2 October 2024
Tungsten West
Plc
("Tungsten West", the
"Company" or the "Group")
Financial Results for the
Year Ended 31 March 2024, Availability of Annual
Report,
and Lifting of Trading
Suspension
Tungsten West (LON:TUN), the
mining company focused on restarting production at the Hemerdon
tungsten and tin mine ("Hemerdon" or the "Project") in Devon, UK,
is pleased to announce its audited results
for the year ended 31 March 2024.
Copies of the Company's full
Annual Report and Financial Statements for the financial year to 31
March 2024 are available to download from the Company's website at
www.tungstenwest.com and will shortly be posted to
shareholders.
As a result of the publication of
these results, trading in the Company's ordinary shares on AIM will
be restored with effect from 12:00pm today.
Highlights for the Period
· Production of legacy tungsten pre-concentrate and tin
concentrate totalling 50 tonnes.
· The
Company entered into a strategic collaboration with the fusion
energy company, Oxford Sigma.
· Approval of the Section 73 application (variation of a
condition of existing permission) to vary the tonnage cap on
truck movements from site.
· Strengthening the board with the appointment of new
Non-Executive Directors, Mr Guy Edwards, Mr Adrian Bougourd, and Mr
Kevin Ross.
· Mr.
Alistair Stobie appointed as Chief Financial Officer.
· £10.35 million convertible loan notes issued over four
tranches.
Post Period Highlights
· The
Environment Agency granted the Company a permit to operate its
Mineral Processing Facility, the last of the key permits required
to further progress the Project.
· £2.9
million convertible loan notes issued by way of adding an
additional tranche.
· Appointment of Mr Jeffery Court as Chief Executive
Officer.
At the year-end, the Group had
£1.6 million in cash reserves and £0.04 million at the end of
September 2024. The Group is in the process of finalising the
documentation in respect of a £2.0 million Tranche F funding round
with its existing CLN holders. The Group has received letters
of commitment from the CLN holders that they will provide the
Tranche F funding and also extend the waiver that expired in June
2024. The Group has very limited cash reserves and is reliant upon
this Tranche F funding being received. If the Group did not
receive the Tranche F funding or it was delayed, these limited cash
reserves are forecast to be exhausted in October 2024.
Following the expected Tranche F CLN issue, going concern is also
reliant on further funding being secured by the end of December
2024, without which the Group would be unable to pay its
liabilities as they fall due beyond this point.
This announcement contains inside
information for the purposes of Article 7 of Regulation 596/2014 as
amended by the Market Abuse (Amendment) (EU Exit) Regulations
2019.
Ends
For further information, please contact:
Enquiries
Tungsten West
Alistair Stobie
Tel: +44 (0) 1752
278500
|
Strand Hanson
(Nominated Adviser and Financial
Adviser)
James Spinney / James Dance /
Abigail Wennington
Tel: +44 (0) 207 409
3494
|
BlytheRay
(Financial PR)
Tim Blythe / Megan Ray
Tel: +44(0) 20 7138
3204
Email: tungstenwest@blytheray.com
Hannam & Partners
(Broker)
Andrew Chubb / Matt Hasson / Jay
Ashfield
Tel: +44 (0)20 7907
8500
|
|
Follow us on X @TungstenWest
Chairman's Statement
Overview of FY2024
I am pleased to report on the
Group's audited results for the year ended 31 March
2024.
The year has been one of reset. As
I write this it is clear that the Company is once again moving
towards reopening the Hemerdon tungsten and tin mine; providing a
secure tungsten supply chain to the UK and its allies. We expect to
restart mining and processing operations in 2026.
During the period James Macfarlane
(Managing Director), Mark Thompson (Vice-Chairman), Neil Gawthorpe
(CEO) and Nigel Widdowson (CFO) have all resigned from positions of
significant management responsibility from the board, where
applicable. Jeff Court has been appointed CEO and will join the
board as soon as he has completed his duties at Capital where he
was Chief Executive Officer - Mining & Chief Development
Officer - Mining of Capital's drilling and mining services
business. This will allow Alistair Stobie, who joined as CFO in
November 2023, to focus on the capital raise needed to bring
Hemerdon back in to production. I would like to thank everyone who
has had the vision and enthusiasm to get Tungsten West to this
point in its development.
The most significant achievement
in the period was the granting of a draft permit for the Mineral
Processing Facility (MPF) by the Environment Agency (EA) in January
2024. The full permit followed in June 2024 following a third
public consultation. Testing and demonstrating that the Company
could resolve the historical low frequency noise (LFN) issues took
considerable input from experts from both the Company and the EA.
Few metallurgical plant permits are issued in the UK, I would like
to thank the EA for working with the Company and its consultants to
deliver a workable MPF permit.
Until the MPF EA permit was
issued, it became that clear the Company would not be able to close
on the funding needed to reconfigure the MPF and recommence mining
and processing. Accordingly, and painfully, costs were cut back so
that only vital services were kept. The Company lost some very good
people with significant deep knowledge of the project. I am
delighted that some of those who left have subsequently rejoined. I
am hopeful that we may yet entice a few more back along with global
mining talent. Together, once funding has been secured, we are
confident that we will see the restart of mining at
Hemerdon.
None of this was possible without
the support of a small group of investors who have kept funding the
Company through five separate tranches of the Convertible Loan Note
(CLN). There is an absence of risk capital in the City of London
which particularly hurts companies at Tungsten West's stage of
development.
On receipt of the EA's MPF draft
permit the Company kicked off an optioneering study (Optioneering
Study). The most significant outcome of the Optioneering Study was
to remove the two phase approach to restarting operations. This has
informed all our subsequent engineering decisions. On its
completion and after the end of the period, the Company appointed
ADP Marine and Modular (ADP), an engineering consultancy, to review
options to reconfigure the MPF. These changes will be included in
the updated feasibility study and will lead to front end
engineering and design (FEED) and ultimately an EPC contract. This
work coincided with the appointment of Mining Plus to write the
Company's third feasibility study. Currently, we expect that the
feasibility study will be completed by the end of 2024.
The engineering studies that ADP
are undertaking are focused on three main areas; a reconfigured
crushing and ore sorting front-end, the engineering and
implementation of the LFN enclosure solutions agreed as part of the
EA MPF Permit and a refurbishment of the main MPF which has not
been in operation since it was restarted briefly in early
2023.
The new front-end crushing and ore
sorting circuit addresses one of the main points of failure for
Wolf Minerals. The installed rolls crushers were not sufficiently
robust to deal with granite and were a constant point of failure.
Tungsten West expects to install up to five Tomra ore sorters.
After ore sorting, approximately 700,000 tonnes of highly
mineralized ore will pass through the MPF per annum. We expect that
the lower throughput will reduce unplanned downtime as well as
reducing the uranium and thorium content in the final product. ADP,
in conjunction with the Tungsten West team, are studying various
options which we believe will reduce upfront capex and provide more
space for run of mine (ROM) storage.
The work to install the LFN
enclosures over the screens in the MPF focusses principally on
ensuring that the screens can be easily maintained and serviced
whilst ensuring that LFN is below the limits set at the measurement
points around the mine. Adding up to eighteen enclosures to the MPF
will require a considerable amount of strengthening to the
building.
Whilst the updated feasibility
study is underway, the Company is starting the process of capital
raising to modify the MPF and restart mining operations. The
initial focus has been opening discussions with Export Credit
Agencies in the UK, US and individual states within the EU in
addition to more traditional sources of mining finance. Tungsten is
a mineral critical to the transition economy, in addition there is
significant and growing defence-related demand. Hemerdon mine is a
significant resource of tungsten available to the UK, EU, US and
their allies and partners. Notwithstanding these factors, because
the People's Republic of China (PRC) controls the mining and
processing of approximately 85% of global tungsten supply, pricing
continues to be set by the PRC. There have been numerous examples
of PRC government-controlled companies selling critical minerals
below their cost of production. Both the US and EU have started
discussions around minimum pricing levels as better levers than
either ESG taxes or the very blunt tool of imposing tariffs. The
Company is seeking to have a voice in these discussions.
With the core of a strong
management team in place, the engineering for a rebuild of the MPF
and the work for a new feasibility study well underway, we expect
to be in a position to formally kick-off our fund-raising efforts
in the New Year. The project and development team will work on FEED
whilst the capital raising process continues so that we will be in
a position to commence work on rebuild as soon as possible after it
is completed.
Finally, I would like to thank the
team at Tungsten West who have stayed with, or returned to the
Company, during this difficult time. It is your dedication that
will enable us to recommence mining of this critical mineral in the
south west of England.
David Cather
Chairman
Consolidated Statement of Comprehensive
Income
Year ended 31 March 2024
|
Note
|
2024
£
|
2023
£
|
Revenue
|
5
|
722,036
|
626,460
|
Cost of sales
|
|
(2,099,895)
|
(1,984,983)
|
Gross
loss
|
|
(1.377,859)
|
(1,358,523)
|
Administrative expenses
|
|
(8,966,124)
|
(10,160,088)
|
Other operating income
|
6
|
14,424
|
18,947
|
Other gains/(losses)
|
7
|
3,079,384
|
710,710
|
Operating
loss
|
8
|
(7,250,175)
|
(10,788,954)
|
Finance income
|
|
200,175
|
454,196
|
Finance costs
|
|
(2,844,319)
|
(495,279)
|
Net finance
cost
|
9
|
(2,644,144)
|
(41,083)
|
Loss before
tax
|
|
(9,894,319)
|
(10,830,037)
|
Income tax credit
|
13
|
194,403
|
544,602
|
Loss for the year
|
|
(9,699,916)
|
(10,285,435)
|
Total comprehensive
loss
|
|
(9,699,916)
|
(10,285,435)
|
Profit/(loss) attributable
to:
|
|
|
|
Owners of the Company
|
|
(9,699,916)
|
(10,285,435)
|
|
|
|
|
|
|
£
|
£
|
Basic and diluted loss per share
|
14
|
(0.05)
|
(0.06)
|
The above results were derived from continuing
operations.
Consolidated Statement of Financial
Position
Year ended 31 March 2024
|
Note
|
31 March
2024
£
|
31 March
2023
£
|
Assets
|
|
|
|
Non-current assets
|
|
|
|
Property, plant and equipment
|
15
|
19,266,279
|
19,054,864
|
Right-of-use assets
|
16
|
1,895,584
|
2,022,672
|
Intangible assets
|
17
|
5,058,686
|
5,090,016
|
Deferred tax assets
|
13
|
1,382,901
|
1,390,346
|
Escrow funds receivable
|
19
|
11,059,151
|
5,146,986
|
|
|
38,662,601
|
32,704,884
|
Current assets
|
|
|
|
Inventories
|
22
|
29,850
|
114,173
|
Trade and other receivables
|
20
|
2,809,893
|
6,163,593
|
Cash and cash equivalents
|
21
|
1,581,535
|
3,438,018
|
|
|
4,421,278
|
9,715,784
|
Total assets
|
|
43,083,879
|
42,420,668
|
Equity and liabilities
|
|
|
|
Equity
|
|
|
|
Share capital
|
27
|
1,870,741
|
1,805,516
|
Share premium
|
|
51,949,078
|
51,882,761
|
Share option reserve
|
|
256,278
|
357,366
|
Warrant reserve
|
|
-
|
740,867
|
Retained earnings
|
|
(32,764,067)
|
(23,805,018)
|
Equity attributable to owners of the Company
|
|
21,312,030
|
30,981,492
|
Non-current liabilities
|
|
|
|
Loans and borrowings
|
24
|
1,803,533
|
1,901,583
|
Provisions
|
25
|
5,137,646
|
5,701,771
|
Deferred tax liabilities
|
13
|
1,382,901
|
1,390,346
|
|
|
8,324,080
|
8,993,700
|
Current liabilities
|
|
|
|
Trade and other payables
|
23
|
1,754,903
|
2,330,603
|
Loans and borrowings
|
24
|
11,692,866
|
114,873
|
|
|
13,447,769
|
2,445,476
|
Total liabilities
|
|
21,771,849
|
11,439,176
|
Total equity and liabilities
|
|
43,083,879
|
42,420,668
|
The financial statements were approved by the Board
on 1 October and signed on its behalf by:
Alistair Stobie
Director
Company Registration Number: 11310159
Consolidated Statement of Changes in Equity
Year ended 31 March 2024
|
Share capital
£
|
Share premium
£
|
Share option reserve
£
|
Warrant reserve
£
|
Retained earnings
£
|
Total
£
|
At 31 March 2023
|
1,805,516
|
51,882,761
|
357,366
|
740,867
|
(23,805,018)
|
30,981,492
|
Loss for the year
|
-
|
-
|
-
|
-
|
(9,699,916)
|
(9,699,916)
|
Total comprehensive
income
|
-
|
-
|
-
|
-
|
(9,699,916)
|
(9,699,916)
|
New share capital
subscribed
|
65,225
|
66,317
|
-
|
-
|
-
|
131,542
|
Expired warrants
|
-
|
-
|
-
|
(740,867)
|
740,867
|
-
|
Share options charge
|
-
|
-
|
85,138
|
-
|
-
|
85,138
|
Forfeiture of share
options
|
-
|
-
|
(186,226)
|
-
|
-
|
(186,226)
|
At 31 March
2024
|
1,870,741
|
51,949,078
|
256,278
|
-
|
(32,764,067)
|
21,312,030
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2022
|
1,793,682
|
51,610,414
|
241,861
|
1,408,730
|
(14,187,446)
|
40,867,241
|
Loss for the year
|
-
|
-
|
-
|
-
|
(10,285,435)
|
(10,285,435)
|
Total comprehensive
income
|
-
|
-
|
-
|
-
|
(10,285,435)
|
(10,285,435)
|
New share capital
subscribed
|
11,834
|
272,347
|
-
|
-
|
-
|
284,181
|
Exercise of warrants
|
-
|
-
|
-
|
(334,378)
|
334,378
|
-
|
Expired warrants
|
-
|
-
|
-
|
(333,485)
|
333,485
|
-
|
Share options charge
|
-
|
-
|
134,610
|
-
|
-
|
134,610
|
Forfeiture of share
options
|
-
|
-
|
(19,105)
|
-
|
-
|
(19,105)
|
At 31 March 2023
|
1,805,516
|
51,882,761
|
357,366
|
740,867
|
(23,805,018)
|
30,981,492
|
Consolidated Statement of Cash Flows
Year ended 31 March 2024
|
Note
|
2024
£
|
2023
£
|
Cash flows from operating
activities
|
|
|
|
Loss for the year
|
|
(9,699,916)
|
(10,285,435)
|
Adjustments to cash flows from
non-cash items
|
|
|
|
Depreciation and
amortization
|
8
|
522,898
|
514,394
|
Loss on disposal of right to use
asset
|
8
|
6,807
|
124,528
|
Loss on disposal of tangible fixed
assets
|
8
|
3,137
|
-
|
Loss on disposal of intangible
asset
|
8
|
-
|
73,401
|
Impairment of asset under
construction
|
7
|
2,157,923
|
108,947
|
Fair value (gains)/losses on
escrow account
|
7
|
(5,721,727)
|
3,495,064
|
Fair value gains on restoration
provision
|
7
|
(889,126)
|
(4,205,774)
|
Finance income
|
9
|
(200,175)
|
(454,196)
|
Finance costs
|
9
|
2,844,319
|
495,279
|
Share-based payment
transactions
|
10
|
(101,088)
|
115,505
|
Impact of foreign
exchange
|
9
|
(49,551)
|
74,724
|
Income tax credit
|
13
|
(194,403)
|
(544,602)
|
|
|
(11,320,902)
|
(10,488,165)
|
Working capital adjustments
|
|
|
|
Income tax received
|
|
458,975
|
544,602
|
Decrease/(Increase) in trade and
other receivables
|
20
|
3,353,698
|
(2,336,084)
|
Decrease in trade and other
payables
|
23
|
(840,270)
|
(1,959,020)
|
Decrease in inventories
|
22
|
84,323
|
42,771
|
Net cash outflow from operating
activities
|
|
(8,264,176)
|
(14,195,896)
|
Cash flows from investing
activities
|
|
|
|
Interest received
|
9
|
9,713
|
99,082
|
Acquisitions of property, plant
and equipment
|
15
|
(2,703,810)
|
(10,892,254)
|
Proceeds from sale of
vehicle
|
|
-
|
4,167
|
Acquisitions of intangibles
|
17
|
(39,952)
|
(191,523)
|
Net cash outflows from investing
activities
|
|
(2,734,049)
|
(10,980,528)
|
Cash flows from financing
activities
|
|
|
|
Interest paid
|
9
|
(9,793)
|
(4,084)
|
Proceeds from issue of Ordinary
Shares, net of issue costs
|
|
131,542
|
-
|
Proceeds from the exercise of
warrants
|
|
-
|
284,181
|
Proceeds from the issue of
convertible loan notes, net of issue costs
|
24
|
9,241,830
|
-
|
Payments to hire
purchase
|
|
(20,302)
|
(63,294)
|
Payments to lease
liabilities
|
|
(201,535)
|
(357,749)
|
Net cash inflows/(outflows) from
financing activities
|
|
9,141,742
|
(140,946)
|
Net decrease in cash and cash
equivalents
|
|
(1,856,483)
|
(25,317,370)
|
Cash and cash equivalents at 1
April
|
|
3,438,018
|
28,755,388
|
Cash and cash equivalents at 31
March
|
|
1,581,535
|
3,438,018
|
Notes to the Consolidated Financial
Statements
Year ended 31 March 2024
1
General information
Tungsten West plc ('the Company')
is a public limited company, incorporated in England and Wales and
domiciled in the United Kingdom.
The address of its registered
office is:
|
The principal place of
business is:
|
Shakespeare Martineau LLP
|
Hemerdon Mine
|
6th Floor
|
Drakelands
|
60 Gracechurch Street
|
Plympton
|
London
|
Devon
|
EC3V 0HR
|
PL7 5BS
|
United Kingdom
|
United Kingdom
|
2
Accounting policies
Summary of significant accounting policies and key accounting
estimates
The principal accounting policies
applied in the preparation of these financial statements are set
out below. These policies have been consistently applied to all the
years presented, unless otherwise stated.
Basis of preparation
The Group financial statements
have been prepared in accordance with International Accounting
Standards as adopted in the United Kingdom ('UK adopted IAS') and
those parts of the Companies Act 2006 that are applicable to
companies which apply UK adopted IAS.
The financial statements are
presented in Sterling, which is the functional currency of the
Group and Company.
Going concern
The Group is still in the
pre-production phase of operations and meets its day to day working
capital requirements by utilising cash reserves from investment
made in the Group. Over the last year this has been dependent on
raising funds via issues of CLN. There is no signed commitment from
investors to provide further funds under the existing CLN
agreement. The Group previously notified CLN holders of multiple
defaults of on the terms of the CLN agreement. A waiver was
subsequently agreed but expired in June 2024. In the absence of a
waiver the notes can be called in for immediate redemption. For the
Group to remain a going concern it is reliant on the continued
support of the Noteholders by not exercising their rights under the
Defaults. . The CLN holders have provisionally agreed to reinstate
the waiver as part of the expected imminent Tranche F funding as
set out below.
At the year-end, the Group had
£1.6 million in cash reserves and £0.04 million at the end of
September 2024. The Group is in the process of finalising the
documentation in respect of a £2.0 million Tranche F funding round
with its existing CLN holders. The Group has received letters
of commitment from the CLN holders that they will provide the
Tranche F funding and also extend the waiver that expired in June
2024. The Group has very limited cash reserves and is reliant upon
this Tranche F funding being received. If the Group did not
receive the Tranche F funding or it was delayed, these limited cash
reserves are forecast to be exhausted in October 2024.
Following the expected Tranche F
CLN issue, going concern is also reliant on further funding being
secured by the end of December 2024, without which the group would
be unable to pay its liabilities as they fall due beyond this
point.
In addition to short-term
financing via the CLN, the Group still requires additional funding
to complete the MPF rebuild and is in discussions with financing
partners to provide the additional capital. The quantum of
financing will be determined at the completion of FEED.
These conditions indicate that a
material uncertainty exists that may cast significant doubt on the
Group's and company's ability to continue as a going
concern.
Until the additional capital is
secured, the Group will continue to proceed by utilising existing
cash reserves and drawing on the 2023 CLN facility. The board will
not commit to significant further capital expenditure until the
full finance package is in place to complete the
rebuild.
Model 1 - Funding to Complete Feasibility Study and Obtain
Financing
This scenario models management's
expectation of cash required to complete the ongoing feasibility
study and general and administrative expenses, including
maintaining the existing mine permits. This does not include any
expenses related to FEED, or capital expenditures to restart
operations. The Company is in discussion with a number of parties
regarding financing of operations to complete FEED and capital
raising operations.
As a result, they intend that the
group to be able to operate as a going concern for the foreseeable
future. Consequently, they continue to adopt the going concern
basis in preparing these financial information despite the material
uncertainty referred to above.
Basis of consolidation
The Group financial statements
consolidate the financial statements of the Company and its
subsidiary undertakings drawn up to
31 March 2024.
A subsidiary is an entity
controlled by the Company. Control is achieved where the Company
has the power to govern the financial and operating policies of an
entity so as to obtain benefits from its activities. Accounting
policies of subsidiaries have been changed where necessary to
ensure consistency with the policies adopted by the
Group.
The purchase method of accounting
is used to account for business combinations that result in the
acquisition of subsidiaries of the Group. The cost of a business
combination is measured as the fair value of the assets given,
equity instruments issued and liabilities incurred or assumed as at
the date of exchange. Identifiable assets acquired and liabilities
and contingent liabilities assumed in a business combination are
measured initially at their fair values at the acquisition date,
including deferred tax if required. Any excess of the cost of the
business combination over the acquirer's interest in the net fair
value of the identifiable assets, liabilities and contingent
liabilities is recognised as goodwill.
Changes in accounting policy
None of the standards,
interpretations and amendments effective for the first time from 1
April 2023 have had a material effect on the financial
statements.
Revenue recognition
In the year revenue has mainly
related to the sale of low grade concentrate which was left behind
by the previous mining operator. This is recognised upon pick up by
customers at the fair value of consideration receivable at that
date.
Tax
Income tax expense consists of the
sum of current tax and deferred tax.
Current tax is based on taxable
profit for the year. Taxable profit differs from profit as reported
for accounting purposes because of items of income or expense that
are taxable or deductible in other years and items that are never
taxable or deductible.
Current tax is calculated using
tax rates that have been enacted or substantively enacted by the
end of the reporting period. A provision is recognised for tax
matters that are uncertain if it is considered probable that there
will be a future outflow of funds to a tax authority. The provision
is measured at the best estimate of the amount expected to become
payable. The assessment is based on the judgement of management
supported by the advice of tax professionals contracted by the
company.
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 taxable
profit nor the accounting profit.
The carrying amount of deferred
tax assets is reviewed at each reporting date and reduced to the
extent that it is no longer probable that sufficient taxable
profits will be available to allow all or part of the asset to be
recovered. Deferred tax is calculated at the tax rates that are
expected to apply in the period when the liability is settled or
the asset is realised based on tax laws and rates that have been
enacted or substantively enacted at the reporting date.
The Group has submitted research
and development tax credit claims. The Group accounts for a claim
at the point it considers the claim to be unchallenged by
HMRC.
Property, plant and equipment
Land and buildings are stated at
the cost less any depreciation or impairment losses subsequently
accumulated (cost model). Land and buildings have been uplifted to
fair value on consolidation.
Plant and equipment is stated in
the statement of financial position at cost, less any subsequent
accumulated depreciation and subsequent accumulated impairment
losses.
The asset under construction
relates to costs incurred to upgrade the mineral processing
facility and in accordance with IAS 16, have capitalised costs if
it is probable that future economic benefits associated with the
item will flow to the entity and the cost can be measured
reliably.
Depreciation
Depreciation is charged so as to
write off the cost of assets, other than land and assets under
construction over their estimated useful lives,
as follows:
Asset class
|
Depreciation method and rate
|
Land
|
None
|
Building
|
2% Straight Line
|
Furniture, fittings and
equipment
|
5% - 20% Straight Line
|
Other property, plant and
equipment
|
5%- 33% Straight Line
|
Motor vehicles
|
33% Straight Line
|
Computer equipment
|
33% Straight Line
|
Goodwill
Goodwill is recognised at cost and
reviewed for impairment annually.
Intangible assets
Contractual mining rights as set
out in the mining lease are recognised as a separate intangible
asset on consolidation under IFRS 3.
The mining rights are subject to
amortisation over the useful life of the mine which is 27 years
(2023: 27 years). Amortisation will be charged from the date the
mine is brought into use.
Software is amortised on a
straight-line basis using a rate of 33%.
Right-of-use assets
Right-of-use assets consist of a
lease for the Hemerdon Mine and other property leases under IFRS
16. These assets are depreciated over the shorter of the lease term
and the useful life of the underlying asset. Depreciation starts at
the commencement date of the lease.
Research and development activities
All research costs are expensed.
Costs related to the development of products are capitalised when
they meet the following conditions:
(i)
It is technically feasible to complete the development so that the
product will be available for use or sale.
(ii)
It is intended to use or sell the product being
developed.
(iii)
The Group is able to use or sell the product being
developed.
(iv) It
can be demonstrated that the product will generate probable future
economic benefits.
(v)
Adequate technical, financial and other resources exist so that
product development can be completed and the product subsequently
used or sold.
(vi)
Expenditure attributable to the development can be reliably
measured.
All other development expenditure
is recognised as an expense in the period in which it is
incurred.
Capitalised development costs are
stated at cost less accumulated amortisation and accumulated
impairment losses (cost model). Amortisation is recognised using
the straight-line basis and results in the carrying amount being
expensed in profit or loss over the estimated useful lives which
range from 5 to 15 years.
Exploration for and evaluation of mineral
resources
Costs relating to the exploration
for and evaluation on mineral resources are expensed.
Cash and cash equivalents
Cash and cash equivalents comprise
cash on hand and call deposits, and other short-term highly liquid
investments that are readily convertible to a known amount of cash
and are subject to an insignificant risk of changes in
value.
Trade receivables
Trade and other receivables where
payment is due within one year do not constitute a financing
transaction and are recorded at the undiscounted amount expected to
be received, less attributable transaction costs. Any subsequent
impairment is recognised as an expense in profit or
loss.
All trade and other receivables
are subsequently measured at amortised cost, net of
impairment.
Escrow funds
These funds are held with a third
party to be released to the Group as it settles its obligation to
restore the mining site once operations cease. The debtor has been
discounted to present value assuming the funds will be receivable
useful life of mining operations.
Trade payables
Trade and other payables are
initially recognised at fair value less attributable transaction
costs. They are subsequently measured at amortised cost.
Convertible debt
Convertible loan notes issued by
the group have been assessed as a host liability contract with the
conversion option meeting the recognition criteria for an embedded
derivative financial liability. The group has taken the option
available under IFRS to designate the entire instrument at fair
value through profit and loss. The instrument is initially
recognised at transaction price net of directly attributable costs
incurred. The instrument is remeasured to fair value at each
reporting point with the resulting gain or loss recognised in
profit and loss.
Provisions
Provisions are recognised when the
Group has a present obligation (legal or constructive) as a result
of a past event, it is probable that the Group will be required to
settle that obligation and a reliable estimate can be made of the
amount of the obligation.
Provisions are measured at the
Directors' best estimate of the expenditure required to settle the
obligation at the reporting date and are discounted to present
value where the effect is material.
This includes a provision for the
obligation to restore the mining site once mining
ceases.
Leases
At inception of the contract, the
Group assesses whether a contract is, or contains, a lease. It
recognises a right-of-use asset and a corresponding lease liability
with respect to all material lease arrangements in which it is the
lessee. The right-of-use assets and the lease liabilities are
presented as separate line items in the statement of financial
position.
The lease liability is initially
measured at the present value of the lease payments that are not
paid at the commencement date, discounted by using the rate
implicit in the lease. If this rate cannot be readily determined,
the Group uses its incremental borrowing rate. It is subsequently
measured by increasing the carrying amount to reflect interest on
the lease liability (using the effective interest method) and
by reducing the carrying amount to reflect the lease payments
made.
Short-term or low-value leases, in
accordance with the available exemption in IFRS 16, are not
capitalised on the statement of financial position and instead
recognised as an expense, on a straight-line or other systematic
basis.
Share capital
Ordinary Shares are classified as
equity. Equity instruments are measured at the fair value of the
cash or other resources received or receivable, net of the direct
costs of issuing the equity instruments. If payment is deferred and
the time value of money is material, the initial measurement is on
a present value basis.
Share options
Share options granted to
shareholders classified as equity instruments are accounted for at
the fair value of cash received or receivable. Share options
granted to shareholders which represent a future obligation for the
Company outside of its control are recognised as a financial
liability at fair value through profit and loss.
Share options granted to employees
are fair valued at the date of grant with the cost recognised over
the vesting period. If the employee is employed in a subsidiary
company, the cost is added to the investment value, in the
financial statements of the parent, and the expense recognised in
staff costs in the statements of the subsidiary.
Warrants issued in return for a
service are classified as equity instruments and measured at the
fair value of the service received. Where the service received
relates to the issue of shares the cost is debited against the
proceeds received in share premium.
Defined contribution pension obligation
A defined contribution plan is a
pension plan under which pension contributions are paid into a
separate entity and the group has no legal or constructive
obligations to pay further contributions if the fund does not hold
sufficient assets to pay all employees the benefits relating to
employee service in the current and prior periods.
For defined contribution plans
contributions are paid into publicly or privately administered
pension insurance plans on a mandatory or contractual basis. The
contributions are recognised as employee benefit expense when they
are due. If contribution payments exceed the contribution due for
service, the excess is recognised as an asset.
Financial instruments
Initial recognition
Financial assets and financial
liabilities comprise all assets and liabilities reflected in the
statement of financial position, although excluding property, plant
and equipment, intangible assets, right of use assets, inventories,
deferred tax assets, prepayments, deferred tax liabilities and the
mining restoration provision. The Group recognises financial assets
and financial liabilities in the statement of financial position
when, and only when, the Group becomes party to the contractual
provisions of the financial instrument.
Financial assets are initially
recognised at fair value. Financial liabilities are initially
recognised at fair value, representing the proceeds received net of
premiums, discounts and transaction costs that are directly
attributable to the financial liability.
All regular way purchases and
sales of financial assets and financial liabilities classified as
fair value through profit or loss ('FVTPL') are recognised on the
trade date, i.e., the date on which the Group commits to purchase
or sell the financial assets or financial liabilities.
All regular way purchases and sales of other financial assets
and financial liabilities are recognised on the settlement date,
i.e., the date on which the asset or liability is received from or
delivered to the counterparty. Regular way purchases or sales are
purchases or sales of financial assets that require delivery within
the time frame generally established by regulation or convention in
the marketplace.
Subsequent to initial measurement,
financial assets and financial liabilities are measured at either
amortised cost or fair value.
Derecognition
Financial assets
The Group derecognises a financial
asset when:
•
the contractual rights to the cash flows from the financial
asset expire;
•
it transfers the right to receive the contractual cash flows in
a transaction in which substantially all of the risks and
rewards of ownership of the financial asset are transferred;
or
•
the Group neither transfers nor retains substantially all of the
risks and rewards of ownership and it does not retain control of
the financial asset.
On derecognition of a financial
asset, the difference between the carrying amount of the asset and
the sum of the consideration received is recognised as a gain
or loss in the profit or loss.
Financial liabilities
The Group derecognises a financial
liability when its contractual obligations are discharged,
cancelled, or expire.
Significant accounting estimates and
judgements
The preparation of the financial
statements requires management to make estimates and judgements
that affect the reported amounts of certain financial assets,
liabilities, income and expenses.
The use of estimates and
judgements is principally limited to the determination of
provisions for impairment and the valuation of
financial instruments as explained in more detail
below:
Significant accounting judgements
Impairment of non-current
assets
To consider the impairment of the
Group's non-current assets, management has calculated a value in
use of the Group's cash-generating unit which comprises the
Hemerdon Mine. This was determined using a discounted cashflow
approach, supported by project cashflow forecasts prepared by
management. The value of assets impacted is £24.3 million (2023:
£24.1 million).
The previous model under the
Bankable Feasibility Study ('BFS') has been adapted to reflect the
changes in inputs and assumptions as a result of the project
re-evaluation. The inputs and key assumptions that were used in the
determination of value in use were discount rate, metal prices,
metal recoveries, probability of financing, probability of permit
award and foreign exchange.
Discounted cashflows are based on
future forecasts which reflect uncertainty. Therefore, management
has prepared a sensitised discounted cashflow calculation. The
underlying assumptions that were stress tested include the discount
rate, foreign exchange rates and metal prices
and recoveries.
Management were satisfied in the
recoverability of the Group's assets and no impairment was
required.
Management did separately
recognise an impairment of £2.2m (2023: £0.1m) in relation to
specific costs capitalised to an area of the Mineral Process
Facility which has since been eliminated from the
process.
Capitalisation of research
and development costs
The Directors have reviewed any
costs relating to evaluating the technical feasibility of
processing the extracted tungsten ore and have expensed these costs
in line with the current policy. The Directors have also reviewed
research and development costs and concluded that these costs fail
to meet the criteria set out in IAS 38 for the capitalisation of
development costs as the Directors still consider that they are in
the research phase. The Group will commence capitalisation of
development costs at the point when available finance has been
secured to complete the project in accordance with IAS 38.
Development costs that are capitalised in accordance with the
requirements of IFRS are not treated, for dividend purposes, as a
realised loss. The Group has currently capitalised no research and
development costs in accordance with IAS 38. The Group has only
capitalised costs associated with the tangible improvement and
installation of property, plant and equipment under IAS
16.
Capitalisation of asset
under construction costs
The Directors have reviewed any
costs relating to the upgrade of the mineral processing facility in
accordance with IAS 16 and have capitalised costs if it is probable
that future economic benefits associated with the item will flow to
the entity and the cost can be measured reliably. At the
year end, £14.1 million (2023: £13.6 million) of costs at
carrying value have been capitalised. The company acquired the
pre-existing machinery in the mineral processing facility for nil
cost. Due to the significant period of inactivity, refurbishment of
the existing machinery has commenced to bring the machinery back
into use. The direct costs of restoring or improving the
functionality of the plant and machinery have been capitalised on
the basis these costs will increase the future cashflows to be
generated by the asset. In situations where parts have been
replaced no matched disposal has been required in instances where
the original asset is carried at nil value.
Founder
options
The Directors consider the non-EMI
portion of the founder options meet the definition of equity in the
financial statements of the Group on the basis that the 'fixed for
fixed' condition is met and that they were awarded to shareholders
relating to investing in the share capital of the Group. The
accounting treatment has been applied in accordance with IAS 32,
which requires initial recognition at fair value of consideration
paid less costs. As there was no consideration received at
inception, the value of the options is £Nil. When exercised the
shares are recognised at option price.
Key sources of estimation uncertainty
Restoration provision
The restoration provision is the
contractual obligation to restore the mining site back to its
original state once mining ceases. The provision is equal to the
expected outflows that will be incurred at the end of the mine's
useful life discounted to present value. As the restoration work
will predominantly be completed at the end of the mine's useful
life, these calculations are subject to a high degree of estimation
uncertainty. The key assumptions that would lead to significant
changes in the provision are the discount rate, useful life of the
mine and the estimate of the restoration costs.
A 1% change in the discount rate
on the Group's restoration estimates would result in an impact of
£1.1 million to £1.6 million (2023: £1.2 million to £1.6 million)
on the restoration provision. A 5% change in cost on the Group's
restoration estimates would result in an impact of £0.3 million
(2023: £0.3 million) on the provision for restoration. More
information on the restoration provision is disclosed in note
25.
Escrow account
These are funds being held under
escrow with a third party and will be released back to the Company
on the cessation of mining once restoration works have been
completed. The key assumptions that would lead to significant
changes in the escrow account fair value are the discount rate, the
future interest rate and the useful life
of the mine.
A 1% change in the discount rate
on the Group's escrow account estimate would result in an impact of
£2.4 million to £3.1 million (2023: £1.1 million to £1.5 million)
on the escrow account valuation. A one-year change in useful mining
life would result in an impact of £0.1 million (2023: £0.2 million)
on the escrow account valuation. More information on the escrow
account is disclosed in note 19.
Convertible loan notes
The convertible loan notes are
measured at fair value at each reporting point. Due to the fact
that the instrument will be settled at a future point in time
either by the conversion into equity shares, conversion into an
equivalent debt instrument or repayment in cash the valuation is
subject to inherent estimation uncertainty. Management commissioned
an external expert to calculate the fair value at the year end. The
fair value has been calculated using a scenario pricing model and
the key underlying assumptions are the probabilities assessed for
each underlying scenario, the discount rate selected and the dates
of conversion or redemption.
A two month earlier date of
conversion or redemption assumption would result in a £2.1m
increase to the fair value of the year end liability.
Discount rates
The Group has had to assess
reasonable discount rates based on market factors to use under
IFRS. These discount rates have been used on the right-of-use
assets, escrow funds, the restoration provision and share based
payments. The discount rate on the right-of-use asset is the rate
for an equivalent debt instrument. The escrow funds are discounted
at the risk free rate which is the yield on an equivalent long-term
UK government bond. The restoration provision is discounted at the
risk-free rate plus a premium based on the specific risk associated
with this liability. The UK risk-free rate increased over the
financial year to 4.4% (2023: 3.7%).
3
Financial risk management
Group
This note presents information
about the Group's exposure to financial risks and the Group's
management of capital.
Credit risk
In order to minimise credit risk,
the Group has adopted a policy of only dealing with
creditworthy counterparties (banks and debtors) and it obtains
sufficient collateral, where appropriate, to mitigate the risk of
financial loss from defaults. The most significant credit risk
relates to customers that may default in making payments for goods
they have purchased.
To date the Group has only made a
small number of sales and therefore the credit risk exposure has
been low.
Liquidity risk
The Directors regularly monitor
forecast and actual cash flows and to match the maturity
profiles of financial assets and liabilities to ensure proper
liquidity risk management for the day-to-day working capital
requirements.
In the view of the Directors, the
key risk to liquidity is raising the additional capital required to
meet its estimated Capex spend. The Group's continued future
operations depend on the ability to raise sufficient capital
through the issue of debt. At present the Group does not have
sufficient capital to fund its estimated Capex spend therefore
there is a liquidity risk which would result in the Group having to
pause its future operations were it to not raise the necessary
capital. At present, the Group is in discussions with financing
partners to provide this additional capital.
Market risk
Interest rate risk
The Group is exposed to interest
rate risk through the impact of rate changes on interest-bearing
borrowings. The interest rates and terms of repayment are disclosed
in note 24 to the financial statements. The Company's policy is to
obtain the most favourable interest rates available for all
liabilities. Except as outlined above, the Group has no significant
interest-bearing assets and liabilities.
Foreign exchange risk
The Group in the future will also
be exposed to exchange rate risk on the basis that tungsten prices
are principally denominated in US Dollar. The Group will seek
to manage this risk through the supply contracts it agrees
with future customers.
The Group does not use any
derivative instruments to reduce its economic exposure to changes
in interest rates or foreign currency exchange rates at the current
time.
Price risk
The Group is exposed to the price
fluctuation of its primary products being tungsten and tin. Given
the Group is currently in the development phase and is not yet
producing any revenue, the costs of managing exposure to commodity
price risk exceed any potential benefits. The Directors monitor
this risk on an ongoing basis and will review this as the Group
moves towards production.
Inflation Risk
The Group is exposed to
inflationary pressures that impact the core materials required for
the operations, mainly being reagents, power and diesel costs. The
Directors monitor this risk on an ongoing basis and will review
this as the group moves towards production.
4
Operating segments
The Chief Economic Decision Maker
of the Group is the Board of Directors which considers that the
Group is comprised of one operating segment representing the
Group's mining activities at the Hemerdon Mine. All operations and
assets are located in the United Kingdom and all revenues are
originated in the United Kingdom.
Revenue from customers accounting
for 10% or more of Group revenue was as follows:
|
2024
£
|
2023
£
|
Customer A
|
-
|
118,276
|
Customer B
|
435,072
|
-
|
Customer C
|
286,964
|
508,184
|
5
Revenue from contracts with customers
The analysis of the Group's revenue
for the year from continuing operations is as follows:
|
2024
£
|
2023
£
|
Tungsten
|
497,388
|
508,184
|
Tin
|
224,648
|
-
|
Aggregates
|
-
|
118,276
|
Sale of goods
|
722,036
|
626,460
|
6
Other income
The analysis of the Group's other
operating income for the year is as follows:
|
2024
£
|
2023
£
|
Sale of scrap metal
|
14,424
|
13,962
|
Sublease rental income
|
-
|
4,985
|
|
14,424
|
18,947
|
7
Other gains and losses
The analysis of the Group's other
gains and losses for the year is as follows:
|
2024
£
|
2023
£
|
Gain on restoration provision due to
change in discount rate
|
889,126
|
4,205,774
|
Gain/(loss) on escrow account due to
change in discount and interest rate
|
5,721,727
|
(3,495,064)
|
Impairment on assets under
construction deposits
|
(1,373,546)
|
-
|
Impairment on assets under
construction assets
|
(2,157,923)
|
-
|
Other gains and losses
|
3,079,384
|
710,710
|
See note 19 and note 25 for further
details on other gains and losses on the escrow accounts and the
restoration provision.
8
Operating loss
Arrived at after
charging/(crediting):
|
2024
£
|
2023
£
|
Depreciation of property, plant and
equipment
|
331,335
|
276,995
|
Depreciation of right-of-use
assets
|
120,281
|
216,039
|
Loss on disposal of right to use
asset
|
6,807
|
124,528
|
Loss on disposal of tangible fixed
assets
|
3,137
|
-
|
Impairment of asset under
construction assets and deposits
|
3,531,469
|
108,947
|
Amortisation of
intangibles
|
71,282
|
21,360
|
Staff costs
|
3,352,821
|
5,562,095
|
9
Finance income and costs
|
2024
£
|
2023
£
|
Finance income
|
|
|
Notional interest income on the
escrow funds receivable
|
190,438
|
272,026
|
Other interest income
|
9,713
|
99,082
|
Foreign exchange gains
|
24
|
83,088
|
|
200,175
|
454,196
|
Finance costs
|
|
|
Interest expense on other financing
liabilities
|
(118,985)
|
(101,772)
|
Notional cost on the restoration
provision
|
(325,001)
|
(381,060)
|
Fair value movement in convertible
loan notes designated fair value through profit and loss
|
(2,345,391)
|
-
|
Bank charges
|
(5,367)
|
(4,083)
|
Foreign exchange losses
|
(49,575)
|
(8,364)
|
Total finance costs
|
(2,844,319)
|
(495,279)
|
Net finance costs
|
(2,644,144)
|
(41,083)
|
10
Staff costs
The aggregate payroll costs
(including Directors' remuneration) were
as follows:
|
2024
£
|
2023
£
|
Wages and salaries
|
2,724,119
|
3,888,672
|
Social security costs
|
331,690
|
427,748
|
Pension costs, defined contribution
scheme
|
164,738
|
161,908
|
Share based payment
|
(101,088)
|
115,505
|
Amounts capitalised to asset under
construction
|
233,362
|
968,262
|
|
3,352,821
|
5,562,095
|
The average number of persons
employed by the Group (including Directors) during the year,
analysed by category, was as follows:
|
2024
No.
|
2023
No.
|
Project, maintenance, administration
and support
|
44
|
74
|
Directors
|
5
|
7
|
|
49
|
81
|
11
Directors' remuneration
The Directors' remuneration for the
year was as follows:
|
2024
£
|
2023
£
|
Remuneration
|
487,035
|
873,029
|
Pension contribution
|
19,130
|
21,019
|
Benefits in kind
|
1,884
|
2,340
|
Total cash remuneration
|
508,049
|
896,388
|
Share-based payment
|
4,025
|
66,993
|
Total remuneration
|
512,074
|
963,381
|
Included in the remuneration above
was £nil (2023: £nil) paid in shares rather than cash.
Remuneration by each Director is as
follows:
|
2024
Salary
£
|
2024
Pension
£
|
2024
Loss of office
£
|
2024
Benefits
£
|
2024
Share-based payment
£
|
2024
Total
£
|
Richard M Maxey
|
28,000
|
-
|
-
|
-
|
-
|
28,000
|
Mark Thompson
|
28,077
|
-
|
-
|
-
|
-
|
28,077
|
Nigel Widdowson
|
64,625
|
8,130
|
-
|
1,884
|
4,025
|
78,664
|
David Cather
|
52,500
|
-
|
-
|
-
|
-
|
52,500
|
Martin Wood
|
33,833
|
-
|
-
|
-
|
-
|
33,833
|
Guy Edwards
|
2,000
|
-
|
-
|
-
|
-
|
2,000
|
Kevin Ross
|
14,000
|
-
|
-
|
-
|
-
|
14,000
|
Neil Gawthorpe**
|
264,000
|
11,000
|
-
|
-
|
-
|
275,000
|
Adrian Bougourd
|
-
|
-
|
-
|
-
|
-
|
-
|
|
487,035
|
19,130
|
-
|
1,884
|
4,025
|
512,074
|
|
|
|
|
|
|
|
|
**
Denotes the highest paid Director.
Directors' interests in share
options and warrants are disclosed in the Directors'
Report.
The share-based payment is an IFRS 2
cost charged for options issued. No cash benefit is received by the
Directors. No Director exercised any options during the year.
Please see note 28 for more information.
|
2023
Salary
£
|
2023
Pension
£
|
2023
Loss of office
£
|
2023
Benefits
£
|
2023
Share-based payment
£
|
2023
Total
£
|
Francis Johnstone
|
20,000
|
-
|
-
|
-
|
-
|
20,000
|
Richard M Maxey
|
20,000
|
-
|
-
|
-
|
-
|
20,000
|
Max Denning**
|
124,246
|
9,613
|
158,411
|
-
|
38,781
|
331,051
|
Mark Thompson
|
200,000
|
-
|
100,000
|
-
|
3,134
|
303,134
|
Nigel Widdowson
|
156,275
|
10,754
|
-
|
2,340
|
25,078
|
194,447
|
Robert Ashley
|
26,667
|
-
|
-
|
-
|
-
|
26,667
|
David Cather
|
33,462
|
-
|
-
|
-
|
-
|
33,462
|
Martin Wood
|
4,833
|
-
|
-
|
-
|
-
|
4,833
|
Neil Gawthorpe
|
4,968
|
-
|
-
|
-
|
-
|
4,968
|
Grace Stevens
|
24,167
|
652
|
-
|
-
|
-
|
24,819
|
|
614,618
|
21,019
|
258,411
|
2,340
|
66,993
|
963,381
|
**
Denotes the highest paid Director.
Directors' interests in share
options and warrants are disclosed in the Directors'
Report.
12
Auditors' remuneration
|
2024
£
|
2023
£
|
Audit of these financial statements
|
50,000
|
50,000
|
Other fees to auditors
|
|
|
Audit-related assurance
services
|
83,500
|
89,000
|
|
133,500
|
139,000
|
13
Income tax
Tax charged/(credited) in the income
statement:
|
2024
£
|
2023
£
|
Current taxation
|
|
|
Adjustments in respect of prior
periods
|
(194,403)
|
(544,602)
|
The tax on profit for the year is
higher (2023: higher) than the standard rate of corporation tax in
the UK of 25% (2023: 19%). The differences are reconciled
below:
|
2024
£
|
2023
£
|
Loss before tax
|
(9,894,319)
|
(10,830,037)
|
Corporation tax at standard
rate
|
(2,473,580)
|
(2,057,707)
|
Fixed asset differences
|
587,065
|
12,498
|
Increase from effect of expenses not
deductible in determining taxable profit (tax loss)
|
370,996
|
300,510
|
Other differences
|
37
|
512
|
Surrender of tax losses for R&D
tax credit refund
|
(194,403)
|
(544,602)
|
Remeasurement of deferred tax for
changes in tax rates
|
-
|
(550,799)
|
Income not taxable
|
-
|
-
|
Decrease/(increase) from tax losses
for which no deferred tax asset was recognised
|
1,515,482
|
2,294,986
|
Total tax credit
|
(194,403)
|
(544,602)
|
Deferred tax
Group
|
2024
Intangibles
£
|
2024
Tangibles
£
|
2024
Losses
£
|
2024
Other
£
|
2024
Total
£
|
At 1 April 2023
|
961,084
|
429,262
|
(1,390,346)
|
-
|
-
|
Charged to profit and
loss
|
-
|
(7,445)
|
7,445
|
-
|
-
|
At
31 March 2024
|
961,084
|
421,817
|
(1,382,901)
|
-
|
-
|
The net deferred tax of £nil is made
up of a liability of £1,382,901 and asset of £1,382,901. The
unrecognised deferred tax asset for carried forward losses at 31
March 2024 was £8,970,420.
The rate used for the deferred tax
is 25% (2023: 25%).
|
2023
Intangibles
£
|
2023
Tangibles
£
|
2023
Losses
£
|
2023
Other
£
|
2023
Total
£
|
At 1 April 2022
|
961,083
|
436,706
|
(1,397,789)
|
-
|
-
|
Charged to profit and
loss
|
1
|
(7,444)
|
7,443
|
-
|
-
|
At 31 March 2023
|
961,084
|
429,262
|
(1,390,346)
|
-
|
-
|
The net deferred tax of £nil is made
up of a liability of £1,390,346 and asset of £1,390,346. The
unrecognised deferred tax asset for carried forward losses at 31
March 2023 was £7,730,527.
14
Basic and diluted loss per share
Basic and diluted loss per share is
calculated as follows:
|
2024
£
|
2023
£
|
Loss for the year
|
(9,699,916)
|
(10,285,435)
|
Weighted average number of shares in
issue
|
185,755,355
|
180,511,110
|
Basic and diluted loss per
share
|
(0.05)
|
(0.06)
|
The diluted loss per share
calculations exclude the effects of share options, warrants and
convertible debt on the basis that such future potential share
transactions are anti-dilutive. Information on share options and
warrants is disclosed in note 28.
15
Property, plant and equipment
Group
|
Land and
buildings
£
|
Furniture, fittings and equipment
£
|
Computer equipment
£
|
Motor
vehicles
£
|
Other property, plant and equipment
£
|
Asset under construction
£
|
Total
£
|
Cost or valuation
|
|
|
|
|
|
|
|
At 1 April 2022
|
4,446,750
|
27,327
|
171,420
|
8,740
|
196,755
|
3,904,548
|
8,755,540
|
Additions
|
228,570
|
87,382
|
141,980
|
141,500
|
46,700
|
10,326,594
|
10,972,726
|
Reclassifications
|
514,041
|
-
|
-
|
-
|
-
|
(514,041)
|
-
|
Disposal
|
-
|
-
|
-
|
(8,740)
|
-
|
-
|
(8,740)
|
At 31 March 2023
|
5,189,361
|
114,709
|
313,400
|
141,500
|
243,455
|
13,717,101
|
19,719,526
|
Additions
|
-
|
53
|
2,100
|
-
|
7,726
|
2,693,931
|
2,703,810
|
Disposal
|
-
|
-
|
(3,137)
|
-
|
-
|
-
|
(3,137)
|
At
31 March 2024
|
5,189,361
|
114,762
|
312,363
|
141,500
|
251,181
|
16,411,032
|
22,420,199
|
Depreciation
|
|
|
|
|
|
|
|
At 1 April 2022
|
235,797
|
1,578
|
9,932
|
5,047
|
33,576
|
-
|
285,930
|
Charge for the year
|
103,891
|
12,916
|
72,397
|
37,598
|
50,193
|
-
|
276,995
|
Disposals
|
-
|
-
|
-
|
(7,210)
|
-
|
-
|
(7,210)
|
Impairment
|
-
|
-
|
-
|
-
|
-
|
108,947
|
108,947
|
At 31 March 2023
|
339,688
|
14,494
|
82,329
|
35,435
|
83,769
|
108,947
|
664,662
|
Charge for the year
|
105,429
|
20,804
|
101,245
|
46,695
|
57,162
|
-
|
331,335
|
Impairment
|
-
|
-
|
-
|
-
|
-
|
2,157,923
|
2,157,923
|
At
31 March 2024
|
445,117
|
35,298
|
183,574
|
82,130
|
140,931
|
2,266,870
|
3,153,920
|
Carrying amount
|
|
|
|
|
|
|
|
At
31 March 2024
|
4,744,244
|
79,464
|
128,789
|
59,370
|
110,250
|
14,144,162
|
19,266,279
|
At 31 March 2023
|
4,849,673
|
100,215
|
231,071
|
106,065
|
159,686
|
13,608,154
|
19,054,864
|
At 31 March 2022
|
4,210,953
|
25,749
|
161,488
|
3,693
|
163,179
|
3,904,548
|
8,469,610
|
Included within the net book value
of land and buildings above is £4,047,460 (2023: £4,142,662) in
respect of freehold land and buildings.
Impairment - Asset under construction
The amount of impairment loss
included in profit and loss is £2,157,923 (2023: £108,947). The
impairment relates to costs capitalised to an area of the MPF which
has since been eliminated from the process.
16
Right-of-use assets
|
Property
£
|
Total
£
|
Cost or valuation
|
|
|
At 1 April 2022
|
1,955,184
|
1,955,184
|
Additions
|
619,503
|
619,503
|
Disposals
|
(233,117)
|
(233,117)
|
At
31 March 2023
|
2,341,570
|
2,341,570
|
Write off
|
(6,807)
|
(6,807)
|
At
31 March 2024
|
2,334,763
|
2,334,763
|
Depreciation
|
|
|
At
1 April 2022
|
211,448
|
211,448
|
Charge for the year
|
216,039
|
216,039
|
Disposals
|
(108,589)
|
(108,589)
|
At
31 March 2023
|
318,898
|
318,898
|
Charge for the year
|
120,281
|
120,281
|
At
31 March 2024
|
439,179
|
439,179
|
Carrying amount
|
|
|
At 31 March 2024
|
1,895,584
|
1,895,584
|
At 31 March 2023
|
2,022,672
|
2,022,672
|
Depreciation on right-of-use assets
charged through the profit and loss totals £120,281 (2023:
£216,039). Interest expense on lease liabilities charged through
the profit and loss totals £118,985 (2023: £101,722).
Lease liabilities
|
2024
Future lease payments
£
|
2024
Discount
£
|
2024
Lease liability
£
|
Within one year
|
213,175
|
(107,530)
|
105,645
|
In two to five years
|
662,214
|
(377,706)
|
284,508
|
In over five years
|
2,784,622
|
(1,265,597)
|
1,519,025
|
|
3,660,011
|
(1,750,833)
|
1,909,178
|
|
2023
Future lease payments
£
|
2023
Discount
£
|
2023
Lease liability
£
|
Within one year
|
227,332
|
(112,459)
|
114,873
|
In two to five years
|
760,712
|
(417,285)
|
343,427
|
In over five years
|
3,091,696
|
(1,533,540)
|
1,558,156
|
|
4,079,740
|
(2,063,284)
|
2,016,456
|
The lease liabilities are presented
as follows:
|
31
March
2024
£
|
31 March
2023
£
|
Current liabilities
|
105,645
|
114,873
|
Non-current liabilities
|
1,803,533
|
1,901,583
|
|
1,909,178
|
2,016,456
|
17
Intangible assets
Group
|
Goodwill
£
|
Mining rights
£
|
Software
£
|
Total
£
|
Cost
|
|
|
|
|
At
1 April 2022
|
1,075,520
|
3,844,333
|
80,000
|
4,999,853
|
Additions
|
-
|
-
|
191,523
|
191,523
|
Disposals
|
-
|
-
|
(80,000)
|
(80,000)
|
At
31 March 2023
|
1,075,520
|
3,844,333
|
191,523
|
5,111,376
|
Additions
|
-
|
-
|
39,952
|
39,952
|
At
31 March 2024
|
1,075,520
|
3,844,333
|
231,475
|
5,151,328
|
Amortisation
|
|
|
|
|
At
1 April 2022
|
-
|
-
|
6,599
|
6,599
|
Amortisation charged to the profit
and loss
|
-
|
-
|
21,360
|
21,360
|
Disposals
|
-
|
-
|
(6,599)
|
(6,599)
|
At
31 March 2023
|
-
|
-
|
21,360
|
21,360
|
Amortisation charged to the profit
and loss
|
-
|
-
|
71,282
|
71,282
|
At
31 March 2024
|
-
|
-
|
92,642
|
92,642
|
Carrying amount
|
|
|
|
|
At
31 March 2024
|
1,075,520
|
3,844,333
|
138,833
|
5,058,686
|
At 31 March 2023
|
1,075,520
|
3,844,333
|
170,163
|
5,090,016
|
At 31 March 2022
|
1,075,520
|
3,844,333
|
73,401
|
4,993,254
|
The carrying amount of intangible
assets which is considered as having an indefinite useful life is
£1,075,520. The whole balance is attributable to
goodwill.
The carrying amount of the mining
rights is £3,844,333 (2023: £3,844,333). The mining rights will
begin to be amortised when mining operations restart.
Software amortisation of £71,282
(2023: £21,360) has been charged to the profit and loss presented
in administrative expenses.
Impairment
The value in use of the Group's
cash-generating unit which comprises the Hemerdon Mine was
determined using a discounted cash flow approach, supported by
project cashflow forecasts prepared by management. The previous
model under the Bankable Feasibility Study has been adapted to
reflect the changes in inputs and assumptions as a result of the
project re-evaluation. The following inputs and key assumptions
were used in the determination of value in use:
|
2024
|
2023
|
Discount rate
|
8%
|
5%
|
Expected duration of mining
activities
|
27
years
|
27
years
|
Tungsten grade
|
>0.45
|
0.55
|
Tungsten metal price
|
$350
|
$340
|
Foreign exchange rate
|
1.28
|
1.20
|
Management has prepared a
sensitised NPV calculation which under the updated project plans,
calculated a value in excess of the carrying amount of the Group's
assets. The underlying assumptions that were stress tested include
the discount rate, foreign exchange rate and metal price.
Management were satisfied in the recoverability of the Group's
assets and no impairment was required.
18
Investments
Group subsidiaries
Details of the Group subsidiaries as
at 31 March 2024 are as follows:
|
Proportion of ownership
interest and voting rights held
|
Name of subsidiary
|
Principal activity
|
Registered office
|
2024
|
2023
|
Drakelands Restoration
Limited*
Company number 11854467
|
Mining of tungsten and
tin
|
Shakespeare Martineau LLP,
6th Floor,
60 Gracechurch Street, London,
United Kingdom
EC3V 0HR
England and Wales
|
100%
|
100%
|
Tungsten West Services
Limited**
Company number 12430582
|
Provision
of services to the Group
|
Shakespeare Martineau LLP,
6th Floor,
60 Gracechurch Street, London,
United Kingdom
EC3V 0HR
England and Wales
|
100%
|
100%
|
Aggregates West Limited*
Company number 12575686
|
Sales of aggregates
|
Shakespeare Martineau LLP,
6th Floor,
60 Gracechurch Street, London,
United Kingdom
EC3V 0HR
England and Wales
|
100%
|
100%
|
*
Indicates direct investment of Tungsten West plc in the
subsidiary.
** Tungsten West Services Limited
are exempt from the Companies Act 2006 requirements relating to the
audit of their individual accounts by virtue of Section 479A of the
Act as Tungsten West plc has guaranteed the subsidiary
company under Section 479C of the Act.
19
Escrow funds
|
31
March
2024
£
|
31 March
2023
£
|
Non-current financial assets
|
|
|
Escrow funds
|
11,059,151
|
5,146,986
|
These are funds being held under
escrow with a third party which will be released back to the Group
on the cessation of mining once restoration works have been
completed. The funds have been discounted to present value over the
expected useful life of the mine. During the year, the discount
rate was revised to 4.4% (2023: 3.7%) and the expected future
interest yield to 3.7% (2023: 0.0%) resulting in a gain of
£5,721,727 (2023: loss of £3,495,064). The actual funds held in the
escrow account at year end were £13,740,012 (2023:
£13,230,653).
20
Trade and other receivables
|
31
March
2024
£
|
31 March
2023
£
|
Trade receivables
|
56,373
|
297,800
|
Deposits
|
2,631,435
|
4,458,031
|
Prepayments
|
37,431
|
816,723
|
Other receivables
|
84,654
|
591,039
|
|
2,809,893
|
6,163,593
|
The average credit period on sales
of goods is 30 days (2023: 30 days). No interest is charged on
outstanding trade receivables. The carrying amount of trade and
other receivables approximates the fair value.
As the Group is in the early
phases of operations and making a few minor sales, expected credit
losses are being considered on a customer-by-customer basis. At the
year-end, trade receivables include a provision of £68,262 (2023:
£69,873).
21
Cash and cash equivalents
|
31
March
2024
£
|
31 March
2023
£
|
Cash at bank
|
1,581,535
|
3,438,018
|
22
Inventories
|
31
March
2024
£
|
31 March
2023
£
|
Inventories
|
29,850
|
114,173
|
23
Trade and other payables
|
31
March
2024
£
|
31 March
2023
£
|
Trade payables
|
434,515
|
544,064
|
Accrued expenses
|
950,512
|
1,578,986
|
Social security and other
taxes
|
94,304
|
156,978
|
Outstanding defined contribution
pension costs
|
11,000
|
33,233
|
Corporation tax liability
|
264,572
|
-
|
Other payables
|
-
|
17,342
|
|
1,754,903
|
2,330,603
|
Trade payables and accruals
comprise amounts outstanding for trade purchases and ongoing costs.
The average credit period for trade purchases is 45 days (2023: 45
days). No interest is charged on overdue amounts.
The carrying amount of trade and
other payables approximates the fair value.
24
Loans and borrowings
|
31
March
2024
£
|
31 March
2023
£
|
Non-current loans and borrowings
|
|
|
Lease liabilities
|
1,771,527
|
1,843,016
|
Hire purchase
|
32,006
|
58,567
|
|
1,803,533
|
1,901,583
|
|
31
March
2024
£
|
31 March
2023
£
|
Current loans and borrowings
|
|
|
Lease liabilities
|
80,557
|
91,617
|
Hire purchase
|
25,088
|
23,256
|
Convertible loan notes
|
11,587,221
|
-
|
|
11,692,866
|
114,873
|
Convertible loan notes
Throughout the year the company
issued 4 tranches of Convertible Loan Notes with a nominal value of
£10,356,043. The bonds were initially due for conversion into
ordinary shares 365 days from the first issue date, being June
2024. The holders have the option to exchange the convertible loan
notes for an equivalent instrument prior to conversion. The notes
bear interest at 20% per annum.
The instrument contains a host
liability contract and an embedded derivative option and has been
designated as a single instrument at fair value through profit and
loss.
During July 2023 the group
notified Lansdowne Partners, the majority holder of multiple
breaches of the terms of the loan. The breaches resulted from
management implementing measures to conserve the cash flow of the
group to match the sources of finance available from the
facility.
Under the terms of the Note
Purchase Agreement dated 19 May 2023 the Note Purchasers, if
directed by the holders of at least 75% of the Notes outstanding
may by notice to the Group:
· Terminate the agreement and cancel the Notes
· Demand the notes be repurchased immediately at the redemption
price, plus any interest is repaid. The redemption price is a sum
equal to two times the principal amount of the notes.
· Exercise its rights to enforce security under the terms of
the note purchase agreement and security deed.
On 16 August 2023 the note holders
agreed a waiver of the breaches which would have expired on 31
January 2024. On 15 December 2023 the note holders agreed a waiver
of the breaches until 30 June 2024. The waiver was not extended
after 30 June 2024 and therefore the agreement reverted to in
breach post year end.
On 25 March 2024 an amendment was
agreed to the original terms of the note purchase agreement to
extend the conversion date to 598 days from the first issue date,
being January 2025.
Movement in liability
|
31
March
2024
£
|
31 March
2023
£
|
Brought forward
|
-
|
-
|
Cash received
|
10,356,043
|
-
|
Directly attributable costs
incurred
|
(1,114,213)
|
-
|
Fair value movement in
year
|
2,345,391
|
-
|
Carried forward
|
11,587,221
|
-
|
25
Provisions
Group
|
Restoration provision
£
|
Total
£
|
At 1 April 2023
|
5,701,771
|
5,701,771
|
Change in inflation and discount
rate
|
(889,126)
|
(889,126)
|
Increase due to passage of time or
unwinding of discount
|
325,001
|
325,001
|
At
31 March 2024
|
5,137,646
|
5,137,646
|
Non-current liabilities
|
5,137,646
|
5,137,646
|
This provision is for the
obligation to restore the mine to its original state once mining
operations cease, discounted back to present value based on the
estimated life of the mine. Prior to discounting the Directors
estimate the provision at current costs to be
£13,201,256 (2023: £13,201,256).
The provision has been discounted
using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to
the asset. The ultimate costs to restore the mine are uncertain,
and cost estimates can vary in response to many factors, including
estimates of the extent and costs of rehabilitation activities,
technological changes, regulatory changes, cost increases
as compared to the inflation rates and changes in discount
rates.
Management has considered these
risks and used a discount rate of 6.4% (2023: 5.7%), an inflation
rate of 2% - 7.5% (2023: 2.5% - 9%) and an estimated mining period
of 27 years (2023: 27 years). At the reporting date these
assumptions represent management's best estimate of the present
value of the future restoration costs.
26 Pension and other schemes
Defined contribution pension scheme
The Group operates a defined
contribution pension scheme. The pension cost charge for the year
represents contributions payable by the Group to the scheme and
amounted to £164,738 (2023: £161,908).
Contributions totaling £11,000
(2023: £33,233) were payable to the scheme at the end of the year
and are included in creditors.
27
Share capital
Allotted, called up and fully paid shares
|
31
March 2024
|
31 March 2023
|
No.
|
£
|
No.
|
£
|
Ordinary Shares of £0.01
each
|
187,074,111
|
1,870,741
|
180,551,615
|
1,805,516
|
The holders of Ordinary Shares are
entitled to receive dividends as declared from time to time and are
entitled to one vote per share at meetings of the Company. All
Ordinary Shares rank equally with regard to the Company's residual
assets.
A reconciliation of the number of
shares outstanding at the end of each year is presented as
follows:
|
31
March
2024
£
|
31 March
2023
£
|
Number of shares brought
forward
|
180,551,615
|
179,368,215
|
Issue of shares on 13 June 2023 at
£0.03 per share
|
6,522,496
|
-
|
|
187,074,111
|
179,368,215
|
Warrants exercised
|
-
|
1,183,400
|
|
187,074,111
|
180,551,615
|
28
Share-based payments
Warrants
Details and movements
Warrants have been issued to
certain shareholders and intermediaries as commission for
introducing capital to the Company.
Warrants can be exercised at any
point before the expiry date for a fixed number of
shares.
The movements in the number of
warrants during the year were as follows:
|
31
March
2024
No.
|
31 March
2023
No.
|
Outstanding, start of
year
|
2,170,740
|
4,095,219
|
Granted during the year
|
-
|
-
|
Exercised during the year
|
-
|
(1,183,400)
|
Expired during the year
|
(2,170,740)
|
(741,079)
|
Outstanding, end of year
|
-
|
2,170,740
|
The warrants have been valued
using the Black Scholes model as management have judged it not
possible to reliably estimate the fair value of service received.
Inputs to the pricing model were as follows:
Date of grant
|
2022
|
Share price at date of
grant
|
£0.45 - £0.60
|
Exercise price
|
£0.01 - £0.60
|
Risk-free interest rate
|
1.5%
|
Expected life of warrants
|
2 years
|
Volatility
|
33%
|
The exercise price of warrants
outstanding at 31 March 2024 is £Nil and their remaining
contractual life was nil months.
The exercise price of warrants
outstanding at 31 March 2023 ranged between £0.01 and £0.60 and
their remaining contractual life was 3 months to 9
months.
Founder share incentives
Details and movements
The founder shareholders have a
right to receive shares at a nominal value once certain milestones
are hit.
The movements in the number of share
options during the year were as follows:
|
31
March
2024
No.
|
31 March
2023
No.
|
Outstanding, start of
year
|
18,229,148
|
18,229,148
|
Granted during the year
|
-
|
-
|
Exercised during the year
|
-
|
-
|
Outstanding, end of year
|
18,229,148
|
18,229,148
|
Upon admission to AIM, the
original founder agreement was terminated and the Company granted
replacement founder options to the founder shareholders with effect
from admission.
The founder options meet the
definition of equity in the financial statements of the Company on
the basis that the 'fixed for fixed' condition is met. No
consideration was received for the founder options at grant date,
therefore no accounting for the issue of the equity instruments is
required under IFRS. On exercise, the shares are recognised at
the fair value of consideration received, being the option price of
£0.01.
EMI
share options
Details and movements
Share options have been issued to
key employees as an incentive to stay with the Company. These
options can be exercised within four years following the grant date
once the option has vested.
The movements in the number of share
options during the year were as follows:
|
31
March
2024
No.
|
31 March
2023
No.
|
Outstanding, start of
year
|
1,533,335
|
1,683,335
|
Granted during the year
|
-
|
-
|
Forfeited during the year
|
(1,133,333)
|
-
|
Exercised/(lapsed) during the
year
|
-
|
(150,000)
|
Outstanding, end of year
|
400,002
|
1,533,335
|
Share options have been valued using
the Black Scholes model. Inputs to the pricing model were as
follows:
|
|
Date of grant
|
2022
|
Share price at date of
grant
|
£0.45 - £0.60
|
Exercise price
|
£0.01 - £0.45
|
Risk-free interest rate
|
1.5%
|
Expected life of options
|
1-4 years
|
Volatility
|
33%
|
Volatility has been estimated
based upon observable market volatilities of similar
entities.
The exercise price of share
options outstanding at 31 March is £0.45 (2023: £0.30 and £0.45)
and their remaining contractual life was 21 months (2023: 10 months
to 30 months).
|
31
March 2024
|
31 March 2023
|
Average Exercise Price £
|
Options
|
Average Exercise Price £
|
Options
|
Outstanding, start of
year
|
0.37
|
1,533,335
|
0.36
|
1,683,335
|
Granted during the year
|
-
|
-
|
-
|
-
|
Exercised/(lapsed) during the
year
|
(0.34)
|
(1,133,333)
|
(0.35)
|
(150,000)
|
Outstanding, end of year
|
0.45
|
400,002
|
0.37
|
1,533,335
|
CSOP share options
Details and movements
Share options have been issued to
key employees as an incentive to stay with the Company. These
options can be exercised within three years following the grant
date once the option has vested.
|
31
March
2024
No.
|
31 March
2023
No.
|
Outstanding, start of
year
|
2,583,316
|
-
|
Granted during the year
|
-
|
2,799,982
|
Exercised/(lapsed) during the
year
|
(2,249,986)
|
(216,666)
|
Outstanding, end of year
|
333,330
|
2,583,316
|
Share options have been valued using
the Black Scholes model. Inputs to the pricing model were as
follows:
|
|
Date of grant
|
2023
|
Share price at date of
grant
|
£0.275
|
Exercise price
|
£0.275
|
Risk-free interest rate
|
3.5%
|
Expected life of options
|
3 years
|
Volatility
|
62%
|
Volatility has been estimated
based upon observable market volatility of Tungsten West
PLC.
The exercise price of share
options outstanding at 31 March 2024 was £0.275 (2023: £0.275) and
their remaining contractual life was 1 year and 6 months (2023: 2
years and 6 months).
|
31
March 2024
|
31 March 2023
|
Average Exercise Price £
|
Options
|
Average Exercise Price £
|
Options
|
Outstanding, start of
year
|
0.275
|
2,538,316
|
-
|
-
|
Granted during the year
|
-
|
-
|
0.275
|
2,799,982
|
Exercised/(lapsed) during the
year
|
(0.275)
|
(2,249,986)
|
(0.275)
|
(216,666)
|
Outstanding, end of year
|
0.275
|
333,330
|
0.275
|
2,583,316
|
29
Commitments
Capital commitments
As at 31 March 2024 the Group had
contracted to purchase plant and machinery amounting to £1,746,455
(2023: £3,754,738). An amount of £Nil (2023: £123,320) is dependent
on the commencement of mining operations.
Other financial commitments
The total amount of other
financial commitments not provided in the financial statements was
£9,329,000 (2023: £10,329,000) committed at present or on the
commencement of mining operations and represented contractual
amounts due to the mining contractor and further committed payments
to the funds held in the escrow account under the escrow agreement.
Included within other financial commitments is £4,000,000 which is
considered to be payable between one to five years after mining
operations commence.
Contingent liabilities
As at 31 March 2024 the Group is
liable for payment of any withholding tax arising on the
convertible loan notes. On the basis that it considers the
likelihood of a withholding tax liability arising as unlikely no
provision has been made in the financial statements. Based on
interest accrued to the year end were the liability to arise the
Group's estimate of the contingent liability is £200,000 (2023:
£Nil).
30
Reconciliation of liabilities arising from financing
activities
|
Non-cash changes
|
|
At
1 April
2023
£
|
Financing
cash flows
£
|
New
finance
£
|
Other
changes
£
|
Converted
to equity
£
|
At
31 March
2024
£
|
Lease liabilities
|
2,016,456
|
(226,263)
|
-
|
118,985
|
-
|
1,909,178
|
Convertible loan notes
|
-
|
-
|
9,241,830
|
2,345,391
|
-
|
11,587,221
|
|
2,016,456
|
(226,263)
|
9,241,830
|
2,464,376
|
-
|
13,496,399
|
|
Non-cash changes
|
|
At 1 April
2022
£
|
Financing
cash flows
£
|
New finance leases
£
|
Other
changes
£
|
Converted
to equity
£
|
At 31 March
2023
£
|
Lease liabilities
|
1,633,116
|
(266,094)
|
719,846
|
(70,412)
|
-
|
2,016,456
|
|
1,633,116
|
(266,094)
|
719,846
|
(70,412)
|
-
|
2,016,456
|
31
Classification of financial and non-financial assets and
liabilities
The classification of financial
assets and liabilities by accounting categorisation for the year
ending 31 March 2024 was as follows:
|
2024
Financial assets
at amortised cost
£
|
2023
Financial assets
at amortised cost
£
|
2024
Financial assets
at FVTPL
£
|
2023
Financial assets
at FVTPL
£
|
Assets
|
|
|
|
|
Non-current assets
|
|
|
|
|
Escrow funds receivable
|
-
|
-
|
11,059,151
|
5,146,986
|
Current assets
|
|
|
|
|
Trade and other
receivables
|
2,772,462
|
5,346,870
|
-
|
-
|
Cash and cash equivalents
|
1,581,535
|
3,438,018
|
-
|
-
|
|
4,353,997
|
8,784,888
|
11,059,151
|
5,146,986
|
|
2024
Financial liabilities at amortised cost
£
|
2023
Financial liabilities at amortised cost
£
|
2024
Financial liabilities at FVTPL
£
|
2023
Financial liabilities
at FVTPL
£
|
Liabilities
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Loans and borrowings
|
(1,803,533)
|
(1,901,583)
|
-
|
-
|
Current liabilities
|
|
|
|
|
Trade and other payables
|
(1,754,903)
|
(2,330,603)
|
-
|
-
|
Loans and borrowings
|
(105,645)
|
(114,873)
|
(11,587,221)
|
-
|
|
(3,664,081)
|
(4,347,059)
|
(11,587,221)
|
-
|
Fair value of financial assets and financial liabilities that
are measured at fair value on a recurring basis
IFRS 13 requires the provision of
information about how the company establishes the fair values of
financial instruments. Valuation techniques are divided into three
levels based on the quality of inputs:
• Level 1 inputs are quoted
prices (unadjusted) in active markets for identical assets or
liabilities.
• Level 2 inputs are inputs
other than quoted prices included in level 1 that are observable,
directly or indirectly.
• Level 3 inputs are
unobservable.
The group's Escrow funds
receivable is measured at fair value of £11,059,151 (2023:
£5,146,986). These are classified as level 3. They are valued based
on discounted cash-flows. A number of inputs such as the risk free
rate are observable inputs but there are also significant
unobservable inputs such as the expected interest yield.
The group's convertible loan notes
are measured at fair value of £11,587,221 (2023: Nil). These are
classified as level 3. They are valued based on a scenario pricing
model. A number of inputs such as the market value of shares are
observable inputs but there are also significant unobservable
inputs such as the discount rate and the probabilities assessed for
each scenario.
32
Financial risk review
Group
This note presents information
about the Group's exposure to financial risks and the Group's
management of capital.
Credit risk
In order to minimise credit risk,
the Group has adopted a policy of only dealing with creditworthy
counterparties (banks and debtors) and it obtains sufficient
collateral, where appropriate, to mitigate the risk of financial
loss from defaults. The most significant credit risk relates to
customers that may default in making payments for goods they have
purchased.
To date the Group has only made a
small number of sales and therefore the credit risk exposure has
been low.
Liquidity risk
The Directors regularly monitor
forecast and actual cash flows and match the maturity profiles of
financial assets and liabilities to ensure proper liquidity risk
management and to maintain adequate reserves, and borrowing
facilities. In the view of the Directors, the key risk to liquidity
is in meeting short-term cash flow needs. All amounts repayable on
demand or within three months are covered by the Company's cash and
accounts receivable balances, which gives the Directors confidence
that funds will be available to settle liabilities as they fall
due. See further discussion of short term liquidity risk in the
going concern section of note 2.
Market risk
The Group has no significant
interest-bearing assets and liabilities. The Group in the future
will also be exposed to exchange rate risk on the basis that
tungsten prices are principally denominated in USD. The Company
will seek to manage this risk through the supply contracts it
agrees with future customers.
The Group does not use any
derivative instruments to reduce its economic exposure to changes
in interest rates or foreign currency exchange rates at the current
time.
The Group may require future
borrowings to support its mineral processing facility upgrades and
therefore has an exposure to future interest rate rises.
33 Related party transactions
Convertible loan notes
During the year convertible loan
notes of £6,593,763 were issued to parties connected to various
Directors of the group (2023: £Nil). The convertible loan notes
accrued interest of £665,645 (2023: £Nil) during the
year.
Key management personnel
Key management personnel are
deemed to be the Directors. Their remuneration can be seen in
note 11.
34 Application of new and revised UK adopted International
Financial Reporting Standards (UK-adopted IFRS)
New and amended Standards and Interpretations
applied
None of the new or amended IFRS
Standards had an effect on the financial statements.
New and revised Standards and Interpretations in issue but
not yet effective
At the date of authorisation of
these financial statements, the Company has not early adopted the
following amendments to Standards and Interpretations that have
been issued but are not yet effective:
Standard or Interpretation
|
Effective for annual periods commencing on or
after
|
Lease Liability in a Sale and
Leaseback Amendments to IFRS 16
|
1 January 2024
|
Non-current Liabilities with
Covenants (IAS 1)
|
1 January 2024
|
Supplier Finance Arrangements
(Amendments to IAS 7 and IFRS 7)
|
1 January 2024
|
IFRS S1 General Requirements for
Disclosure of Sustainability-related Financial Information and IFRS
S2 Climate-related Disclosures
|
1 January 2024
|
Lack of Exchangeability (Amendments
to IAS 21)
|
1 January 2025
|
IFRS 18 Presentation and Disclosure
in Financial Statements-Basis for Conclusions
|
1 January 2027
|
IFRS 18 Presentation and Disclosure
in Financial Statements-Illustrative Examples
|
1 January 2027
|
None of the above amendments are
anticipated to have a material impact on future financial
statements.
35
Post balance sheet events
On 23 July 2024, the Company
announced that it had raised £2.9 million by way of a further
tranche of the CLN.
On 5 June 2024 it was announced
that Neil Gawthorpe had resigned as CEO and that Alistair Stobie
had been appointed as Interim CEO. He was appointed to the board
in July 2024
On 12 June 2024 the Company
announced that the Environment Agency had issued its permit for the
operation of the MPF.
On 15 August 2024, the Company
announced that Jeff Court had been appointed as CEO to take up his
post no later than 1 November 2024.