TIDMALK
RNS Number : 0904B
Alkemy Capital Investments PLC
31 May 2023
31 May 2023
Alkemy Capital Investments Plc
Annual Report & Financial Statements
Alkemy Capital Investments plc (" Alkemy ") (ALK:LSE) (JV2:FRA)
is pleased to announce the publication of its audited Annual Report
and Accounts for the year ended 31 January 2023 (the " Annual
Report "). The Annual Report is available on the Company's website,
www.alkemycapital.co.uk and is set out in full below.
KEY OPERATIONAL HIGHLIGHTS:
-- secured a site at the Wilton International Chemicals Park in the Teesside Freeport, UK.
-- completed a Class 4 Feasibility Study for TVL's Wilton LHM
refinery, demonstrating exceptional project economics, including a
pre-tax NPV of GBP2.8 (US$3.9) billion and gross revenues of
GBP49.2 (US$68.4) billion.
-- completed metallurgical testwork yielding ultra-pure lithium
hydroxide exceeding industry standards and validated by third party
cathode active material manufacturers.
-- signed partnership agreements with global metals trader
Traxys, local lithium supplier Weardale Lithium and one of the
world's largest energy multinationals bp.
-- launched an Australia strategy that will involve the
construction of a LSM refinery in Port Hedland to serve as a
refining hub for Australia spodumene miners and which will supply
TVL's Wilton LHM refinery.
-- ppointed Wave International as lead engineering and
technology partner, an industry-leading firm with a specialist
skillset in lithium refining.
-- received full planning permission from Redcar and Cleveland
Borough Council to build our Wilton LHM refinery following
extensive work from the TVL team, which included the completion of
a detailed Environmental Impact Assessment and planning
application.
-- agreed the terms of a 30 year lease at the Wilton
International Chemicals Park for TVL's Wilton LHM refinery.
-- secured a site for our LSM refinery at Boodarie in Port
Hedland, alongside bp, Posco, Fortescue Metals and Alinta
Energy.
-- received approval of our expression of interest from the UK Automotive Transport Fund.
-- signed an MOU with Recharge industries, the new owner of
Britishvolt, to supply lithium hydroxide.
-- been identified by the Critical Minerals Association (UK) as
a case study project that will form a key strategic component of
the UK's critical minerals midstream processing and refining
sector.
-- signed an MOU with battery recycling group Altilium Metals
for lithium sulphate feedstock and lithium hydroxide offtake.
-- signed an MOU with lithium technology company Lithium
Services Pty Ltd to investigate the processing of lithium from
fines materials in tailings deposits in Western Australia.
Further information
For further information, please visit Alkemy's website:
www.alkemycapital.co.uk or TVL's website
www.teesvalleylithium.co.uk .
-Ends-
Alkemy Capital Investments Plc Tel: 0207 317 0636
Sam Quinn info@alkemycapital.co.uk
VSA Capital Limited Tel: 0203 005 5000
Andrew Monk (Corporate Broking)
Andrew Raca (Corporate Finance)
Shard Capital Partners LLP Tel: 0207 186 9952
Damon Heath damon.heath@shardcapital.com
Tel: 0207 186 9927
Isabella Pierre isabella.pierre@shardcapital.com
NOTES TO EDITORS
Alkemy is seeking to establish the world's leading independent
and sustainable lithium hydroxide production by developing
state-of-the-art lithium sulphate and lithium hydroxide facilities
in Australia and the UK.
Alkemy, through its wholly-owned subsidiary Tees Valley Lithium,
has secured a 9.6 ha brownfields site with full planning permission
at the Wilton International Chemicals Park in Teesside, a major UK
Freeport, to build the UK's first and Europe's largest lithium
hydroxide processing facility.
Tees Valley Lithium has completed a Class 4 Feasibility Study
for its proposed lithium hydroxide refinery which will process
feedstock imported from various sources to produce 96,000 tonnes of
premium, low-carbon lithium hydroxide annually, representing around
15% of Europe's projected demand.
Alkemy has also secured a site near Port Hedland, Western
Australia to build a world-class sustainable lithium sulphate
refinery that will provide reliable feedstock for Tees Valley
Lithium.
Forward Looking Statements
This news release contains forward--looking information. The
statements are based on reasonable assumptions and expectations of
management and Alkemy provides no assurance that actual events will
meet management's expectations. In certain cases, forward--looking
information may be identified by such terms as "anticipates",
"believes", "could", "estimates", "expects", "may", "shall",
"will", or "would". Although Alkemy believes the expectations
expressed in such forward--looking statements are based on
reasonable assumptions, such statements are not guarantees of
future performance and actual results or developments.
may differ materially from those projected. Mining exploration
and development is an inherently risky business. In addition,
factors that could cause actual events to differ materially from
the forward-looking information stated herein include any factors
which affect decisions to pursue mineral exploration on the
relevant property and the ultimate exercise of option rights, which
may include changes in market conditions, changes in metal prices,
general economic and political conditions, environmental risks, and
community and non-governmental actions. Such factors will also
affect whether Alkemy will ultimately receive the benefits
anticipated pursuant to relevant agreements. This list is not
exhaustive of the factors that may affect any of the
forward--looking statements. These and other factors should be
considered carefully and readers should not place undue reliance on
forward-looking information.
Chairman's Statement
I have great pleasure in presenting our 2023 Annual Report.
In February 2022, Alkemy Capital Investments plc ("Alkemy" or
the "Company") announced the formation of a subsidiary called Tees
Valley Lithium Limited ("TVL") that would seek to develop the UK's
first Lithium Hydroxide processing facility.
This transaction constituted a reverse takeover transaction
under the listing rules of the London Stock Exchange and resulted
in Alkemy becoming an operating company.
Business Overview
The Company is developing two key facilities: a lithium
hydroxide ("LHM") refinery at the Wilton International Chemicals
Park in Teesside, UK and a lithium sulphate ("LSM") refinery in
Port Hedland, Australia.
Our aim is to build the most sustainable and significant
producer of lithium hydroxide globally, utilising the advantages of
the UK's chemical processing skills, infrastructure, green energy
and legislation.
China currently dominates lithium conversion capacity (currently
processing 90% of the world's Lithium Hydroxide) and increasingly
is moving upstream to secure feedstock. The market for lithium
hydroxide has been well articulated by many analysts with a
consensus forecasting that it will go into deficit causing prices
to rise significantly over the medium term.
Building a European lithium processing facility will reduce the
regional dependence on China, which currently controls 90% of the
world's lithium refining capacity, however, is expected to require
all of this production domestically in order to deliver its US$11
trillion Carbon Neutral 2060 plan.
It is also expected that Europe and the US will continue to use
the higher performance NMC batteries which require a lithium
hydroxide feedstock.
A key driver for TVL's site selection at Wilton is the 'plug
& play' advantages of the site, which boasts a plethora of
existing infrastructure and readily accessible utilities including
water, gas, steam and electricity.
To meet the demand for the switch to electric vehicles within
Europe, over 700GW of gigafactory capacity has been announced with
an annual projected demand of 650,000 tonnes for locally refined
lithium chemicals.
The Wilton LHM refinery is expected to produce enough lithium
hydroxide to supply 100% of the forecasted automotive demand in the
UK by 2030, with a further 35% of its total production available
for export to other countries in Europe and elsewhere.
TVL is currently in advanced discussions with a number of
offtake customers, including European gigafactories and electric
vehicle OEMs. These customers are increasingly focussed on price,
transparency and low embedded carbon, when sourcing high grade
lithium products.
To address this challenge, the Company plans to import
high-grade lithium feedstock in the form of technical grade lithium
carbonate from South America and lithium sulphate from our Port
Hedland LSM refinery in Australia. This will avoid loading up the
world's shipping fleets with low grade spodumene concentrates and
will reduce waste.
By sourcing low carbon feedstock and powering an electrochemical
refining process with offshore wind and green hydrogen supplied by
energy multinational bp's HyGreen Teesside project, TVL aims to
supply its UK and European customers with the world's lowest-carbon
lithium hydroxide.
2022-23 Highlights
Since TVL's launch in February 2022, we have been extremely busy
and have completed a number of significant milestones as set out
below. We have:
-- secured a site at the Wilton International Chemicals Park in the Teesside Freeport, UK.
-- completed a Class 4 Feasibility Study for TVL's Wilton LHM
refinery, demonstrating exceptional project economics, including a
pre-tax NPV of GBP2.8 (US$3.9) billion and gross revenues of
GBP49.2 (US$68.4) billion.
-- completed metallurgical testwork yielding ultra-pure lithium
hydroxide exceeding industry standards and validated by third party
cathode active material manufacturers.
-- signed partnership agreements with global metals trader
Traxys, local lithium supplier Weardale Lithium and one of the
world's largest energy multinationals bp.
-- launched an Australia strategy that will involve the
construction of a LSM refinery in Port Hedland to serve as a
refining hub for Australia spodumene miners and which will supply
TVL's Wilton LHM refinery.
-- appointed Wave International as lead engineering and
technology partner, an industry-leading firm with a specialist
skillset in lithium refining.
-- received full planning permission from Redcar and Cleveland
Borough Council to build our Wilton LHM refinery following
extensive work from the TVL team, which included the completion of
a detailed Environmental Impact Assessment and planning
application.
-- agreed the terms of a 30 year lease at the Wilton
International Chemicals Park for TVL's Wilton LHM refinery.
-- secured a site for our LSM refinery at Boodarie in Port
Hedland, alongside bp, Posco, Fortescue Metals and Alinta
Energy.
-- received approval of our expression of interest from the UK Automotive Transport Fund.
-- signed an MOU with Recharge industries, the new owner of
Britishvolt, to supply lithium hydroxide.
-- been identified by the Critical Minerals Association (UK) as
a case study project that will form a key strategic component of
the UK's critical minerals midstream processing and refining
sector.
-- signed an MOU with battery recycling group Altilium Metals
for lithium sulphate feedstock and lithium hydroxide offtake.
-- signed an MOU with lithium technology company Lithium
Services Pty Ltd to investigate the processing of lithium from
fines materials in tailings deposits in Western Australia.
Lithium Sulphate Refinery - Port Hedland
In July 2022, the Company announced the launch of its strategy
to build a lithium sulphate plant in Port Hedland, Australia, to
serve as a refining hub for Australian spodumene producers.
The Company has now secured an allocation of land at the new
Boodarie Strategic Industrial Area, alongside other global leaders
in the green industrial sector, to facilitate the development of
the Port Hedland LSM refinery
Building the Port Hedland LSM refinery will provide Australian
spodumene producers with a complete mid-stream lithium refining
solution with direct access to the European market through TVL's
Wilton LHM refinery in Teesside, UK.
This new Pilbara to Teesside supply chain will embody the new
critical minerals supply chains possible under the recently signed
free trade agreement between Australia and the UK and leverage the
competitive strengths of Australia in mining and critical minerals
processing and the UK in chemical refining.
Importantly, the Port Hedland LSM refinery will bring major
value-adding to the Pilbara region, with significant multiplier
benefits for the local community and the State of Western
Australia, whilst reducing the carbon footprint of the end-to-end
lithium battery cell supply chain to meet new European emissions
standards.
The Port Hedland LSM plant, together with the Wilton LHM
refinery, will deliver a low carbon, de-risked lithium supply chain
between Australian spodumene producers and the burgeoning European
lithium battery cell market.
Funding
Alkemy continues to consider various funding options for the
project including strategic partnerships, private equity, a
structured bond and an institutional equity component and will
update the market on progress in due course. As it is intended to
finance and operate the facility via its operating subsidiary TVL,
if this is achieved it is anticipated that there will be no
significant dilution to Alkemy's shareholders as part of the
proposed financing process.
We would like to take this opportunity to thank our shareholders
for their continued support and look forward to reporting on our
progress during the course of 2023.
Paul Atherley
Non-Executive Chairman
30 May 2023
Strategic Report
The Directors present the Strategic Report of the Company for
the year ended 31 January 2023.
Review of business and future developments
The Company was incorporated and registered in England and Wales
on 21 January 2021 and on 27 September 2021 was admitted to the
Standard Listing segment of the Official List of the UK Listing
Authority and to trading on the London Stock Exchange, having
raised GBP1.5 million (before expenses) from the issue of 2,999,999
million ordinary shares at a placing price of 50p.
The Company was formed to undertake an Acquisition of a
controlling interest in a company or business. Given their
experience, the Board focused on the mining and technology metals
sectors.
On 25 February 2022, the Company announced that it had entered
into an exclusivity agreement (the "Exclusivity Agreement") with
Sembcorp Utilities (UK) Limited and a heads of terms in respect of
a proposed option to enter into a lease over a brownfields site
(the "Site") at Wilton International (the "Agreement to Lease") and
a long lease over the Site. Wilton International is a
well-established chemical engineering park located in Teesside, a
major Freeport in the UK. The entering into the Exclusivity
Agreement and incorporation of TVL constituted an Acquisition and
reverse takeover transaction under the rules of the London Stock
Exchange.
On 19 December 2022 the Company announced that it had entered
into the Agreement to Lease pursuant to which an agreed form lease
may be entered into by TVL, a subsidiary of the Company, following
exercise of the one year option granted under the Agreement to
Lease (the "Lease"). It is intended that TVL will be the operating
company that develops the Project.
If, during the one year option period the Board determines that
the opportunities presented by the development of the Site would be
in the best interests of shareholders, the Company, via TVL,
intends to enter into the Lease and to commence the design, finance
and construct of a plant that will produce Lithium Hydroxide
Monohydrate from Lithium Sulphate Monohydrate feedstock with a view
to becoming a key supplier to the UK and European battery cell
manufacturers (the "Project").
The principal activity of the Company is to act as the holding
company to TVL, an operating subsidiary, which will enter into the
Lease. The Company will provide a parent company guarantee to
Sembcorp in order to guarantee the operating subsidiary's
obligations under the Lease. The Company aims to implement an
operating strategy with a view to generating value for its
shareholders through the creation of a Lithium Hydroxide
Monohydrate facility.
Key performance indicators
During the reporting year, the Company was focused on the
evaluation of various opportunities in the mining sector. When the
Company enters into the Lease, then financial, operational, health,
safety, and environmental KPIs will become more relevant and
reported upon as appropriate. As a result, the Directors are of the
opinion that analysis using KPI's is not appropriate for an
understanding of the business at this time.
Principal risks and uncertainties
The principal risks and uncertainties currently faced by the
Company are set out further in the Risk Management Report on page
18.
Gender analysis
A split of our Directors, senior managers and employees by
gender at the end of the financial year is as follows:
Male - 2 (directors)
Female - 2 (1 director, 1 senior manager)
The Company recognises the need to operate a gender diverse
business. The Board will also ensure any future employment takes
into account the necessary diversity requirements and compliance
with all employment law. The Board has experience and sufficient
training and qualifications in dealing with such issues to ensure
they would meet all requirements. More detail will be disclosed in
the future annual reports once the Company enters into the Lease
and has completed its transition to an operating company.
Corporate social responsibility
The Company aims to conduct its business with honesty, integrity
and openness, respecting human rights and the interests of
shareholders and employees. The Company aims to provide timely,
regular and reliable information on the business to all its
shareholders and conduct its operations to the highest
standards.
The Company strives to create a safe and healthy working
environment for the wellbeing of its staff and to create a trusting
and respectful environment, where all members of staff are
encouraged to feel responsible for the reputation and performance
of the Company.
The Company aims to establish a diverse and dynamic workforce
with team players who have the experience and knowledge of the
business operations and markets in which we operate. Through
maintaining good communications, members of staff are encouraged to
realise the objectives of the Company and their own potential.
Corporate environmental responsibility
This will become more relevant once the Company enters into the
Lease and completes its transition to an operating company. The
Board contains personnel with a good history of running businesses
that have been compliant with all relevant laws and regulations and
there have been no instances of non-compliance in respect of
environment matters.
The Company's policy is to minimize the risk of any adverse
effect on the environment associated with its activities with a
thoughtful consideration of key areas such as energy use,
pollution, transport, renewable resources, health and wellbeing.
The Company also aims to ensure that its suppliers and advisers
meet with their legislative and regulatory requirements and that
codes of best practice are met and exceeded.
Section 172(1) Statement - Promotion of the Company for the
benefit of the members as a whole
The Directors believe they have acted in the way most likely to promote
the success of the Company for the benefit of its members as a whole,
as required by s172 of the Companies Act 2006.
The requirements of s172 are for the Directors to:
1. Consider the likely consequences of any decision in the long term,
2. Act fairly between the members of the Company,
3. Maintain a reputation for high standards of business conduct,
4. Consider the interests of the Company's employees,
5. Foster the Company's relationships with suppliers, customers and others, and
6. Consider the impact of the Company's operations on the community and the environment.
The pre-revenue nature of the business is important to the
understanding of the Company by its members, employees and
suppliers, and the Directors are as transparent about the cash
position and funding requirements as is allowed under LSE
regulations.
The application of the s172 requirements can be demonstrated in
relation to the some of the key decisions made during 2022 and
after the year end:
-- The launch of TVL and the execution of the Exclusivity Agreement;
-- Completion of the Class 4 Feasibility Study;
-- The launch of an Australia strategy that will involve the
construction of a LSM refinery in Port Hedland;
-- The appointment of Wave International as lead engineering and technology partner;
-- The successful lodgement of an application for full planning
permission from Redcar and Cleveland Borough Council to build TVL's
Wilton LHM refinery;
-- The execution of the Agreement to Lease.
The Board takes seriously its corporate social responsibilities
to the environment in which it works which will become more
relevant once the Company enters into the Lease and completes its
transition to an operating company.
Paul Atherley
Non-Executive Chairman
30 May 2023
Board of Directors
Paul Atherley - Non-Executive Chairman
Mr Atherley is a highly experienced senior resources executive
with wide ranging international and capital markets experience. He
graduated as mining engineer from Imperial College London and has
held a number of senior executive and board positions. He is
currently Chairman of LSE listed Pensana Plc which is establishing
the world's first independent and sustainable rare earth processing
facility in the UK.
He is based in London and has broad experience in raising debt
and equity finance for resource companies. He served as Executive
Director of the investment banking arm of HSBC Australia where he
undertook a range of advisory roles in the resources sector. He has
completed a number of acquisitions and financings of resources
projects in Europe, China, Australia and Asia.
Mr Atherley is a strong supporter of Women in STEM and has
established a scholarship which provides funding for young women to
further their education in science and engineering.
Sam Quinn - Non-Executive Director
Sam Quinn is a corporate lawyer with over fifteen years' worth
of experience in the natural resources sector, in both legal
counsel and management positions. Mr Quinn is a principal of
Silvertree Partners, a London-based specialist corporate services
provider for the natural resources industry. In addition Mr Quinn
holds various other Non-Executive Directorships and company
secretarial roles for listed and unlisted natural resources
companies. During time spent in these roles, Mr Quinn has gained
significant experience in the administration, operation, financing
and promotion of natural resource companies.
Previously, Mr Quinn worked as the Director of Corporate Finance
and Legal Counsel for the Dragon Group, a London based natural
resources venture capital firm and as a corporate lawyer for
Jackson McDonald Barristers & Solicitors in Perth, Western
Australia and for Nabarro LLP in London.
Helen Pein - Non-Executive Director
Helen has over 30 years' experience in natural resources sector
and currently serves as a Director of Pan Iberia Ltd, Trident
Royalties Plc and Panex Resources Pty Ltd.
Helen was formerly a Director of Pangea Exploration Pty Ltd, a
company affiliated with Denham Capital where she was part of the
team directly responsible for the discovery of a number of
world-class gold and mineral sands
deposit across Africa. Helen is a recipient of the Gencor Geology Award.
Directors' Report
The Directors present their annual report together with the
financial statements and Auditor's Report for the year ended 31
January 2023. The following information is not presented in the
Directors' report as it is presented in the Strategic Report in
accordance with s414C(11); Review of business, Key Performance
Indicators, Principal risks and uncertainties, Gender analysis,
Corporate social responsibility, Corporate environmental
responsibility, Section 172(1) statement.
Results and dividends
The results of the Company for the year ended 31 January 2023
are set out in the Statement of Comprehensive Income on page 29.
The Directors do not recommend the payment of a dividend for the
year.
Directors and Directors' interests
The Directors who served during the year to date are as
follows:
Paul Atherley
Sam Quinn
Helen Pein
The beneficial shareholdings of the Board in the Company as at
31 January 2023 were as follows:
Number of ordinary % of issued share Share options
shares capital
P Atherley 3,078,000 42.75% 175,000
S Quinn 325,000 4.51% 140,000
H Pein 25,000 0.35% 75,000
Director incentives
In the year ended 31 January 2023, 390,000 options were granted
to Directors (2022: nil). As at 31 January 2023, 390,000 (2022:
nil) options issued to Directors were outstanding.
Further details on Directors remuneration can be found in the
Directors Remuneration report on page 14 of this annual report.
Substantial shareholders
As at the date of this Report, the total number of issued
Ordinary Shares with voting rights in the Company was 7,199,998.
The Company has been notified of the following interests of 3 per
cent or more in its issued share capital as at the date of this
report.
Shareholder Number of ordinary shares % of issued
share capital
--------------- -------------------------- ---------------
Paul Atherley 3,078,000 42.75%
Sam Quinn 325,000 4.51%
Corporate governance
The Company has set out its full Corporate Governance Statement
on page 20. The Corporate Governance Statement forms part of this
Directors' report and is incorporated into it by cross
reference.
Greenhouse gas disclosures
As the Group remains in the early stages of development without
any current physical operations across its portfolio of projects,
it is not practical to obtain and analyse emissions data for the
Company operations. However, given the minor level of physical
operations in the year, and the lack of any plant or office space,
the carbon footprint and climate change impact of the Group's
operations are considered to be negligible, and in any event below
the 40 MWh threshold prescribed for detailed emissions
disclosures.
As such, the Group does not consider it relevant to provide
climate related disclosures under the recently enacted TCFD
guidelines, nor would determination of the relevant emissions data
be practical. Once the Group has commenced the construction of
physical premises across any of its projects, and hence
transitioned into an operating company, it will revisit its
position on climate disclosures accordingly.
Supplier payment policy
The Company's current policy concerning the payment of trade
creditors is to follow the CBI's Prompt Payers Code (copies are
available from the CBI, Centre Point, 103 New Oxford Street, London
WC1A 1DU).
The Company's current policy concerning the payment of trade
creditors is to:
-- settle the terms of payment with suppliers when agreeing the terms of each transaction;
-- ensure that suppliers are made aware of the terms of payment
by inclusion of the relevant terms in contracts; and
-- pay in accordance with the Company's contractual and other legal obligations.
Financial instruments and risk management
The Company is exposed to a variety of financial risks and the
impact on the Company's financial instruments are summarised in the
Risk Management Report. Details of the Company's financial
instruments are disclosed in note 14 to the financial
statements.
Directors' insurance
The Company has implemented Directors and Officers Liability
Indemnity Insurance.
Events after the reporting year
On 7 February 2023 the Company announced that it had entered
into an MOU with Recharge Industries Pty Ltd, an Australian
lithium-ion battery company who had successfully bid to purchase
Britishvolt, a planned GBP3.8 billion lithium-ion gigafactory in
northern England. Under the MOU TVL and Recharge agreed to
negotiate toward executing a definitive offtake agreement to supply
low-carbon lithium hydroxide.
On 1 March 2023 the Company announced that Recharge Industries
had completed the acquisition of Britishvolt and that it was
advancing discussions with Recharge.
On 26 April 2023 the Company signed an MOU with battery
recycling group Altilium Metals for lithium sulphate feedstock and
lithium hydroxide offtake.
On 11 May 2023 the Company signed an MOU with lithium technology
company Lithium Services Pty Ltd to investigate the processing of
lithium from fines materials in tailings deposits in Western
Australia.
Going concern
As part of their assessment of going concern, the Directors have
prepared cash forecasts to determine the funding requirements of
the business over the 18 months from the reporting date, as the
Group continues to develop its LHM refinery at Wilton and LSM
refinery in Port Hedland. Cash requirements over this period have
been projected in the range of a GBP2m minimum (decelerated project
development case) to GBP12m maximum (accelerated project
development case) depending on the level of technical project
development work being undertaken, as determined by funding
availability.
As at the date of this report, the Directors are considering a
variety of funding options from numerous parties to consider the
option best suited to balancing the immediate cash flow needs of
the business and desire to accelerate the project development
timeframe against the need to avoid unnecessary dilution of the
shareholders during a period of depressed equity market prices.
Options ranging from project lending facilities, convertible
lending facilities and equity fundraising are under consideration,
and the Board anticipates concluding this process in the near
term.
The Directors are reasonably confident that the necessary
funding will be secured, as and when required, by executing on one
of the options under consideration, such that the Directors have a
reasonable expectation that the Company will continue in
operational existence for the foreseeable future. However as
successful execution of one of the above fundraising options cannot
be assured, a material uncertainty exists in this regard.
Accordingly, the Directors believe that as at the date of this
report it is appropriate to continue to adopt the going concern
basis in preparing the financial statements.
Disclosure of information to Auditors
The Directors confirm that:
-- So far as each Director is aware, there is no relevant audit
information of which the company's auditor is unaware; and
-- The Directors have taken all steps that they ought to have
taken as Directors in order to make themselves aware of any
relevant audit information and to establish that the auditors are
aware of that information.
Auditor
A resolution proposing the re-appointment of Crowe U.K. LLP as
auditor will be put to shareholders at the Annual General
Meeting.
This Directors' Report has been approved by the Board and signed
on its behalf by:
Paul Atherley
Non-Executive Chairman
30 May 2023
Directors' Remuneration Report
Until the Lease is entered into and the Company completes its
transition to an operating company, the Company will not have a
separate remuneration committee. The Board will instead
periodically review the quantum of Directors' fees, taking into
account the interests of shareholders and the performance of the
Company and the Directors.
The items included in this report are unaudited unless otherwise
stated.
The Directors who held office at 31 January 2023 are summarised
as follows:
Name of Director Position
================= =======================
P Atherley Non-Executive Chairman
S Quinn Non-Executive Director
H Pein Non-Executive Director
Directors' Letters of appointment
Letter of Appointment - Paul Atherley
Pursuant to a letter of appointment dated 21 September 2021
between the Company and Mr Atherley, Mr Atherley is engaged as
Chairman with fees of GBP24,000 per annum. The appointment can be
terminated by either party on three months written notice.
Letter of Appointment - Sam Quinn
Pursuant to a letter of appointment dated 21 September 2021
between the Company and Sam Quinn, Mr Quinn is engaged as a
Non-Executive Director with fees of GBP18,000 per annum. The
appointment can be terminated by either party on three months
written notice.
Letter of Appointment - Helen Pein
Pursuant to a letter of appointment dated 21 September 2021
between the Company and Helen Pein, Helen is engaged as a
Non-Executive Director with fees of GBP18,000 per annum. The
appointment can be terminated by either party on three months
written notice.
In addition to the salaries received under the service
agreements referenced above, Sam Quinn and Helen Pein will be
remunerated for additional work performed for the Company which is
outside the scope of their service agreements, including project
due diligence, consultancy and management services. Sam Quinn and
Helen Pein's contractual daily rate for these additional services
is GBP1,000 per day and both Sam Quinn and Helen Pein shall be
subject to a maximum of 3 days per calendar month.
Pursuant to a consultancy agreement dated 21 September 2021
between the Company and Selection Capital Investments Limited the
("Consultancy Agreement"), Paul Atherley is engaged as Key
Personnel (as defined under the Consultancy Agreement) contracted
to provide services to the Company in consideration of payment of
GBP1,500 per day with a maximum amount of days contracted to be 3
days per calendar month.
Terms of appointment
The services of the Directors are provided under the terms of
letters of appointments, as follows:
Director Year of appointment Number of periods Date of current
completed engagement letter
=========== ==================== ================== ===================
P Atherley 2021 2 21 September 2021
S Quinn 2021 2 21 September 2021
H Pein 2021 2 21 September 2021
-------------------- ------------------ -------------------
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 Company may from time to time seek to review salary levels
of Directors, taking into account performance, time spent in the
role and market data for the relevant role. It is intended that
there will be a salary review during the next year as the Company
transitions to an operating company.
Policy for new appointments
It is not intended that there will be any new appointments to
the Board in the near term. It is intended that a full review of
the Board will take place on an annual basis following the
Company's full transition to an operating Company following the
entering into of the Lease.
Directors' emoluments and compensation (audited)
Remuneration paid to the Directors' during the year ended 31
January 2023 was as follows (all figures are stated in GBP):
Year Ended 31 January 2023:
Directors Salary/Consulting
Director fees fees Total remuneration
------------ ------------- ---------- ------------------ -------------------
P Atherley 31 Jan 2023 24,000 69,000 93,000
------------ ------------- ---------- ------------------ -------------------
S Quinn 31 Jan 2023 18,000 48,600 66,600
------------ ------------- ---------- ------------------ -------------------
H Pein 31 Jan 2023 18,000 - 18,000
------------ ------------- ---------- ------------------ -------------------
Total 31 Jan 2023 60,000 117,600 177,600
------------ ------------- ---------- ------------------ -------------------
Period Ended 31 January 2022:
Directors Salary/Consulting
Director fees fees Total remuneration
------------ ------------- ---------- ------------------ -------------------
P Atherley 31 Jan 2022 8,267 - 8,267
------------ ------------- ---------- ------------------ -------------------
S Quinn 31 Jan 2022 6,200 14,400 20,600
------------ ------------- ---------- ------------------ -------------------
H Pein 31 Jan 2022 6,000 - 6,000
------------ ------------- ---------- ------------------ -------------------
Total 31 Jan 2022 20,467 14,400 34,867
------------ ------------- ---------- ------------------ -------------------
Director incentives
In the year ended 31 January 2023, 390,000 options were granted
to Directors (2022: nil). As at 31 January 2023, 390,000 (2022:nil)
options issued to Directors were outstanding.
Directors' Remuneration Policy
Pursuant to the Directors' letters of appointment, as described
above, the Directors receive fees, all payable monthly in arrears.
There is currently a long-term incentive plan in operation for the
Directors by way of share incentive options.
Based on the foregoing, the remuneration policy of the Company
can be summarised as follows:
How the element Operation Maximum potential Performance measures used,
supports our strategic of the element payout and weighting and time period
objectives payment at applicable
threshold
Base Pay
--------------------- ------------------ ------------------------------------
Recognises the Paid in 12 Contractual None
role and the responsibility monthly instalments sum
for the delivery
of strategy and
results
--------------------- ------------------ ------------------------------------
Pensions
--------------------- ------------------ ------------------------------------
None n/a n/a n/a
--------------------- ------------------ ------------------------------------
Short term incentives
--------------------- ------------------ ------------------------------------
None n/a n/a n/a
--------------------- ------------------ ------------------------------------
Long term incentives
--------------------- ------------------ ------------------------------------
Aligns directors Share options TBC 1/3 of the option vest immediately;
and shareholders issued 1/3 of the options vest
in share price following the completion
and project development of the fund raising to fund
construction of the first
24,000 tpa capacity at TVL's
Lithium Hydroxide project
at Wilton International;
and 1/3 of the options vest
following commissioning
of the first 24,000 tpa
capacity at the project.
--------------------- ------------------ ------------------------------------
A remuneration committee is expected to be appointed once the
Lease is entered into, to consider an appropriate level of
Directors' remuneration.
Although there is no formal Director shareholding policy in
place, the Board believe that share ownership by Directors
strengthens the link between their personal interests and those of
shareholders.
No views were expressed by shareholders during the year on the
remuneration policy of the Company.
Other matters
The Company does not currently have any short-term incentive
schemes in place for any of the Directors.
The Company does not have any pension plans for any of the
Directors and does not pay pension amounts in relation to their
remuneration.
This Directors' Remuneration Report has been approved by the
Board and signed on its behalf by:
Paul Atherley
Non-Executive Chairman
30 May 2023
Risk Management Report
The Company has undertaken an evaluation of the risks it is
exposed to which are summarised as follows:
There is no assurance that the Company will determine that the
Project is economically viable and the Company may elect not to
execute the option granted under the Agreement to Lease
The success of the Company's business strategy is dependent on
its ability to identify sufficient suitable acquisition
opportunities. Whist the Company believes that the Project presents
a good opportunity, it is still in the process of evaluating such
opportunity. If the Company fails to complete the development of
the Project it may be left with substantial unrecovered transaction
costs, potentially including fees, legal costs, accounting costs,
due diligence or other expenses. Furthermore, even if an agreement
is reached relating to the Project, the Company may fail to
complete the Project for reasons beyond its control. Any such event
will result in a loss to the Company of the related costs incurred,
which could materially adversely affect subsequent attempts to
identify and acquire another target business.
Development and production activities are capital intensive and
inherently uncertain in their outcome and the Company may not make
a return on its investments, recover its costs or generate cash
flows.
The construction of industrial facilities are capital intensive.
In addition, environmental damage could greatly increase the cost
of operations, and various operating conditions may adversely and
materially affect the levels of production. These conditions
include delays in obtaining governmental approvals or consents,
insufficient storage or transportation capacity or a change in
demand for the product. While diligent supervision and effective
maintenance operations can contribute to maximising production
rates over time, production delays and declines from normal
operations cannot be eliminated and may adversely and materially
affect the revenues, cash flow, business, results of operations and
financial resources and condition of the Company and its subsidiary
undertakings from time to time (the "Group").
Currently the Group has insufficient capital to meet the funding
requirements for the development of the Project
As the Company is still evaluating the Project, it is still
considering the associated costs with the development of the
Project and the amount of additional capital that may be
required.
The Company will need to raise additional funding in the near
term to meet its working capital requirements for the next twelve
months. In addition to working capital needs, the Company is of the
opinion that if it decides to proceed with the Project, the Group
does not have sufficient capital in order to complete the
construction of the Project and hence will be required to raise
additional funds in support of project development expenditure
requirements.
Based on a high-level preliminary review of expected costs the
Directors anticipate that a total of approximately GBP250 - 300
million (excluding financing costs) of additional equity and / or
debt financing will be required and subject to the outcome of the
feasibility and engineering studies the Company's confirmation to
proceed with the Project to fund the evaluation, development and
construction of the Project. The Company intends to raise the
development costs of the Project by:
(a) Debt finance - Any debt finance in respect of the Company
for the purposes of developing and completing the Project, is
likely to be subject to customary conditions precedent. As of the
date of this document, the Company has not yet begun the formal
process of seeking third party debt financing in respect of the
Project, however the Company expects to carry out this process
immediately following completion of the feasibility studies and the
Company's confirmation to proceed with the Project.
(b) Equity finance - In relation to any equity financing, the
Company expects to engage advisers to assist the Company with its
equity funding requirements. The Company has not yet begun the
formal process of seeking formal engagement with advisers for
equity financing in respect of the Project, however the Company
expects to carry out this process in due course following
completion of the feasibility and engineering studies.
Based on the Company's informal discussions with potential debt
and equity providers to date, the Directors are confident that
within the period of twelve months following the date of this
document the Group will be able to secure all the necessary finance
required to develop and complete the Project.
The failure to secure additional financing or to secure such
additional financing on terms acceptable to the Company could have
a material adverse effect on the continued development or growth of
the acquired business, prospects, and the financial condition and
results and operations of the Group and could, ultimately lead to
the insolvency of the Company.
The price of lithium hydroxide is affected by factors beyond the
Group's control
If the Group proceeds with the Project, and the market price of
lithium hydroxide decreases significantly for an extended period of
time, the ability for the Group to attract finance and ultimately
generate profits could be adversely affected. Numerous external
factors and industry factors that are beyond the control of the
Group that affect the price of lithium hydroxide include:
-- industrial demand;
-- levels of production;
-- rapid short term changes in supply and demand because of
speculative or hedging activities; and
-- global or regional political or economic events.
The price at which the Group can sell any lithium hydroxide it
may produce in the future will therefore be relevant to the future
revenues that can be generated by the Group and its ability to
finance the Company going forward and any adverse effects on such
price could have a material adverse effect on the Group's business,
financial performance, results of operations and prospects.
The Company may be unable to hire or retain personnel required
to support the Company going forward
The Group's ability to compete depends upon its ability to
retain and attract highly qualified management and technical
personnel. Following completion of the Project, the Company will
evaluate the personnel of the acquired business and may determine
that it requires increased support to operate and manage the
acquired business in accordance with the Company's overall business
strategy. There can be no assurance that existing personnel of the
acquired business will be adequate or qualified to carry out the
Company's strategy, or that the Company will be able to hire or
retain experienced, qualified employees to carry out the Company's
strategy
During the development of the Project, the Company may be unable
to acquire or renew necessary concessions, licenses, permits and
other authorisations
The Project will require certain concessions, licences, permits
and other authorisations to carry out its operations. Any delay in
obtaining or renewing a license, permit or other authorisation may
result in a delay in investment or development of a resource and
may have a materially adverse effect on the acquired business'
results of operations, cash flows and financial condition. In
addition, any concessions, licences, permits and other
authorisations of the Project may be suspended, terminated or
revoked if it fails to comply with the relevant requirements.
Failure to obtain (and shortages and disruptions in lead times
to deliver) certain key inputs may adversely affect the Company's
operations during the development of the Project
During the development of the Project, the Company's inability
to timely acquire feedstock, strategic consumables, raw materials,
and processing equipment could have an adverse impact on any
results of operations and financial condition. Periods of high
demand for supplies can arise when availability of supplies is
limited. This can cause costs to increase above normal inflation
rates. Interruption to supplies or increase in costs could
adversely affect the operating results and cash flows of the
Company during the development of the Project.
This Risk Management Report has been approved by the Board and
signed on its behalf by:
Paul Atherley
Non-Executive Chairman
30 May 2023
Corporate Governance Statement
The Company observes the requirements of the Quoted Company
Alliance corporate governance code (the "QCA Code") and is in
compliance with the QCA Code, save as set out below:
1. Given the composition of the Board, certain provisions of the
QCA Code are considered by the Board to be inapplicable to the
Company. Specifically, the Company does not consider it necessary
to have a senior independent Director and the Board will, at the
outset, consist of only non-executive Directors.
2. The QCA Code also recommends the submission of Directors for
re-election at annual intervals. No Director will be required to
submit for re-election until the first annual general meeting of
the Company following the Acquisition.
In the future, the Directors may seek to transfer from a
Standard Listing to either a Premium Listing or other appropriate
stock market (although there can be no guarantee that the Company
will fulfil the relevant eligibility criteria at the time and that
a transfer to a Premium Listing or other appropriate stock market
will be achieved). However, in addition to or in lieu of a Premium
Listing, the Company may determine to seek a listing on another
stock exchange. Following such a Premium Listing, the Company would
comply with the continuing obligations contained within the Listing
Rules and the Disclosure and Transparency Rules in the same manner
as any other company with a Premium Listing.
The Company does not have nomination, remuneration, audit or
risk committees. The Board as a whole will instead review its size,
structure and composition, the scale and structure of the
Directors' fees (taking into account the interests of shareholders
and the performance of the Company), take responsibility for the
appointment of auditors and payment of their audit fee, monitor and
review the integrity of the Company's financial statements and take
responsibility for any formal announcements on the Company's
financial performance. Following entry into the Lease, the Board
intends to put in place nomination, remuneration, audit and risk
committees.
The Board has a share dealing code that complies with the
requirements of the Market Abuse Regulations. All persons
discharging management responsibilities (comprising only the
Directors) comply with the share dealing code.
Carbon emissions
The Company currently has no trade, and one employee other than
the Directors and has no office. Therefore, the Company has minimal
carbon emissions and it is not practical to obtain emissions data
at this stage.
Board of Directors
The Company has a Board it believes is well suited for the
purposes of implementing its business strategy, combining skill
sets for the assessment of investment and acquisition of royalties
and streams in the mining sector.
The Directors are responsible for carrying out the Company's
objectives, implementing its business strategy and conducting its
overall supervision. Acquisition, divestment and other strategic
decisions will all be considered and determined by the Board.
The Board will provide leadership within a framework of prudent
and effective controls. The Board will establish the corporate
governance values of the Company and will have overall
responsibility for setting the Company's strategic aims, defining
the business plan and strategy and managing the financial and
operational resources of the Company.
The Board aims to hold meetings on a quarterly basis and is
regularly in contact to discuss prospective acquisition
opportunities.
The Articles of the Company contain express provisions relating
to conflicts of interest in line with the Companies Act 2006.
Shareholder communications
The Company uses its corporate website (www.alkemycapital.co.uk)
to ensure that the latest announcements, press releases and
published financial information are available to all shareholders
and other interested parties.
The AGM is used to communicate with both institutional
shareholders and private investors and all shareholders are
encouraged to participate. Separate resolutions are proposed on
each issue so that they can be given proper consideration and there
is a resolution to approve the Annual Report and Accounts. Notice
of the AGM is sent to shareholders at least 21 days before the
meeting and the results are announced to the London Stock Exchange
and are published on the Company's website.
Paul Atherley
Non-Executive Chairman
30 May 2023
Directors' Responsibility Statement
The Directors are responsible for preparing the Annual Report
and the Financial Statements in accordance with applicable law and
regulations .
Company law requires the Directors to prepare Financial
Statements for each financial year. Under that law the Directors
have elected to prepare the financial statements in accordance with
UK Adopted International Accounting Standards ("IAS"). Under
company law the Directors must not approve the financial statements
unless they are satisfied that they give a true and fair view of
the state of affairs of the Company and of the profit or loss for
that period.
In preparing these financial statements, the Directors are
required to:
1. select suitable accounting policies and then apply them consistently;
2. make judgements and accounting estimates that are reasonable and prudent;
3. state whether applicable IASs as adopted by the United
Kingdom have been followed, subject to any material departures
disclosed and explained in the financial statements; and
4. prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Company and Company
will continue in business.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Company's
transactions and disclose with reasonable accuracy at any time the
financial position of the Company and enable them to ensure that
the Financial Statements and the Directors Remuneration Report
comply with the Companies Act 2006. They are also responsible for
safeguarding the assets of the Company and Company, and hence for
taking reasonable steps for the prevention and detection of fraud
and other irregularities.
They are also responsible to make a statement that they consider
that the Annual Report and Financial Statements, taken as a whole,
is fair, balanced, and understandable and provides the information
necessary for the shareholders to assess the Company's position and
performance, business model and strategy.
The Directors are responsible for the maintenance and integrity
of the corporate and financial information included on the
Company's website. Legislation in the United Kingdom. governing the
preparation and dissemination of the Financial Statements may
differ from legislation in other jurisdictions.
Directors' responsibility statement pursuant to disclosure and
Transparency Rule
Each of the Directors, whose names and functions are listed
within the Board of Directors confirm that, to the best of their
knowledge:
1. the financial statements are prepared in accordance with IFRS
as adopted by the United Kingdom, give a true and fair view of the
assets, liabilities, financial position and loss of the Company;
and
2. the Annual Report and financial statements, including the
Strategic Report, includes a fair review of the development and
performance of the business and the position of the Company,
together with a description of the principal risks and
uncertainties that they face.
Approved by the Board on 30 May 2023
Paul Atherley
Non-Executive Chairman
Independent auditor's report to the members of Alkemy Capital
Investments Plc
Opinion
We have audited the financial statements of Alkemy Capital
Investments Plc (the "company") and its subsidiaries (the 'group')
for the year ended 31 January 2023 which comprise consolidated
statement of comprehensive income, consolidated statement of
financial position, consolidated statement of changes in equity,
consolidated statement of cash flows, company statement of
financial position, company statement of changes in equity, company
statement of cash flows and notes to the financial statements,
including significant accounting policies. The financial reporting
framework that has been applied in their preparation is applicable
law and UK-adopted international accounting standards.
In our opinion the financial statements:
-- give a true and fair view of the state of the group's and of
the company's affairs as at 31 January 2023 and of the group's loss
for the year then ended;
-- have been properly prepared in accordance with UK-adopted
international accounting standards;
-- have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the
Auditor's responsibilities for the audit of the financial
statements section of our report. We are independent of the group
and the company in accordance with the ethical requirements that
are relevant to our audit of the financial statements in the UK,
including the FRC's Ethical Standard as applied to listed public
interest entities, and we have fulfilled our other ethical
responsibilities in accordance with these requirements. We believe
that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Material uncertainty relating to going concern
We draw attention to the section headed Going Concern on page 12
of the financial statements, which details the factors the Company
has considered when assessing the going concern position. As
detailed in the relevant note on page 12, the uncertainty
surrounding the availability of funds to finance the commercial
development of the Company's projects indicates the existence of a
material uncertainty that may cast significant doubt on the
Company's ability to continue as a going concern. Our opinion is
not modified in respect of this matter.
In auditing the financial statements, we have concluded that the
directors' use of the going concern basis of accounting in the
preparation of the financial statements is appropriate. Our
evaluation of the directors' assessment of the company's ability to
continue to adopt the going concern basis of accounting
included:
-- Discussions with management in relation to the future plans of the Company and Group.
-- Reviewing activity after the year end to the date of singing the financial statements.
-- Reviewing the directors' going concern assessment including
the worst-case scenario cash flow forecast that covers at least 12
months from the date we expect to sign the audit report.
-- Assessing the cash flow requirements of the Company and Group based on forecast capital and administrative expenditure for 12 months after the date of signing.
-- Understanding what forecast expenditure is committed and what
could be considered discretionary.
-- Considering the liquidity of existing assets of the statement of financial position.
-- Considering the options available to management for further
fundraising, or additional sources of finance.
-- Considering potential downside scenarios and the resultant
impact on funding requirements and the Company and Groups ability
to raise such funds.
-- Making enquiries of management as to its knowledge of events
or conditions beyond the period of their assessment that may cast
significant doubt on the Company's ability to continue as a going
concern, and evaluating the reliability of the data underpinning
the forecast cash flows.
Our responsibilities and the responsibilities of the directors
with respect to going concern are described in the relevant
sections of this report.
Overview of our audit approach
Materiality
In planning and performing our audit we applied the concept of
materiality. An item is considered material if it could reasonably
be expected to change the economic decisions of a user of the
financial statements. We used the concept of materiality to both
focus our testing and to evaluate the impact of misstatements
identified.
Based on our professional judgement, we determined overall
materiality for the financial statements as a whole to be
GBP125,000 (2022 GBP39,500), based on approximately 5% of loss
before taxation. Materiality for the parent company financial
statements as a whole was set at GBP28,000 (2022: GBP39,500) based
on approximately 5% of loss before taxation. We consider this basis
of determining materiality to be appropriate for a holding
entity.
We use a different level of materiality ('performance
materiality') to determine the extent of our testing for the audit
of the financial statements. Performance materiality is set based
on the audit materiality as adjusted for the judgements made as to
the entity risk and our evaluation of the specific risk of each
audit area having regard to the internal control environment.
Performance materiality was set at 70% of materiality for the
financial statements as a whole, which equates to GBP87,500 (2022:
GBP27,650) for the group and GBP35,000 (2022: GBP24,500) for the
parent.
Where considered appropriate performance materiality may be
reduced to a lower level, such as, for related party transactions
and directors' remuneration.
We agreed with the Audit Committee to report to it all
identified errors in excess of GBP6,250 (2022: GBP1,975). Errors
below that threshold would also be reported to it if, in our
opinion as auditor, disclosure was required on qualitative
grounds.
Overview of the scope of our audit
Our audit was scoped by obtaining an understanding of the group
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 identified two significant components, being the parent
company and its principal operating subsidiary, Tees Valley Lithium
Limited. The base of operations is in the United Kingdom, which is
where the head office is. Our group audit strategy focused on the
significant components which were subject to a full scope
audit.
The group is accounted for from one central location, it's
registered office in the United Kingdom. The audit of the group was
performed by Crowe in the UK. The consolidation was also subject to
a full scope audit performed by the Group audit team.
The remaining components of the group were considered
non-significant. All balances material to the group were audited
and the remaining balances subject to analytical procedures by the
Crowe audit team.
Key Audit Matters
The key audit matters identified in the current year are:
-- Going concern (see material uncertainty related to going
concern section above)
-- Capitalisation of intangible assets
Key audit matters are those matters that, in our professional
judgment, 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) we identified, including those 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.
Key audit matter How our scope addressed the key audit
matter
===================================== ============================================
Capitalisation of intangible assets
During the period Tees Valley We reviewed the accounting policies
Lithium began capitalising adopted by management in relation to
expenditure incurred in relation the intangible assets and whether they
to the proposed site. are consistent with IFRS.
The risk is that the point We obtained an understanding of the
at which capitalisation commences design and implementation of systems
is inappropriate. and controls relevant to the impairment
Amortisation will begin when assessment.
the site is at a point where We reviewed the documentation to support
it could be brought into commercial the trigger point of capitalisation,
use. being the successful granting of planning
permission at the site.
We reviewed a sample of capitalised
invoices to ensure that these were capital
in nature and related to the underlying
asset.
We ensured that the financial statements
disclosures are fairly presented, complete
and accurate.
Based on our work performed, we concluded
that the carrying value of the intangible
assets is reasonable after proposed
audit adjustments.
===================================== ============================================
Our audit procedures in relation to these matters were designed
in the context of our audit opinion as a whole. They were not
designed to enable us to express an opinion on these matters
individually and we express no such opinion.
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 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.
Opinions on other matters prescribed by the Companies Act
2006
In our opinion the part of the directors' remuneration report to
be audited has been properly prepared in accordance with the
Companies Act 2006.
In our opinion based on the work undertaken in the course of our
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.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and
the parent company and their environment obtained in the course of
the audit, we have not identified material misstatements in the
strategic report or the directors' report.
We have nothing to report in respect of the following matters in
relation to which the Companies Act 2006 requires us to report to
you if, in our opinion:
-- adequate accounting records have not been kept by the
company, or returns adequate for our audit have not been received
from branches not visited by us; or
-- the company financial statements and the part of the
directors' remuneration report to be audited are not in agreement
with the accounting records and returns; or
-- certain disclosures of directors' remuneration specified by law are not made; or
-- we have not received all the information and explanations we require for our audit
Responsibilities of the directors for the financial
statements
As explained more fully in the directors' responsibilities
statement set out on page 23, 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 the parent company or to cease operations, or have no
realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial
statements
Our objectives are to obtain reasonable assurance about whether
the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an
auditor's report that includes our opinion. Reasonable assurance is
a high level of assurance but is not a guarantee that an audit
conducted in accordance with ISAs (UK) will always detect a
material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial
statements.
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. The extent to which
our procedures are capable of detecting irregularities, including
fraud is detailed below:
We obtained an understanding of the legal and regulatory
frameworks that are applicable to the company and the procedures in
place for ensuring compliance in the jurisdictions where the
company operates, focusing on those laws and regulations that have
a direct effect on the determination of material amounts and
disclosures in the financial statements. The laws and regulations
we considered in this context were the Companies Act 2006 and
relevant taxation legislation.
We assessed the nature of the group's business, the control
environment and performance to date when evaluating the incentives
and opportunities to commit fraud.
We identified the greatest risk of material impact on the
financial statements from irregularities, including fraud, to be
the override of controls by management to manipulate financial
reporting and misappropriate funds. Our procedures to address the
risk of management override included:
-- enquiries of management about their own identification and
assessment of the risks of irregularities;
-- review of the system for the generation, authorisation and
posting of journal entries;
-- obtaining supporting evidence for a risk-based sample of
journals, derived using a data analytics tool;
-- audit of significant transactions outside the normal course
of business, or those that appear unusual;
-- considering audit adjustments identified from our audit work
for evidence of bias in reporting;
-- considering significant estimates and judgements made by
management for evidence of bias, and performing retrospective
reviews where applicable;
-- reviewing the other information presented in the annual
report for fair representation and consistency with the audited
financial statements and the information available to us as the
auditors.
Owing to the inherent limitations of an audit, there is an
unavoidable risk that some material misstatements of the financial
statements may not be detected, even though the audit is properly
planned and performed in accordance with the ISAs (UK). The
potential effects of inherent limitations are particularly
significant in the case of misstatement resulting from fraud
because fraud may involve sophisticated and carefully organized
schemes designed to conceal it, including deliberate failure to
record transactions, collusion or intentional misrepresentations
being made to us.
A further description of our responsibilities for the audit of
the financial statements is located on the Financial Reporting
Council's website at: www.frc.org.uk/auditorsresponsibilities. This
description forms part of our auditor's report.
Other matters which we are required to address
We were appointed by the Audit Committee on 27 March 2022 to
audit the financial statements for the period ended 31 January
2022. Our total uninterrupted period of engagement is 2 years,
covering the period ended 31 January 2022 to year ended 31 January
2023.
The non-audit services prohibited by the FRC's Ethical Standard
were not provided to the company and we remain independent of the
company in conducting our audit.
Our audit opinion is consistent with the additional report to
the audit committee.
Use of our report
This report is made solely to the company's members, as a body,
in accordance with Chapter 3 of Part 16 of the Companies Act 2006.
Our audit work has been undertaken so that we might state to the
company's members those matters we are required to state to them in
an auditor's report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to
anyone other than the company and the company's members as a body,
for our audit work, for this report, or for the opinions we have
formed.
Matthew Stallabrass
Senior Statutory Auditor
for and on behalf of
Crowe U.K. LLP
Statutory Auditor
London
Date: 30 May 2023
Consolidated Statement of Comprehensive Income
for the year to 31 January 2023
Notes Year to Period to
31 January 31 January
2023 2022
GBP GBP
------------------------------------------ ------ ------------ ------------
Continuing operations
Administrative expenses 4 (1,298,002) (466,903)
Project Development expenses 4 (1,298,011) (330,747)
Business Development costs (12,866) -
Finance costs (1,536) -
Foreign exchange gains (losses) (34,344) -
------------------------------------------ ------ ------------ ------------
Loss before taxation (2,644,759) (797,650)
Taxation 7 - -
------------------------------------------ ------ ------------ ------------
Loss after taxation (2,644,759) (797,650)
------------------------------------------ ------ ------------ ------------
Other Comprehensive Income
Foreign exchange differences
on translation of overseas subsidiaries (2,645) -
------------------------------------------ ------ ------------ ------------
Total Comprehensive loss for
the year (2,647,404) (797,650)
------------------------------------------ ------ ------------ ------------
Earnings per share:
Basic and diluted earnings per
share (pence) 8 (40.24p) (19.88p)
------------------------------------------ ------ ------------ ------------
The notes on pages 36 to 51 are an integral part of these
financial statements.
Consolidated Statement of Financial Position
As at 31 January 2023
Notes 31 January 31 January
2023 2022
GBP GBP
----------------------------------- --------- ------------ -----------
Non Current Assets
Intangibles - Project development
costs 10 298,813 -
----------------------------------- --------- ------------ -----------
Total Non Current Assets 298,813 -
----------------------------------- --------- ------------ -----------
Current assets
Trade and other receivables 11 212,125 73
Cash and cash equivalents 12 12,356 1,113,923
----------------------------------- --------- ------------ -----------
Total Current Assets 224,481 1,113,996
----------------------------------- --------- ------------ -----------
Total Assets 523,294 1,113,996
----------------------------------- --------- ------------ -----------
Equity
Share Capital 14 144,000 120,000
Share Premium 14 2,413,243 1,279,094
Share Based Payments 14 63,221 -
Foreign Exchange Reserve (2,645) -
Retained Earnings (3,442,409) (797,650)
----------------------------------- ---------
Total Equity (824,590) 601,444
Current Liabilities
Trade and other payables 13 1,021,595 512,552
Short Term Borrowings 17 326,289 -
----------------------------------- --------- ------------ -----------
Current and Total Liabilities 1,347,884 512,552
----------------------------------- --------- ------------ -----------
Total Equity and Liabilities 523,294 1,113,996
----------------------------------- --------- ------------ -----------
The notes on pages 36 to 51 are an integral part of these
financial statements.
The financial statements were approved and authorised for issue
by the Board on 30 May 2023.
Paul Atherley
Director
Alkemy Capital Investments plc
Consolidated Statement of Changes in Equity
For the year ended 31 January 2023
Share Foreign
Share Share Based Payments Exchange Retained
capital Premium Reserve Earnings Total
GBP GBP GBP GBP GBP GBP
--------- ---------- ---------------- ---------- ---------- ----------
On incorporation 60,000 - - - - 60,000
Loss for the year - - - - (797,650) (797,650)
--------- ---------- ---------------- ---------- ---------- ----------
Total Comprehensive
income - - - - (797,650) (797,650)
Transactions with
owners:
Issue of shares 60,000 1,279,094 - - - 1,339,094
--------- ---------- ---------------- ---------- ---------- ----------
Total transactions
with owners 60,000 1,279,094 - - - 1,339,094
Balance at 31 January
2022 120,000 1,279,094 - - (797,650) 601,444
--------- ---------- ---------------- ---------- ---------- ----------
Share Foreign
Share Share Based Payments Exchange Retained
capital Premium Reserve Earnings Total
GBP GBP GBP GBP GBP GBP
--------- ---------- ---------------- ---------- ------------ ------------
As at 1 February
2022 120,000 1,279,094 - - (797,650) 601,444
Loss for the year - - - - (2,644,759) (2,644,759)
Foreign exchange
losses on translation
of overseas subsidiaries - - - (2,645) - (2,645)
--------- ---------- ---------------- ---------- ------------ ------------
Total Comprehensive
income - - - (2,645) (2,644,759) (2,647,404)
Transactions with
owners:
1,158
Issue of shares 24,000 1,134,149 - - - 149
Issue of options - - 63,221 - - 63,221
--------- ---------- ---------------- ---------- ------------ ------------
Total transactions
with owners 24,000 1,134,149 63,221 - - 1,221,370
Balance at 31 January
2023 144,000 2,413,243 63,221 (2,645) (3,442,409) (824,590)
--------- ---------- ---------------- ---------- ------------ ------------
The notes on pages 36 to 51 are an integral part of these
financial statements.
Consolidated Statement of Cash Flows
for the year ended 31 January 2023
Notes Year to Period to
31 January 31 January
2023 2022
GBP GBP
--------------------------------------- ------ -------------- ------------
Cash flows from Operating Activities
Loss for the year before tax (2,644,759) (797,650)
Share based payments 63,221 -
Expenditure met directly by funding 136,289
provider * -
Increase in receivables (212,052) (73)
Increase in payables 339,705 512,552
--------------------------------------- ------ -------------- ------------
Net cash outflow from operating
activities (2,317,596) (285,171)
--------------------------------------- ------ -------------- ------------
Cashflows from Investing Activities
Payments for intangible assets (51,475) -
--------------------------------------- ------ -------------- ------------
Net cash outflow from investing (51,475)
activities -
--------------------------------------- ------ -------------- ------------
Cash flows from financing activities
Proceeds of borrowing 190,000 -
Issue of shares (net of share
issue expenses) 1,080,149 1,399,094
--------------------------------------- ------
Net cash inflow from financing
activities 1,270,149 1,399,094
--------------------------------------- ------ -------------- ------------
Net increase in cash and cash
equivalents during the year (1,098,922) 1,113,923
Cash at the beginning of year 1,113,923 -
Effect of foreign exchange on (2,645)
currency holdings -
Cash and cash equivalents at
the end of the year 12 12,356 1,113,923
--------------------------------------- ------ -------------- ------------
* During the year, expenditure totalling GBP136,289 was settled
directly by Paul Atherley on behalf of the company against the loan
provided by him (2022: Nil). As such these amounts represent a
material non cash transaction.
The notes on pages 36 to 51 are an integral part of these
financial statements.
Company Statement of Financial Position
As at 31 January 2023
Notes 31 January 31 January
2023 2022
GBP GBP
------------------------------- ------ ------------ -----------
Non Current Assets
Investments in subsidiaries 11 1,878,904 -
Total Non Current Assets 1,878,904 -
------------------------------- ------ ------------ -----------
Current assets
Trade and other receivables 12 83,158 73
Cash and cash equivalents 13 5,356 1,113,923
------------------------------- ------ ------------ -----------
Total Current Assets 88,514 1,113,996
------------------------------- ------ ------------ -----------
Total Assets 1,967,418 1,113,996
------------------------------- ------ ------------ -----------
Equity
Share Capital 15 144,000 120,000
Share Premium 15 2,413,243 1,279,094
Share Based Payments 14 63,221 -
Retained Earnings (1,372,013) (797,650)
------------------------------- ------
Total Equity 1,248,451 601,444
Current Liabilities
Trade and other payables 18 392,678 512,552
Short Term Borrowings 326,289 -
------------------------------- ------ ------------ -----------
Current and Total Liabilities 718,967 512,552
------------------------------- ------ ------------ -----------
Total Equity and Liabilities 1,967,418 1,113,996
------------------------------- ------ ------------ -----------
Company Statement of Comprehensive Income
As permitted by Section 408 Companies Act 2006, the Company has
not presented its own Statement of Comprehensive Income. The
Company's loss for the financial year was GBP574,363 (2022: loss of
GBP797,650).
The notes on pages 36 to 51 are an integral part of these
financial statements.
The financial statements were approved and authorised for issue
by the Board on 30 May 2023.
Paul Atherley
Director
Alkemy Capital Investments plc
Company Statement of Changes in Equity
For the year ended 31 January 2023
Share Share Share Retained
capital Premium Based Payments Earnings Total
GBP GBP GBP GBP GBP
--------- ---------- ---------------- ---------- ----------
On incorporation 60,000 - - - 60,000
Loss for the year - - - (797,650) (797,650)
--------- ---------- ---------------- ---------- ----------
Total Comprehensive
income - - - (797,650) (797,650)
Transactions with
owners:
Issue of shares 60,000 1,279,094 - - 1,339,094
--------- ---------- ---------------- ---------- ----------
Total transactions
with owners 60,000 1,279,094 - - 1,339,094
Balance at 31 January
2022 120,000 1,279,094 - (797,650) 601,444
--------- ---------- ---------------- ---------- ----------
Share Share Share Retained
capital Premium Based Payments Earnings Total
GBP GBP GBP GBP GBP
--------- ---------- ---------------- ------------ ----------
As at 1 February
2022 120,000 1,279,094 - (797,650) 601,444
Loss for the year - - - (574,363) (574,363)
Total Comprehensive
income - - - (574,363) (574,363)
Transactions with
owners:
1,158
Issue of shares 24,000 1,134,149 - - 149
Issue of options - - 63,221 - 63,221
--------- ---------- ---------------- ------------ ----------
Total transactions
with owners 24,000 1,134,149 63,221 - 1,221,370
Balance at 31 January
2023 144,000 2,413,243 63,221 (1,372,013) 1,248,451
--------- ---------- ---------------- ------------ ----------
The notes on pages 36 to 51 are an integral part of these
financial statements.
Company Statement of Cash Flows
for the year ended 31 January 2023
Notes Year to Period to
31 January 31 January
2023 2022
GBP GBP
--------------------------------------- ------ -------------- ------------
Cash flows from Operating Activities
Loss for the year before tax (574,363) (797,650)
Expenditure met directly by funding 136,289
provider * -
Share based payments 63,221 -
Increase in receivables (83,085) (73)
Increase in payables (41,874) 512,552
--------------------------------------- ------ -------------- ------------
Net cash outflow from operating
activities (499,812) (285,171)
--------------------------------------- ------ -------------- ------------
Cashflows from Investing Activities
Investments in subsidiaries (2)
Loans provided to subsidiaries (1,878,902) -
--------------------------------------- ------ -------------- ------------
Net cash outflow from investing (1,878,904)
activities -
--------------------------------------- ------ -------------- ------------
Cash flows from financing activities
Proceeds of borrowing 190,000 -
Issue of shares (net of share
issue expenses) 1,080,149 1,399,094
--------------------------------------- ------
Net cash inflow from financing
activities 1,270,149 1,399,094
--------------------------------------- ------ -------------- ------------
Net increase in cash and cash
equivalents during the year (1,108,567) 1,113,923
Cash at the beginning of year 1,113,923 -
Cash and cash equivalents at
the end of the year 13 5,356 1,113,923
--------------------------------------- ------ -------------- ------------
* During the year, expenditure totalling GBP136,289 was settled
directly by Paul Atherley on behalf of the company against the loan
provided by him (2022: Nil). As such these amounts represent a
material non cash transaction.
The notes on pages 36 to 51 are an integral part of these
financial statements.
Notes to the Financial Statements
1. GENERAL INFORMATION
Alkemy Capital Investments Plc is a company incorporated and
domiciled in the United Kingdom. The Company is a public limited
company, which is listed on the London Stock Exchange. The address
of the registered office is 167-169 Great Portland Street, Fifth
Floor, London, England W1W 5PF.
The Company was initially formed to undertake an acquisition of
a controlling interest in a company or business in the battery
metals sector with the objective of operating the acquired business
and implementing an operating strategy to generate value for its
shareholders through operational improvements as well as
potentially through additional complementary acquisitions following
the Acquisition.
On 25 February 2022, the Company announced that it had formed a
subsidiary called Tees Valley Lithium Limited ("TVL") that would
aim to develop the UK's first Lithium Hydroxide processing
facility. This transaction and change of strategy constituted a
reverse takeover transaction under the listing rules of the London
Stock Exchange and resulted in Alkemy becoming an operating
company.
On 2 May 2022 the Company formed a subsidiary in Australia
called Alkemy Capital Services Pty Ltd to act as a project services
company for operations in Australia.
Group Subsidiaries as at 31 January 2023:
Subsidiary Name Date of Percentage Registered office address Country
Incorporation Interest of Incorporation
------------------------ --------------- ----------- -------------------------- ------------------
Tees Valley Lithium 25 February 100% 167-169 Great Portland United
Ltd 2022 Street, London W1W 5PF Kingdom
Alkemy Capital Services 4 May 2022 100% Level 4, 46 Colin Street, Australia
Pty Ltd West Perth WA 6005,
Australia
The financial statements which cover the year to 31 January 2023
are presented in British Pounds Sterling, the currency of the
primary economic environment in which the Company operates. The
comparative financial statements cover the period from 21 January
2021 to 30 January 2022.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of
these financial statements are set out below. The policies have
been consistently applied throughout the year, unless otherwise
stated.
Basis of preparation
The financial statements have been prepared in accordance with
UK adopted International Accounting Standards ("IAS" or "IFRS"),
which has been adopted by both the Company and the Group.
The financial statements are presented in pounds sterling
("GBP") which is also the functional currency of the Company.
Going Concern
As part of their assessment of going concern, the Directors have
prepared cash forecasts to determine the funding requirements of
the business over the 18 months from the reporting date, as the
Group continues to develop its LHM refinery at Wilton and LSM
refinery in Port Hedland. Cash requirements over this period have
been projected in the range of a GBP2m minimum (decelerated project
development case) to GBP12m maximum (accelerated project
development case) depending on the level of technical project
development work being undertaken, as determined by funding
availability.
As at the date of this report, the Directors are considering a
variety of funding options from numerous parties to consider the
option best suited to balancing the immediate cash flow needs of
the business and desire to accelerate the project development
timeframe against the need to avoid unnecessary dilution of the
shareholders during a period of depressed equity market prices.
Options ranging from project lending facilities, convertible
lending facilities and equity fundraising are under consideration,
and the Board anticipates concluding this process in the near
term.
The Directors are reasonably confident that the necessary
funding will be secured, as and when required, by executing on one
of the options under consideration, such that the Directors have a
reasonable expectation that the Company will continue in
operational existence for the foreseeable future. However as
successful execution of one of the above fundraising options cannot
be assured, a material uncertainty exists in this regard.
Accordingly, the Directors believe that as at the date of this
report it is appropriate to continue to adopt the going concern
basis in preparing the financial statements.
Statement of compliance
The financial statements comply with UK adopted International
Accounting Standards ("IAS").
1. The company has adopted all relevant IASs which were in
effect from incorporation when preparing these financial
statements.
2. Standards and Interpretations which are effective in the
current year (Changes in accounting policies); None of the
standards which became effective during the year which are
applicable to the Company have had a material impact.
3. Adoption of new Standards and Interpretations to standards in
future years; The Directors anticipate that the adoption of new
Standards and Interpretations in future years will have no material
impact on the financial statements of the Company. The Company
expects to adopt all relevant Standards and Interpretations as and
when they become effective.
Basis of Consolidation
The consolidated Financial Statements of the Group incorporate
the Financial Statements of the Company and entities controlled by
the Company, its subsidiaries, made up to 31 January each year.
Subsidiaries
Subsidiaries are entities over which the Group has the power to
govern the financial and operating policies so as to obtain
economic benefits from their activities. Subsidiaries are
consolidated from the date on which control is obtained, the
acquisition date, until the date that control ceases. They are
deconsolidated from the date on which control ceases.
Intra-group transactions, balances and unrealised gains and
losses on transactions between Group companies are eliminated on
consolidation, except to the extent that intra-group losses
indicate an impairment.
Foreign Currencies
Both the functional and presentational currency of the Company
is Sterling (GBP). Each Group entity determines its own functional
currency and items included in the Financial Statements of each
entity are measured using that functional currency.
The functional currencies of the foreign subsidiaries are the
Australian Dollar ("AUD").
Transactions in currencies other than the functional currency of
the relevant entity are initially recorded at the exchange rate
prevailing on the dates of the transaction. At each reporting date,
monetary assets and liabilities that are denominated in foreign
currencies are retranslated at the exchange rate prevailing at the
reporting date. Non-monetary assets and liabilities carried at fair
value that are denominated in foreign currencies are translated at
the rates prevailing at the date, when the fair value was
determined. Gains and losses arising on retranslation are included
in profit or loss for the year, except for exchange differences on
non-monetary assets and liabilities, which are recognised directly
in other comprehensive income, when the changes in fair value are
recognised directly in other comprehensive income.
On consolidation, the assets and liabilities of the Group's
overseas operations are translated into the Group's presentational
currency at exchange rates prevailing at the reporting date. Income
and expense items are translated at the average exchange rates for
the year unless exchange rates have fluctuated significantly during
the year, in which case, the exchange rate at the date of the
transaction is used. All exchange differences arising, if any, are
recognised as other comprehensive income and are transferred to the
Group's foreign currency translation reserve. On disposal of any
such overseas subsidiaries, cumulative foreign exchange losses or
gains recognised in equity via Other Comprehensive Income become
realised and are recognised through the profit and loss account on
disposal.
Taxation
Current taxation is the taxation currently payable on taxable
profit for the year.
Current tax is calculated at the tax rates (and laws) that have
been enacted or substantively enacted by the reporting date.
Deferred tax is the tax expected to be payable or recoverable on
differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used in
the computation of taxable profit and is accounted for using the
balance sheet liability method. Deferred tax liabilities are
generally recognised for all taxable temporary differences and
deferred tax assets are recognised to the extent that it is
probable that taxable profits will be available against which
deductible temporary differences can be utilised. Such assets and
liabilities are not recognised if the temporary difference arises
from the initial recognition of goodwill or from the initial
recognition (other than in a business combination) of other assets
and liabilities in a transaction that affects neither the tax
profit nor the accounting profit.
Deferred tax is calculated at the tax rates that are expected to
apply in the year when the liability is settled or the asset is
realised. Deferred tax is charged or credited in the income
statement, except when it relates to items charged or credited
directly to equity, in which case the deferred tax is also dealt
with in equity. Deferred tax assets and liabilities are offset when
there is a legally enforceable right to set off current tax assets
against current tax liabilities and when they relate to income
taxes levied by the same taxation authority and the Company intends
to settle its current tax assets and liabilities on a net
basis.
Intangible assets - project development costs
Intangible assets comprise project development costs, incurred
on the Group's Wilton International Chemicals Park Lithium
Hydroxide Monohydrate processing facility in Teesside, UK. These
costs include the cost of obtaining planning permission for the
development of the facility, design and planning costs and all
technical and administrative overheads directly associated with
this project. These costs are carried forward in the Statement of
Financial Position as non-current intangible assets less provision
for identified impairments. Costs associated with development
activity will only be capitalised if they meet the criteria as set
out in IAS 38.
Upon any disposal, the difference between the fair value of
consideration receivable for development assets and the relevant
cost within non-current assets is recognised in the Income
Statement.
Financial assets
Cash and cash equivalents
Cash and cash equivalents comprise cash at hand and current and
deposit balances at banks, together with other short-term, highly
liquid investments that are readily convertible into known amounts
of cash within a period of 3 months at inception of the
instrument/investment and which are subject to an insignificant
risk of changes in value.
Financial liabilities
Financial liabilities are recognised in the statement of
financial position when the Group and Company becomes a party to
the contractual provisions of the instrument.
The Company's financial liabilities comprise trade and other
payables.
Trade payables are recognised initially at their fair value and
subsequently measured at amortised cost.
Equity instruments
An equity instrument is any contract that evidences a residual
interest in the assets of the Company after deducting all of its
liabilities. Equity instruments issued by the Company are recorded
at the proceeds received net of direct issue costs.
Ordinary shares are classified as equity.
Share capital account represents the nominal value of the shares
issued.
The share premium account represents premiums received on the
initial issuing of the share capital. Any transaction costs
associated with the issuing of shares are deducted from share
premium, net of any related income tax benefits.
Retained earnings include all current year results as disclosed
in the Statement of Comprehensive Income.
Share-Based Payments
Share Options
The Group operates equity-settled share-based payment
arrangements, whereby the fair value of services provided is
determined indirectly by reference to the fair value of the
instrument granted.
The fair value of options granted to Directors and others, in
respect of services provided, is recognised as an expense in the
Income Statement with a corresponding increase in equity reserves -
the share-based payment reserve.
The fair value is measured at grant date and charged over the
vesting period during which the option becomes unconditional.
The fair value of options is calculated using the Black-Scholes
model, taking into account the terms and conditions upon which the
options were granted. The exercise price is fixed at the date of
grant.
Non-market conditions are performance conditions that are not
related to the market price of the entity's equity instruments.
They are not considered, when estimating the fair value of a
share-based payment. Where the vesting period is linked to a
non-market performance condition, the Group recognises the goods
and services it has acquired during the vesting period, based on
the best available estimate of the number of equity instruments
expected to vest. The estimate is reconsidered at each reporting
date, based on factors such as a shortened vesting period, and the
cumulative expense is "trued up" for both the change in the number
expected to vest and any change in the expected vesting period.
Market conditions are performance conditions that relate to the
market price of the entity's equity instruments. These conditions
are included in the estimate of the fair value of a share-based
payment. They are not taken into account for the purpose of
estimating the number of equity instruments that will vest. Where
the vesting period is linked to a market performance condition, the
Group estimates the expected vesting period. If the actual vesting
period is shorter than estimated, the charge is to be accelerated
in the period that the entity delivers the cash or equity
instruments to the counterparty. When the vesting period is longer,
the expense is recognised over the originally estimated vesting
period.
For other equity instruments, granted during the year (i.e.
other than share options), fair value is measured on the basis of
an observable market price.
Critical accounting judgments and estimations
The preparation of the financial statements in conformity with
IFRS requires the use of estimates and assumptions that affect the
reported amounts of assets and liabilities at the date of the
financial statements and the reported amounts of revenue and
expenses during the reporting year. Although these estimates are
based on management's best knowledge of the amounts, events or
actions, actual results ultimately may differ from these
estimates.
Estimates and judgements are continually evaluated and are based
on historical experience and other factors, including expectations
of future events that are believed to be reasonable under the
circumstances.
The Directors consider the areas of critical accounting
judgements or estimations in these financial statements to be the
capitalisation of development expenditure on the Wilton project,
vesting periods for share options and the application of the going
concern principal.
On 24 November 2022 the Company received planning permission for
the construction of its planned LHM refinery in Wilton
International Chemicals Park, Teeside from the Redcar &
Cleveland Borough Council. The Directors have determined that this
event triggers the eligibility for the capitalisation of
development expenditure Under IAS 38 as the Company now has the
commercial and legal rights to construct and exploit the plant for
future economic benefit and, in the judgement of the Directors, the
Group retains adequate technical resources and future availability
of necessary financial resources necessary to complete the
development of the project. As such, the costs of obtaining
planning permission and all development costs incurred post receipt
of planning permission are recognised as intangible assets in these
financial statements.
During the year the Company issued a number of share options
with market based vesting conditions, notably when the Company
share price reaches a certain threshold. In order to determine the
fair value of options as required under IFRS 2, the Directors have
had to make judgements on when these vesting conditions are likely
to be met and the options consequently vest and become exercisable.
The judgements have been formed following analysis of previous
Company share price performance to specific events.
See above for further details on the Directors' assessment that
the Company is a going concern.
3. BUSINESS AND GEOGRAPHICAL REPORTING
The accounting policy for identifying segments is based on
internal management reporting information that is regularly
reviewed by the chief operating decision maker, which is identified
as the Board of Directors. The Board of Directors consider the
Group to have two identifiable operating segments; (a) the
construction and operation of the Wilton Park Lithium Hydroxide
processing facility in Teeside, UK and (b) the construction of a
Lithium ore enrichment facility in Port Headland, Australia.
At this point, the Group has not incurred any material
expenditure towards the construction of a Lithium ore enrichment
facility in Port Headland, Australia and as such the results for
the current year are considered to form a single
operating/reportable segment.
Therefore the financial information of the single segment is the
same as that set out in the Consolidated statement of comprehensive
income, Consolidated statement of financial position, the
Consolidated statement of changes to equity and the Consolidated
statement of cashflows.
4. EXPENSES BY NATURE
2023 2022
GBP GBP
----------------------------------------- ---------- --------
Employee benefit expense (note 6) 529,782 156,897
Employee benefit - share based payments 53,844 -
Advertising and Marketing 147,199 3,200
Regulatory compliance expense 122,324 77,871
Audit 35,276 30,000
Legal fees 5,584 50,000
Share based payments - advisors 9,377 -
Travel & accommodation 81,738 -
Other professional fees 232,062 124,253
Other operating expenses 80,816 24,682
----------------------------------------- ---------- --------
Total administrative expenses 1,298,002 466,903
----------------------------------------- ---------- --------
Project development costs of GBP1,298,011 (2022: GBP330,747) in
the year comprise the costs incurred in progressing the Company's
Project in Teesside, U.K that do not meet the criteria for
capitalisation into intangible assets.
5. AUDITOR REMUNERATION
During the year the Company obtained the following services from
the auditor:
2023 2022
GBP GBP
------------------------------------------- ------- -------
Fees payable to the auditor for non-audit
services - 28,200
Fees payable to the auditor for the audit
of the Company 35,276 30,000
Total auditor's remuneration 35,276 58,200
------------------------------------------- ------- -------
6. EMPLOYEE BENEFIT EXPENSE
2023 2022
GBP GBP
-------------------------------- -------- --------
Directors' salaries 60,000 20,467
Staff salaries 272,051 21,247
Recruitment costs 158,451 114,000
Social security 39,280 1,183
-------------------------------- -------- --------
Total employee benefit expense 529,782 156,897
-------------------------------- -------- --------
There were two employee in the year other than the Directors.
Further disclosures in respect of Directors' remuneration are
included within the Directors' Remuneration Report.
7. INCOME TAX
2023 2022
GBP GBP
------------------------------------------------- ------------- ----------
Current tax - -
Total - -
------------------------------------------------- ------------- ----------
2023 2022
GBP GBP
-------------------------------------------------- ------------ ------------
Loss on ordinary activities before taxation (2,644,759) (797,650)
Tax calculated at domestic rate applicable
to UK standard rate for small companies of
19% (502,504) (151,554)
Effects of:
Expenses not deductible for tax purposes 12,682 -
Tax losses carried forward on which no deferred
tax asset is recognised 489,822 151,554
-------------------------------------------------- ------------ ------------
Income tax credit - -
-------------------------------------------------- ------------ ------------
Tax losses totalling approximately GBP3,275,660 (2022:
GBP797,650) have been carried forward for use against future
taxable profits. No deferred tax asset has been recognised in
respect of these tax losses.
Increases to the UK Corporation tax rate from 19% to 25% is
effective from 1 April 2023.
8. EARNINGS PER SHARE
(a) Basic
Basic earnings per share is calculated by dividing the loss
attributable to equity holders of the Company by the weighted
average number of ordinary shares in issue during the year.
2023 2022
GBP GBP
Loss from continuing operations attributable
to equity holders of the company (2,644,759) (797,650)
Weighted average number of ordinary shares
in issue 6,572,053 4,013,298
---------------------------------------------- -------------- -----------
Pence Pence
Basic and fully diluted loss per share from
continuing operations (40.24) (19.875)
---------------------------------------------- -------------- -----------
As at 31 January 2023 and 2022 there were no potentially
dilutive instruments in issue for consideration in arriving at the
fully diluted loss per share as the impacts of all such instruments
as at the year end are anti-dilutive.
9. DIVIDS
There were no dividends paid or proposed by the Company.
10. INTANGIBLE ASSETS - PROJECT DEVELOPMENT COSTS
2023 2022
GBP GBP
----------------------------- -------- -----
At the beginning of the year - -
----------------------------- -------- -----
Additions in the year 298,813 -
----------------------------- -------- -----
At the end of the year 298,813 -
----------------------------- -------- -----
On 24 November 2022 the Group was awarded planning permission by
the Redcar & Cleveland Borough Council for the construction of
its planned LHM refinery in Wilton International Chemicals Park,
Teeside. In the view of the directors, this milestone event
represents the point when the criteria for capitalisation of
project development costs as outlined in IAS 38 has been met. As a
consequence, the Group has commenced the policy of capitalising all
qualifying expenditure from this date. All costs incurred in the
year that are directly associated with the application for and
receipt of planning approval have been capitalised, including
expenditure incurred prior to receipt of planning permission.
11. INVESTMENT IN SUBSIDIARIES (COMPANY)
2023 2022
GBP GBP
--------------------------- ---------- -----
Investment in Subsidiaries 2 -
Loans to Subsidiaries 1,878,902 -
Total 1,878,904 -
--------------------------- ---------- -----
Loans to subsidiaries have been included within the investment
balance due to the long term nature of these receivables. The loans
are interest free and repayable on demand when the subsidiary
projects have yielded economic returns sufficient to settle the
value of the loans.
12. TRADE AND OTHER RECEIVABLES
2023 2022
Group GBP GBP
------------------------- -------- -----
Prepayments 45,891 58
VAT and GST recoverable 160,165 -
Other receivables 6,069 15
------------------------- -------- -----
Total 212,125 73
------------------------- -------- -----
2023 2022
Company GBP GBP
------------------------- ------- -----
Prepayments 39,293 58
VAT and GST recoverable 39,321 -
Other receivables 4,543 15
------------------------- ------- -----
Total 83,157 73
------------------------- ------- -----
13. CASH AND CASH EQUIVALENTS
2023 2022
Group GBP GBP
-------------------------- ------- ----------
Cash at bank and on hand 12,356 1,113,923
12,356 1,113,923
-------------------------- ------- ----------
2023 2022
Company GBP GBP
-------------------------- ------ ----------
Cash at bank and on hand 5,356 1,113,923
5,356 1,113,923
-------------------------- ------ ----------
All of the Group's and Company's cash and cash equivalents are
held in accounts which bear interest at floating rates and the
Directors consider their carrying amount approximates to their fair
value. Details of the credit risk associated with cash and cash
equivalents is set out in note 15.
14. TRADE AND OTHER PAYABLES
2023 2022
Group GBP GBP
-------------------------------- ---------- --------
Trade payables 552,146 331,997
Other payables 17,761 3,394
Accrued expenses 451,688 177,161
-------------------------------- ---------- --------
Total trade and other payables 1,021,595 512,552
-------------------------------- ---------- --------
2023 2022
Company GBP GBP
-------------------------------- -------- --------
Trade payables 303,250 331,997
Other payables 6,264 3,394
Accrued expenses 83,164 177,161
-------------------------------- -------- --------
Total trade and other payables 392,678 512,552
-------------------------------- -------- --------
Trade payables and accruals principally comprise amounts
outstanding for trade purchases and ongoing costs. The Company has
financial risk management policies in place to ensure that all
payables are paid within the pre-agreed credit terms. The Directors
consider that the carrying amount of trade payables approximates to
their fair value.
15. SHARE CAPITAL, SHARE PREMIUM & SHARE BASED PAYMENTS
Number of Share premium Share based
ordinary shares Share Capital GBP payments
of 2p GBP GBP
---------------------- ----------------- -------------- -------------- ------------
At 21 January 2021 3,000,000 60,000 - -
Share issues 2,999,999 60,000 1,440,000 -
Share issue expenses - - (160,906) -
---------------------- ----------------- -------------- -------------- ------------
At 31 January 2022 5,999,999 120,000 1,279,094 -
---------------------- ----------------- -------------- -------------- ------------
Share issues 1,199,999 24,000 1,175,999 -
Share issue expenses - - (41,850)
Issue of Options
and Warrants - - - 63,221
---------------------- ----------------- -------------- -------------- ------------
At 31 January 2023 7,199,998 144,000 2,413,243 63,221
---------------------- ----------------- -------------- -------------- ------------
Share issues in year and prior year:
On 9 August 2022 the Company issued 1,199,999 ordinary shares of
2p for cash at a price of GBP1 per share.
On 27 September 2021, 2,999,999 ordinary shares were issued for
cash at 50p per share, raising GBP1,500,000 before expenses of
GBP160,906.
On 21 January 2021 the Company issued 3,000,000 ordinary shares
of 2p for cash.
Options issued in the year:
On 4 August 2022 the Company issued 590,000 options over
ordinary shares, exercisable for 5 years from grant at a strike
price of GBP1 per share and made up of three equal tranches with
vesting conditions as follows:
A) The options vest when the Company share price has exceeded
GBP5 for a period of 10 consecutive trading days;
B) The options vest on the later of i) the share price having
exceeded GBP5 for a period of 10 consecutive trading days and ii)
completion of project financing for the construction of the Wilton
park refinery;
C) The options vest on the later of the share price having
exceeded GBP5 for a period of 10 consecutive trading days and ii)
the commissioning of train 1 of the Wilton park refinery.
On 5 August 2022 the Company issued 100,000 options over
ordinary shares, exercisable for 5 years from grant at a strike
price of GBP1 per share and made up of three equal tranches with
vesting conditions as follows:
A) The options vest when the Company share price has exceeded
GBP5 for a period of 10 consecutive trading days;
B) The options vest on the later of i) the share price having
exceeded GBP5 for a period of 10 consecutive trading days and ii)
completion of project financing for the construction of the Wilton
park refinery;
C) The options vest on the later of the share price having
exceeded GBP5 for a period of 10 consecutive trading days and ii)
the commissioning of train 1 of the Wilton park refinery.
On 19 September 2022 the Company issued 100,000 options over
ordinary shares, exercisable for 2 years from grant at a strike
price of GBP1.5 per share and made up of two tranches with vesting
conditions as follows:
A) The options vest when the Company share price has exceeded
GBP5 for a period of 10 consecutive trading days - 40%;
B) The options vest when the Company share price has exceeded
GBP10 for a period of 10 consecutive trading days - 60%;
The below table provides details on the assumptions used in
arriving at the calculation of Fair Value for each of the above
tranches of share options issued in the year.
Date of Tranche Number of Assumed Risk Volatility FV
grant Options Exercise free (%)
date rate
(%)
4 August 4 August
2022 A 196,668 2027 1.719 24.51 GBP59,500
--------- ---------- ------------- ------ ----------- ----------
4 August 4 August
2022 B 196,667 2027 1.719 24.51 GBP59,500
--------- ---------- ------------- ------ ----------- ----------
4 August 4 August
2022 C 196,665 2027 1.719 24.51 GBP59,500
--------- ---------- ------------- ------ ----------- ----------
5 August 5 August
2022 A 33,334 2027 1.875 24.49 GBP9,600
--------- ---------- ------------- ------ ----------- ----------
5 August 5 August
2022 B 33,333 2027 1.875 24.49 GBP9,600
--------- ---------- ------------- ------ ----------- ----------
5 August 5 August
2022 C 33,333 2027 1.875 24.49 GBP9,600
--------- ---------- ------------- ------ ----------- ----------
19 September 19 September
2022 A 40,000 2024 3.13 23.77 GBP2,525
--------- ---------- ------------- ------ ----------- ----------
N/A - lapse
19 September prior to
2022 B 60,000 exercise 3.13 23.77 Nil
--------- ---------- ------------- ------ ----------- ----------
Share Capital
The share capital account represents the par or nominal value
received for ordinary shares issued by the Company.
Share Premium
The share premium account represents the excess of consideration
received for ordinary shares issued above their nominal value net
of transaction costs.
Share-Based Payment Reserve
The share-based payment reserve represents the cumulative fair
value charge for options and warrants granted by the Company over
ordinary shares.
Foreign Exchange Reserve
The translation reserve represents the exchange gains and losses
that have arisen on the retranslation of overseas operations.
16. RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group and Company is exposed to a variety of financial risks
which result from both its operating and investing activities. The
Group and Company's risk management is coordinated by the Board of
Directors and focuses on actively securing the Group and Company's
short to medium term cash flows by minimising the exposure to
financial markets.
The main risk the Group and Company is exposed to through its
financial instruments is credit risk.
Capital risk management
The Group and Company's objectives when managing capital
are:
(a) to safeguard the Group and Company's ability to continue as
a going concern, so that it continues to provide returns and
benefits for shareholders;
(b) to support the Group and Company's growth; and
(c) to provide capital for the purpose of strengthening the
Group and Company's risk management capability.
The Group and Company actively and regularly reviews and manages
its capital structure to ensure an optimal capital structure and
equity holder returns, taking into consideration the future capital
requirements of the Group and Company and capital efficiency,
prevailing and projected profitability, projected operating cash
flows, projected capital expenditures and projected strategic
investment opportunities. Management regards total equity as
capital and reserves, for capital management purposes. The Group
and Company is not subject to externally imposed capital
requirements.
Credit risk
The Group and Company's financial instruments that are subject
to credit risk are cash and cash equivalents. The credit risk for
cash and cash equivalents is considered negligible since the
counterparties are reputable financial institutions.
The Group and Company defines a default by a counterparty to be
an event in which a balance receivable remains unsettled after a
period of 90 days from the date on which the balance was due for
settlement.
The Group's maximum exposure to credit risk is GBP224,481
comprising GBP212,125 of Trade and other receivables and GBP12,356
in cash and cash equivalents. The Company's maximum exposure to
credit risk is GBP1,967,416 comprising GBP1,878,902 of intercompany
receivables, GBP83,157 of Trade and other receivables and GBP5,356
in cash and cash equivalents.
Liquidity Risk
The Group and Company monitors its rolling cashflow forecasts
and liquidity requirements to ensure it has sufficient cash to meet
its operational needs. As the Group and Company maintains its cash
reserves in instant access current accounts liquidity risk to
operations is deemed to be minimal. Short term borrowings taken out
in the year represent a loan provided by Paul Atherley, Group CEO
and Directors, which is interest free and repayable when the Group
and Company has raised sufficient additional finance to effect
settlement.
Interest Rate Risk
As the Group and Company has no debt, other than the
non-interest bearing loan provided by Paul Atherley, and does not
maintain cash reserves on long term deposit accounts liked to
interest rates, interest rate risk to operations is deemed to be
minimal.
Foreign Exchange Risk
As the current operations of the Group and Company are focused
entirely within the United Kingdom, and hence denominated in Pounds
Sterling, foreign exchange risk to operations is deemed to be
minimal.
17. FINANCIAL INSTRUMENTS
Categories of financial instruments:
2023 2022
Group GBP GBP
------------------------------------------ ------------- -----------
FINANCIAL ASSETS AT AMORTISED COST:
Cash and cash equivalents 12,356 1,113,923
Trade and other receivables 212,125 73
------------------------------------------ ------------- -----------
Total financial Assets at amortised cost 224,481 1,113,996
------------------------------------------ ------------- -----------
2023 2022
GBP GBP
FINANCIAL LIABILITIES AT AMORTISED COST:
Trade and other payables 1,021,595 512,552
Short term borrowings 326,289 -
------------------------------------------ ------------- -----------
Total financial liabilities at amortised
cost 1,347,884 512,552
------------------------------------------ ------------- -----------
2023 2022
Company GBP GBP
------------------------------------------ ----------- -----------
FINANCIAL ASSETS AT AMORTISED COST:
Cash and cash equivalents 5,356 1,113,923
Trade and other receivables 83,158 73
------------------------------------------ ----------- -----------
Total financial Assets at amortised cost 88,514 1,113,996
------------------------------------------ ----------- -----------
2023 2022
GBP GBP
FINANCIAL LIABILITIES AT AMORTISED COST:
Trade and other payables 392,678 512,552
Short term borrowings 326,289 -
------------------------------------------ ----------- -----------
Total financial liabilities at amortised
cost 718,967 512,552
------------------------------------------ ----------- -----------
18. RELATED PARTY TRANSACTIONS
The compensation payable to Key Management personnel comprised
GBP177,600 (2022: GBP34,867) paid by the Company to the Directors
in respect of services to the Company. Full details of the
compensation for each Director are provided in the Directors'
Remuneration Report.
Sam Quinn is a partner in Silvertree Partners LLP who received
GBP55,980 (2022: GBP24,419) during the year for the provision of
accounting and finance, administration, bookkeeping and secretarial
services. At the year end, an amount of GBP12,567 (2022: GBPNil)
was due to Silvertree Partners LLP.
Sam Quinn is a director and shareholder of Lionshead Consultants
Ltd who received GBP48,600 (2022: GBP14,400) during the year for
the provision of consulting services and GBP5,390 in reimbursement
of expenses (2022: GBPnil). At the year end, an amount of GBP13,829
(2022: GBPNil) was due to Lionshead Consultants Ltd.
Paul Atherley is a director and shareholder of Selection Capital
Ltd who received GBP69,000 during the year for the provision of
advisory services and GBP47,852 (2022: GBP38,600) during the year
in reimbursement of various costs met on behalf of the Company. At
the year end, an amount of GBP16,641 (2022: GBPNil) was due to
Selection Capital Ltd.
During the year, Paul Atherley provided a short term working
capital loan to the Company, with the balance outstanding at the
reporting date being GBP326,289. The loan is interest free and
repayable when the Company has raised sufficient additional finance
to effect settlement.
During the year, the Company incurred GBP7,775 in travel related
costs and charged GBP3,500 in travel related cost recharges to
Pensana plc, a company in which Paul Atherley is a director and
shareholder. As at the reporting date, both amounts remained
outstanding for settlement.
During the year, the Company provided loans to its two
subsidiaries, Tees Valley Lithium Limited ("TVL") and Alkemy
Capital Services Pty Ltd ("ACSL") by way of funds provided to meet
their ongoing cash needs and the recharging of expenditure met by
the Company on behalf of the subsidiaries. Loans provided during
the period totalled GBP1,776,103 for TVL and GBP102,801 for ACSL
respectively. Balances remaining owing from subsidiaries to the
Company as at 31 January 2023 were GBP1,776,103 (2022: Nil) for TVL
and GBP102,801 (2022: Nil) for ACSL respectively.
During the year, amounts totalling GBP56,900 (2022: GBP20,248)
were paid to Alex Della Bosca, daughter of Paul Atherley, for her
employment by the Group.
19. POST YEAR-END EVENTS
On 7 February 2023 the Company announced that it had entered
into an MOU with Recharge Industries Pty Ltd, an Australian
lithium-ion battery company who had successfully bid to purchase
Britishvolt, a planned GBP3.8 billion lithium-ion gigafactory in
northern England. Under the MOU TVL and Recharge agreed to
negotiate toward executing a definitive offtake agreement to supply
low-carbon lithium hydroxide.
On 1 March 2023 the Company announced that Recharge Industries
had completed the acquisition of Britishvolt and that it was
advancing discussions with Recharge.
On 26 April 2023 the Company signed an MOU with battery
recycling group Altilium Metals for lithium sulphate feedstock and
lithium hydroxide offtake.
On 11 May 2023 the Company signed an MOU with lithium technology
company Lithium Services Pty Ltd to investigate the processing of
lithium from fines materials in tailings deposits in Western
Australia.
20. ULTIMATE CONTROLLING PARTY
The Directors consider that the Company has no ultimate
controlling party, as no individual member holds more than 50% of
the issued shares.
21. CONTINGENT LIABILITIES AND CAPITAL COMMITMENTS
There were no contingent liabilities or capital commitments as
at 31 January 2023.
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END
FR DGGDURBXDGXG
(END) Dow Jones Newswires
May 31, 2023 02:55 ET (06:55 GMT)
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