing activities and providing there is not an adverse impact on the
commitments required to the Group. Earnings from such roles are not disclosed nor paid by the Group.
Other Matters
- Certain of the Directors hold options and or warrants in respect of the Company’s Ordinary
Shares as set out above in the Directors’ Report.
- The Company does not have any pension plans for any of the Directors and does not pay
pension amounts in relation to their remuneration.
- The Company has not paid out any excess retirement benefits to any Directors.
Approved on behalf of the Board of Directors by:
Devon Marais
Chairman of the Remuneration Committee
30 April 2024
Aterian PLC
51
AUDIT COMMITTEE REPORT
YEAR ENDED 31 DECEMBER 2023
As Chairman of the Audit Committee, I am pleased to present our report to you for 2023.
The Audit Committee met on two occasions during the year.
Key activities of the Audit Committee
The Audit Committee assists the Board in setting Governance Standards and has specific responsibility
for financial controls, financial reporting and audit effectiveness.
The Committee comprises only Independent Non-Executive Directors and consists of Kazra Pezashki
and myself.
The integrity of financial reporting
We reviewed the integrity of the financial statements and all formal announcements relating to financial
performance during 2023. As part of the review, we challenged management on whether significant
areas of judgement and significant risks were adequately evaluated, reported and disclosed.
Fair, balanced and understandable
On behalf of the Board, the Committee reviewed the 2023 annual report and financial statements to
ensure that they provide a fair, balanced and understandable reflection of the Group, its performance,
position and future prospects.
As part of the review, the Committee considered whether:
- There are any material or sensitive omissions from the narrative;
- The narrative is a true and fair reflection of events and performance during the year;
- There is consistency throughout the Annual Report and Financial Statements; and
- There is a clear explanation of key performance indicators, their link to performance and
strategy and equal prominence of statutory performance measures.
The more significant issues considered in relation to the annual report and accounts and how they were
dealt with, including significant estimates, judgements and risks were as follows:
Going concern –As part of their assessment, the Directors have prepared financial cash-flow forecasts
on the basis that cost reduction and cost deferral measures can be implemented over the going concern
period if anticipated capital raises are not successful. The Company’s base case financial projections
show that the Group will continue to operate within the available facilities throughout the next 12 months.
Much of the Group’s planned exploration expenditure is discretionary and, if necessary, could be scaled
back to conserve cash should circumstances not coincide with our expectations.
The Directors have agreed, if circumstances require, to defer payment of their fees until such time as
adequate funding is received and if necessary, scale back all discretionary expenditure including
exploration expenditure.
Aterian PLC
52
AUDIT COMMITTEE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The Directors have concluded that these circumstances give rise to a material uncertainty relating to
going concern, arising from events or conditions that may cast significant doubt on the entity’s ability to
continue as a going concern if a further fund raise was unsuccessful. However, considering recent
successful fund raises the Directors are confident that they can continue to adopt the going concern
basis in preparing the financial statements. The financial statements do not include any adjustment that
may arise in the event that the Group is unable to raise finance, realise its assets and discharge its
liabilities in the normal course of business.
Joint Venture Earn-in Agreement with Rio Tinto - The Board of Aterian has considered the
contractual arrangements agreed with Rio Tinto and the accounting guidance applicable to this
agreement. It has concluded that the appropriate treatment is to treat the agreement as a farm-out
arrangement. Specifically, it has concluded that the initial payment of US$200,000 (approximately
£164,000) which was due upon completion of satisfactory due diligence by Rio Tinto should be credited
against E&E costs previously capitalised in relation to the whole interest with any excess accounted for
by the Group (as farmor) as a gain on disposal. As at 31 December 2023, the Group had capitalised
£45,000 in respect of the HCK Project and accordingly, the sum of £45,000 has been credited against
such costs, with £119,000 accounted for as a gain on disposal.
In the view of the Committee, the Annual Report is fair, balanced and understandable in accordance
with the requirements of the QCA Corporate Governance Code.
The effectiveness of internal controls and risk management framework
Being a small Group, we are reliant on the integrity of our people, processes and reporting procedures
to ensure compliance and control procedures are in place. Moreover, the Audit Committee will
continually review our compliance and controls framework. Additionally, we will look to reduce the risk
of compliance on control failures by the introduction of a management self-assessment process which
will be supervised by the Audit Committee.
External auditor
The Croup’s external auditor is MHA. The appointment of MHA for the 2023 audit was discussed with
the Board of Directors and a resolution passed to re-appoint them. The Board felt their experience with
the Group and their competencies for the Group’s business and sector was a good match.
The Committee will review and assess the external audit process to ensure high standards of quality
and effectiveness. This is assessed using a number of measures, including:
- Reviewing the quality and scope of planning of the audit and the level of fees;
- Monitoring the independence and transparency of the audit; and
- Obtaining feedback from management and the Directors on the quality of the audit team, their
business understanding and audit approach.
In order to maintain the independence of the external auditors, the Board has determined that non-audit
work will not be offered to the external auditors.
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53
AUDIT COMMITTEE REPORT (continued)
YEAR ENDED 31 DECEMBER 2023
The engagement for external audit services will be put out to tender as required but at a minimum of
once every 5 years and a new external auditor will be appointed at least every 10 years. The intention
to tender, where possible, will be announced in advance of the commencement of the tendering process.
The Audit Committee annually reviews the remuneration received by the auditors for audit services and
non-audit work. Their audit and non-audit fees are set, monitored and reviewed throughout the year.
The Audit Committee has considered the need for a separate internal audit function but due to the size
of the Group and procedures in place to monitor both operational performance and internal controls, it
was concluded that the costs of a separate internal audit department would outweigh the benefits. The
Audit Committee and Board regularly assess the need for additional assurance procedures with the
Group.
The Committee confirms that there are no contractual obligations that restrict the choice of external
auditors.
By order of the Board
Devon Marais
Chairman of the Audit Committee
30 April 2024
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54
Independent auditor’s report to the
members of Aterian Plc
For the purpose of this report, the terms “we” and “our” denote MHA in relation to UK legal, professional
and regulatory responsibilities and reporting obligations to the members of Aterian Plc. For the
purposes of the table on pages 55 to 58 that sets out the key audit matters and how our audit
addressed the key audit matters, the terms “we” and “our” refer to MHA. The Group financial statements,
as defined below, consolidate the accounts of Aterian Plc and its subsidiaries (the “Group”). The “Parent
Company” is defined as Aterian Plc, as an individual entity. The relevant legislation governing the
Company is the United Kingdom Companies Act 2006 (“Companies Act 2006”).
Opinion
We have audited the financial statements of Aterian Plc for the year ended 31 December 2023.
The financial statements that we have audited comprise:
• the Consolidated Statement of Comprehensive Income
• the Consolidated and Company Statements of Financial Position
• the Consolidated Statement of Changes in Equity
• the Company Statement of Changes in Equity
• the Consolidated and Company Statements of Cash Flows
• Notes 1 to 30 to the consolidated financial statements, including significant accounting policies
The financial reporting framework that has been applied in the preparation of the group’s financial
statements is applicable law and International Financial Reporting Standards and Interpretations as
adopted in the United Kingdom (‘’UK adopted IFRS’’)
In our opinion the financial statements:
• give a true and fair view of the state of the Group’s and of the Parent Company’s affairs as at 31
December 2023 and of the Group’s loss for the year then ended;
• have been properly prepared in accordance with UK adopted IFRS and
• have been prepared in accordance with the requirements of the Companies Act 2006.
Our opinion is consistent with our reporting to the Audit Committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and
applicable law. Our responsibilities under those standards are further described in the Auditor
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 as applied to listed public interest entities,
and we have fulfilled our ethical responsibilities in accordance with those requirements. We believe that
the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material uncertainty relating to going concern
We draw attention to Note 3.4 in the financial statements which states that the Group and Parent
Company’s operational existence is reliant on the ability to raise further funding through equity placing
or through support of the directors via an injection of capital. As stated in Note 3.4, these events or
conditions, along with other matters as set forth in Note 3.4, indicate a material uncertainty exists that
may cast significant doubt on their ability to continue as a going concern. Our opinion is not modified in
respect of this matter.
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55
Our evaluation of the Directors’ assessment of the Group’s and the Parent Company’s ability to continue
to adopt the going concern basis of accounting included:
• The consideration of inherent risks to the Group’s and the Parent Company’s operations and
specifically their business model.
• The evaluation of how those risks might impact on the available financial resources.
• Where additional resources are required, the reasonableness and practicality of the
assumptions made by the Directors when assessing the probability and likelihood of those
resources becoming available.
• Solvency considerations including examination of budgets and forecasts and their basis of
preparation, including review and assessment of the model’s mechanical accuracy and the
reasonableness of assumptions included within.
• The evaluation of the base case scenarios and stress scenarios, in respect of the Group and the
Parent Company, and the respective sensitivities and rationale.
• Held discussions with management regarding their future plans and strategies to commence
operations in the future.
• Viability assessments at Group and Parent Company levels, including consideration of business
plans.
Our responsibilities and the responsibilities of the directors with respect to going concern are described
in the relevant sections of the report.
Overview of our audit approach
Scope
Our audit was scoped by obtaining an understanding of the Group,
including the Parent Company, and its environment, including the
Group’s system of internal control, and assessing the risks of material
misstatement in the financial statements. We also addressed the risk of
management override of internal controls, including assessing whether
there was evidence of bias by the directors that may have represented a
risk of material misstatement.
We undertook a full scope audit on the complete financial information of
1 component, specific analytical procedures were undertaken on 1
component and analytical reviews performed on the remaining 8
components.
Materiality
2023
2022
Group
£101k
£100k
3% (2022: 3%) of net assets
Parent Company
£81k
£85k
3% (2022: 3%) of net assets
Key audit matters
• Recoverability and Capitalisation of Exploration and evaluation
(E&E) assets (Group level)
• Investment valuation (Standalone Parent)
Key Audit Matters
Key Audit Matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current period and include the most significant assessed
risks of material misstatement (whether or not due to fraud) that we identified. These matters included
Aterian PLC
56
those matters which had the greatest effect on: the overall audit strategy; the allocation of resources in
the audit; and directing the efforts of the engagement team. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.
Recoverability and Capitalisation of Exploration and Evaluation (E&E) assets
Key audit
matter description
At 31 December 2023 the reported E&E assets of the group was
£3.3 million (2022: £3.2 million).
Recoverability of E&E assets
Given that the subsidiary companies are not currently revenue or
profit generating units, there is a risk that Group’s E&E assets
could be materially misstated.
E&E assets shall be assessed for impairment when facts and
circumstances suggest that the carrying amount of an E&E asset
may exceed its recoverable amount. One or more of the following
facts and circumstances indicate that an entity should test E&E
assets for impairment (the list is not exhaustive):
- The period for which the entity has the right to explore in
the specific area has expired during the period or will expire
in the near future, and is not expected to be renewed.
- Substantive expenditure on further exploration for and
evaluation of mineral resources in the specific are is
neither budgeted or planned.
- exploration for and evaluation of mineral resources in the
specific area have not led to the discovery of commercially
viable quantities of mineral resources and the entity has
decided to discontinue such activities in the specific area.
- sufficient data exist to indicate that, although a
development in the specific area is likely to proceed, the
carrying amount of the exploration and evaluation asset is
unlikely to be recovered in full from successful
development or by sale.
Management have incorporated an accounting policy based on
the above, as outlined in Note 3.17.
Management have prepared a detailed impairment assessment,
taking the above points into consideration.
Capitalisation of E&E assets
An entity shall determine an accounting policy specifying which
expenditures are recognised as E&E assets. In making the
determination, an entity considers the degree to which the
expenditure can be associated with finding specific mineral
resources.
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57
How the scope of our
audit responded to the
key audit matter
We undertook the following procedures in testing management’s
assessment:
Recoverability of E&E assets
• Reviewed the method used in estimating any potential
impairment required and considered if it is appropriate.
• Challenged management on whether the indicators of
impairment of assets follows the requirements of IFRS 6.
• Assessed whether there were indicators of impairment
that should also be considered for the previous reporting
date.
Capitalisation of E&E assets
• Challenged management on whether the capitalisation of
assets follows the requirements of IFRS 6.
• Selected a sample of items to test whether the
capitalisation criteria had been met, by obtaining
supporting evidence.
• Considered whether disclosures relating to E&E assets
were appropriate, specifically the classification between
tangible and intangible assets.
Key observations
communicated to the
Group’s Audit Committee
Impairment of E&E assets
We did not identify any indicators of impairment as illustrated
within the IFRS 6 criterion.
Capitalisation of E&E assets
Results from testing indicated that items were incorrectly
capitalised as E&E expenditure and did not meet the capitalisation
criteria as defined in IFRS 6. These items were corrected by
management.
We highlighted the following matter to the Group Audit Committee:
• Ensure adequate accounting policy is in place for
capitalisation of E&E expenditure.
Investment Valuation
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58
Key audit
matter description
At 31 December 2023 the parent company’s investments had a
carrying value of £3.2 million (2022: £3.2 million).
Given that the subsidiary companies are not currently revenue or
profit generating units, there is a risk that investments at the
standalone parent company level could be materially misstated.
Whether an impairment is required or not is highly dependent on
whether there is commercial viability in exploring and excavating
the mines owned by the Group in the future or if there are any
other financial impairment indicators. The standard applicable to
this area IAS 36.
Management have prepared a detailed impairment assessment,
taking into consideration:
- Current year developments relating to each license;
- Expected useful lives of the licenses and the ability to
retain the license interests when they come up for renewal;
- Comparable information for large mining and exploration
companies in the vicinity of each of the licenses;
- History of exploration success in the regions being
explored by the Group
- Local infrastructure, logistics and geopolitical environment;
and
- The expected fluctuations in long term commodity prices
How the scope of our
audit responded to the
key audit matter
We undertook the following procedures in testing management’s
assessment:
• Determined the appropriate level at which to impair.
• Reviewed managements assessment on any potential
impairment and considered if it is appropriate.
• Considered both internal and external indicators of
impairment
• Assessed whether there were indicators of impairment
that should also be considered for the previous reporting
date.
• Considered whether the valuation of and disclosures
relating to impairment are appropriately recognised in
accordance with the relevant financial reporting
framework.
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59
Key observations
communicated to the
Group’s Audit Committee
The Investment in the Rwandan entities were fully impaired in the
prior year.
The Moroccan Investments are in a net liability position as of
31.12.2023, however, this is common practice for E&E entities.
However the investments are cash-burning at the current stage
and the expectation is that the incurred costs will bear fruit in the
future if positive resources are identified.
The underlying value of the investments are driven by the potential
operating capacity of the mines, of which no impairment was
recognised during the year. In addition to this, no other indicators
of impairment were identified either internally or externally within
the entities at which the investments are held.
Our application of materiality
Our definition of materiality considers the value of error or omission on the financial statements that,
individually or in aggregate, would change or influence the economic decision of a reasonably
knowledgeable user of those financial statements. Misstatements below these levels will not
necessarily be evaluated as immaterial as we also take account of the nature of identified
misstatements, and the particular circumstances of their occurrence, when evaluating their effect on
the financial statements as a whole. Materiality is used in planning the scope of our work, executing that
work and evaluating the results.
Overall Materiality
Group: £101,000 (2022: £100,000) Parent: £81,000 (2022: £85,000)
• Basis of determining
overall materiality
We determined materiality based on 3% (2022: 3%) of the Group and
Company’s net assets.
We have considered the primary users of the financial statements to be
shareholders, management and funders.
Net assets was deemed to be the appropriate benchmark for the calculation
of materiality as in the absence of meaningful trade, we consider that net
assets to be the main measure by which the users of the financial statements
assess the financial performance and the future prospects of the Group.
Performance materiality
Group: £70,000 (2022: £60,000) Parent: £56,000 (2022: £51,000)
• Basis of determining
overall performance
materiality
We set performance materiality based on 70% (2022: 60%) of overall
materiality.
Performance materiality is the application of materiality at the individual
account or balance level, set at an amount to reduce, to an appropriately low
level, the probability that the aggregate of uncorrected and undetected
misstatements exceeds materiality for the financial statements as a whole.
The determination of performance materiality reflects our assessment of the
risk of undetected errors existing, the nature of the systems and controls and
the level of misstatements arising in previous audits.
Error reporting threshold
We agreed to report any corrected or uncorrected adjustments exceeding
£5,050 (2022: £5,000) in respect to the group and £4,050 (2022: £4,250) in
respect in respect to the Parent Company to the Audit Committee as well as
differences below this threshold that in our view warranted reporting on
qualitative grounds.
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Overview of the scope of the Group and Parent Company audits
Our assessment of audit risk, evaluation of materiality and our determination of performance materiality
sets our audit scope for each company within the Group. Taken together, this enables us to form an
opinion on the consolidated financial statements. This assessment takes into account the size, risk
profile, organisation / distribution and effectiveness of group-wide controls, changes in the business
environment and other factors such as recent internal audit results when assessing the level of work to
be performed at each component.
In assessing the risk of material misstatement to the consolidated financial statements, and to ensure
we had adequate quantitative and qualitative coverage of significant accounts in the consolidated
financial statements, of the 10 reporting components of the group, we identified 1 significant
component.
Full scope audits - Of the 10 components selected, audits of the complete financial information of 1
component were undertaken, this entity was selected based upon its size and risk characteristics.
Specified audit procedures have been performed on Eastinco Limited. This included testing on balances
where amounts which were considered material to the group audit. On the material balances we
performed limited substantive testing to obtain assurance over these balances. Eastinco ME Ltd (UK),
Aterian Resources Limited, Kinunga Mining Ltd, Musasa Mining Ltd, Atlantic Minerals Ltd, Adrar
Resources S.A.R.L.A.U, Azru Resources S.A.R.L.A.U, Strat Co Ltd were subject to analytical procedures
as they are not deemed significant components.
The coverage achieved by our audit procedures was:
Number of
components
Revenue
Total assets
Loss before
tax
Full scope audit
1
N/A
84%
80%
Specified audit
procedures
1
N/A
14%
17%
Analytical
procedures
8
N/A
0%
0%
Total
10
N/A
98%
97%
The control environment
We evaluated the design and implementation of those internal controls of the Group, including the
Parent Company, which are relevant to our audit, such as those relating to the financial reporting cycle.
No reliance on controls was placed.
Climate-related risks
In planning our audit and gaining an understanding of the Group and Parent Company, we considered
the potential impact of climate-related risks on the business and its financial statements. Given the
nature of the Group’s activities being at an exploration phase, management do not currently possess the
data required to satisfy TCFD reporting. Management have communicated their intention to collate
climate related data to satisfy TCFD reporting in future periods. We have agreed with managements’
assessment that climate-related risks are not material to these financial statements.
Reporting on other information
The other information comprises the information included in the annual report other than the financial
statements and our auditor’s report thereon. The directors are responsible for the other information
contained within the annual report. Our opinion on the financial statements does not cover the other
information and, except to the extent otherwise explicitly stated in our report, we do not express any
form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing
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61
so, consider whether the other information is materially inconsistent with the financial statements or
our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If
we identify such material inconsistencies or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement in the financial statements themselves. If,
based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact.
We have nothing to report in this regard.
Strategic report and directors report
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the 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 strategic report and the directors’ report have been prepared in accordance with applicable
legal requirements.
In the light of the knowledge and understanding of the Group and the Parent Company and their
environment obtained in the course of the audit, we have not identified material misstatements in the
strategic report or the directors’ report.
Directors’ remuneration report
Those aspects of the director’s remuneration report which are required to be audited have been
prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters in relation to which the Companies Act
2006 requires us to report to you if, in our opinion:
• adequate accounting records have not been kept by the parent company, or returns adequate
for our audit have not been received by 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
• the part of the directors’ remuneration report to be audited is not in agreement with the
accounting records and returns; or
• we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, 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 is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the 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 Parent Company or to cease operations, or have no realistic alternative but to do
so.
Auditor responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an
audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists.
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Misstatements can arise from fraud or error and are considered material if, individually or in aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
A further description of our responsibilities for the financial statements is located on the FRC’s website
at: www.frc.org.uk/auditorsresponsibilities . This description forms part of our auditor’s report.
Extent to which the audit was considered capable of detecting irregularities, including
fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined above, to detect material misstatements in respect
of irregularities, including fraud.
These audit procedures were designed to provide reasonable assurance that the financial statements
were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher
than the risk of not detecting one resulting from error and detecting irregularities that result from fraud
is inherently more difficult than detecting those that result from error, as fraud may involve collusion,
deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-
compliance with laws and regulations is from events and transactions reflected in the financial
statements, the less likely we would become aware of it.
Identifying and assessing potential risks arising from irregularities, including fraud
The extent of the procedures undertaken to identify and assess the risks of material misstatement in
respect of irregularities, including fraud, included the following:
• We considered the nature of the industry and sector the control environment, business
performance including remuneration policies and the Group’s, including the Parent Company’s,
own risk assessment that irregularities might occur as a result of fraud or error. From our
sector experience and through discussion with the directors, we obtained an understanding of
the legal and regulatory frameworks applicable to the Group focusing on laws and regulations
that could reasonably be expected to have a direct material effect on the financial statements,
such as provisions of the Companies Act 2006, UK tax legislation or those that had a
fundamental effect on the operations of the Group.
• We enquired of the directors and management concerning the Group’s and the Parent
Company’s policies and procedures relating to:
- identifying, evaluating and complying with the laws and regulations and whether they
were aware of any instances of non-compliance;
- detecting and responding to the risks of fraud and whether they had any knowledge of
actual or suspected fraud; and
- the internal controls established to mitigate risks related to fraud or non-compliance
with laws and regulations.
• We assessed the susceptibility of the financial statements to material misstatement, including
how fraud might occur by evaluating management’s incentives and opportunities for
manipulation of the financial statements. This included utilising the spectrum of inherent risk
and an evaluation of the risk of management override of controls. We determined that the
principal risks were related to posting inappropriate journal entries to reduce costs, creating
fictitious transactions to hide losses or to improve financial performance, and management
bias in accounting estimates particularly in determining expected credit losses and impairment
in investments.
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Audit response to risks identified
In respect of the above procedures:
• we corroborated the results of our enquiries through our review of the minutes of the Group’s
and the Parent Company’s board meetings inspection of legal correspondence.
• audit procedures performed by the engagement team in connection with the risks identified
included:
- reviewing financial statement disclosures and testing to supporting documentation to
assess compliance with applicable laws and regulations expected to have a direct
impact on the financial statements.
- testing journal entries, including those processed late for financial statements
preparation, those posted by infrequent or unexpected users, those posted to unusual
account combinations;
- evaluating the business rationale of significant transactions outside the normal course
of business, and reviewing accounting estimates for bias;
- enquiry of management and the legal expert used by the Group around actual and
potential litigation and claims.
- challenging the assumptions and judgements made by management in its significant
accounting estimates, and
- obtaining confirmations from third parties to confirm existence of a sample of
balances.
• The Senior Statutory Auditor considered the Group and the Parent Company operate in a highly
regulated industry. As such, the Senior Statutory Auditor considered the experience and
expertise of the engagement team to ensure that the team had the appropriate competence
and capabilities; and
• we communicated relevant laws and regulations and potential fraud risks to all engagement
team members and the component auditors and remained alert to any indications of fraud or
non-compliance with laws and regulations throughout the audit.
Other requirements
Following the recommendation of the Audit Committee, we were appointed by the members of the
Company by ordinary resolution at the Annual General Meeting held on 26 June 2023 to audit the
financial statements for the year ending 31 December 2023. Our total uninterrupted engagement is
three years, covering the years ending 31 December 2021 to 31 December 2023.
We did not provide any non-audit services which are prohibited by the FRC’s Ethical Standard to the
Group or the Parent Company, and we remain independent of the Group and the Parent Company in
conducting our audit.
Use of our report
This report is made solely to the Parent 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 Parent Company’s members those matters we are required to state to them in an auditor’s report
and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Parent Company and the Parent Company’s members as a body,
for our audit work, for this report, or for the opinions we have formed.
As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule (DTR)
4.1.14R, these financial statements form part of the European Single Electronic Format (ESEF) prepared
Annual Financial Report filed on the National Storage Mechanism of the UK FCA in accordance with the
ESEF Regulatory Technical Standard (‘ESEF RTS’). This auditor’s report provides no assurance over
whether the annual financial report has been prepared using the single electronic format specified in the
ESEF RTS.
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64
Andrew Moyser FCA FCCA
(Senior Statutory Auditor)
for and on behalf of MHA, Statutory Auditor
London, United Kingdom
30 April 2024
MHA is the trading name of MacIntyre Hudson LLP, a limited liability partnership in England and Wales
(registered number OC312313)
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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
YEAR ENDED 31 DECEMBER 2023
Group | |||
Notes | Year to | Year to | |
31-Dec-23 | 31-Dec-22 | ||
£'000 | £'000 | ||
Revenue | |||
Administrative expenses | 6 | ( | ( |
Provision for impairment charges | 7 | ( | |
Share-based payment expense | 22 | ( | ( |
Other income | 4 | ||
Gains on disposal of property plant and equipment | |||
Operating loss | ( | ( | |
Interest payable and similar charges | 8 | ( | ( |
Loss before tax | ( | ( | |
Tax expense | 9 | ||
Loss after tax | ( | ( | |
Other comprehensive income: | |||
Items that may be reclassified to profit or loss | |||
Loss on translation of foreign operations | ( | ( | |
Total comprehensive loss | ( | ( | |
Loss per share | |||
Basic and diluted loss per share (pence) | 10 | ( | ( |
All activities relate to continuing operations.
The accompanying notes are an integral part of these financial statements.
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CONSOLIDATED AND COMPANY STATEMENTS OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
Group | Company | ||||
Notes | 31-Dec-23 | 31-Dec-22 | 31-Dec-23 | 31-Dec-22 | |
£'000 | £'000 | £'000 | £'000 | ||
Non-current assets | |||||
Investments | 11 | 3,206 | 3,241 | ||
Intangible exploration and evaluation assets | 13 | - | - | ||
Trade and other receivables | 15 | - | 6 | ||
Property, plant and equipment | 14 | 7 | 6 | ||
Total non-current assets | 3,213 | 3,253 | |||
Current assets | |||||
Trade and other receivables | 15 | 218 | 266 | ||
Cash and cash equivalents | 16 | 17 | 41 | ||
Total current assets | 235 | 307 | |||
Total assets | 3,448 | 3,560 | |||
Equity and liabilities | |||||
Share capital | 21 | 10,892 | 9,647 | ||
Share premium | 21 | 2,177 | 2,177 | ||
Share-based compensation reserve | 22 | 2,442 | 2,441 | ||
Interest in shares in EBT | 22 | ( | ( | (839) | (839) |
Translation reserve | ( | ( | - | - | |
Accumulated losses | ( | ( | (13,144) | (11,783) | |
Merger relief reserve | 1,200 | 1,200 | |||
Total equity | 2,728 | 2,843 | |||
Current liabilities | |||||
Trade and other payables | 17 | 329 | 366 | ||
Deferred consideration | 18 | 166 | 200 | ||
Borrowings | 19 | 225 | - | ||
Total current liabilities | 720 | 566 | |||
Non-current liabilities | |||||
Borrowings | 19 | - | 151 | ||
Total non-current liabilities | - | 151 | |||
Total equity and liabilities | 3,448 | 3,560 |
*:
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CONSOLIDATED AND COMPANY STATEMENTS OF FINANCIAL POSITION (Continued)
AS AT 31 DECEMBER 2023
The Company made a loss of £1,361,000 for the year 2023 (2022 – loss of £5,432,000).
Company number: 07496976
The accompanying notes are an integral part of these financial statements.
Aterian PLC
68
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
YEAR ENDED 31 DECEMBER 2023
Share-based | Interest | Merger | |||||||
Share | Share | compensation | in | Translation | Other | relief | Accumulated | Total | |
capital | premium | shares | reserve | reserve | losses | ||||
reserve | in EBT | reserve | |||||||
£'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | |
At 1 January | |||||||||
2022 | ( | ( | ( | ||||||
Loss for the year | ( | ( | |||||||
Other comprehensive | |||||||||
loss | ( | ( | |||||||
Transactions | |||||||||
with owners: | |||||||||
Discounting of loan notes | ( | ( | |||||||
Transfer from other reserve to accumulated | |||||||||
losses | ( | ||||||||
Share based | |||||||||
compensation | ( | ||||||||
Issue of new | |||||||||
shares | |||||||||
At 31 December | |||||||||
2022 | ( | ( | ( | ||||||
Loss for the year | ( | ( | |||||||
Other comprehensive | |||||||||
loss | ( | ( | |||||||
Transactions | |||||||||
with owners: | |||||||||
Share based | |||||||||
compensation | |||||||||
Issue of new | |||||||||
shares | |||||||||
At 31 December | |||||||||
2023 | ( | ( | ( |
Aterian PLC
69
COMPANY STATEMENT OF CHANGES IN EQUITY
YEAR ENDED 31 DECEMBER 2023
Reserves
Description and purpose
Share capital
Nominal value of the contributions made by shareholders in return for the issue of shares.
Share premium
Amount subscribed for share capital in excess of nominal value.
Share-based compensation reserve
Cumulative fair value of the charge/(credit) in respect of share options granted and
recognised as an expense in the Income Statement.
Translation reserve
The translation reserve comprises translation differences arising from the translation of
financial statements of the Group’s foreign entities into Sterling (£).
Other reserves
The other reserve comprises differences arising from the discounting of loan notes.
Merger relief reserve
The merger relief reserve comprises differences between the fair value and at par value
of shares issued for the acquisition of subsidiary
Interest in shares in Employees Benefit
Trust (EBT)
The Company set up an Employees Benefit Trust on 6 March 2015 (the Equatorial EBT)
for the benefit of its employees. The cost of shares held by the EBT are presented as a
deduction from entity.
Accumulated losses
Accumulated losses represents cumulative profits and losses, net of dividends and
other adjustments.
The accompanying notes are an integral part of these financial statements.
Share
capital
Share
premium
Share-based
compensation
reserve
Interest in
shares in
EBT
Other
Reserve
Merger
relief
reserve
Accumulated
losses
Total
£’000
£’000
£’000
£’000
£’000
£’000
£’000
£’000
At 1 January 2022
5,671
2,144
1,615
(395)
58
1,200
(6,373)
3,920
Loss for the year
-
-
-
-
-
-
(5,432)
(5,432)
Transactions
with owners:
Discounting of loan
notes
-
-
-
-
(36)
-
-
(36)
Transfer from
other reserve to
accumulated
losses
-
-
-
-
(22)
-
22
-
Share based
compensation
-
-
826
(444)
-
-
-
382
Issue of new
shares
3,976
33
-
-
-
-
-
4,009
At 31 December
2022
9,647
2,177
2,441
(839)
-
1,200
(11,783)
2,843
Loss for the year
-
-
-
-
-
-
(1,361)
(1,361)
Transactions
with owners:
Share based
compensation
-
-
1
-
-
-
-
1
Issue of new
shares
1,245
-
-
-
-
-
-
1,245
Issue of new
shares
-
-
-
-
-
-
-
-
At 31 December
2023
10,892
2,177
2,442
(839)
-
1,200
(13,144)
2,728
Aterian PLC
70
CONSOLIDATED AND COMPANY STATEMENTS OF CASH FLOWS
YEAR ENDED 31 DECEMBER 2023
Note | Group | Company | |||
31-Dec-23 | 31-Dec-22 | 31-Dec-23 | 31-Dec-22 | ||
£’000 | £’000 | £’000 | £’000 | ||
Cash flow from operating activities | |||||
Loss after tax | ( | ( | (1,361) | (5,433) | |
Adjustments for: | |||||
Depreciation | - | - | |||
Share-based payment expense | 22 | 1 | 335 | ||
Expenses settled by issue of shares | 21 | 339 | 50 | ||
Interest expense | 8 | 54 | 7 | ||
Gains on disposal of property plant and equipment | ( | - | - | ||
Farm out gain | ( | ||||
Discounting on deferred consideration | ( | ||||
Inter-company interest expense / (income) | - | (264) | |||
Provisions for expected credit losses | - | 2,444 | |||
Provision for impairment of investments | 11 | - | 2,261 | ||
Provision for impairment of goodwill | - | - | |||
Provision for impairment of property plant and equipment | 14 | - | - | ||
Foreign exchange gains | ( | - | - | ||
Operating loss before working capital | |||||
changes | ( | ( | (968) | (600) | |
Changes in working capital: | |||||
(Increase) / decrease in trade & other receivables | ( | 53 | 89 | ||
(Decrease) / increase in trade & other payables | (35) | 117 | |||
Net cash outflows from operating activities | ( | ( | (950) | (394) | |
Cash flow from investing activities | |||||
Purchase of plant and equipment | ( | ( | - | (6) | |
Proceeds from disposal of plant and equipment | - | - | |||
Capitalised E&E expenditure | ( | - | - | ||
Asset acquisition including directly attributable | |||||
costs | ( | - | (108) | ||
Funds advanced to subsidiaries | - | (482) | |||
Net cash used in investing activities | ( | ( | - | (596) | |
Cash flow from financing activities | |||||
Loan received | 23 | 342 | 150 | ||
Net proceeds from director loans | 127 | - | |||
Interest paid | ( | (22) | - | ||
Cash proceeds from issue of shares | 479 | 691 | |||
Net cash flow from financing activities | 926 | 841 | |||
Net increase/(decrease) in cash & cash | |||||
equivalents | ( | ( | (24) | (149) | |
Cash & cash equivalents at beginning of the year | 41 | 190 | |||
Cash and cash equivalents at end of the year | 17 | 41 |
The accompanying notes are an integral part of these financial statements.
Aterian PLC
71
NOTES TO THE FINANCIAL STATEMENTS
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
72
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
73
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
74
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
75
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
76
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
77
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
78
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
79
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
80
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
81
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
82
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
83
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
84
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
85
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
86
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
87
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
88
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
89
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
90
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
91
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
92
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
94
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
95
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
96
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
97
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
98
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
99
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
100
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
101
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
102
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023
Aterian PLC
103
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
YEAR ENDED 31 DECEMBER 2023