Results for the year ended 31 March 2022

RNS Number : 2308V
Tungsten West PLC
08 August 2022
 

08 August 2022

 

Tungsten West Plc

 

("Tungsten West", the "Company" or the "Group")

Final Results for the year ended 31 March 2022,

Availability of Annual Report and Notice of Annual General Meeting

 

Tungsten West, the owner and operator of the Hemerdon Mine in South West England, is pleased to announce its audited results for the year ended 31 March 2022.

 

Copies of the Company's full Annual Report and Financial Statements for the financial year to 31 March 2022 will be made available to download from the Company's website at www.tungstenwest.com and will shortly be posted to shareholders together with a Notice of Annual General Meeting, which will also be made available on the Company's website, to be held at Shakespeare Martineau 60 Gracechurch Street London EC3V 0HR on 14 September 2022 at 0900.

 

Financial Summary

 

· Net loss for the year was £13.0 million against the prior year loss of £8.0 million.

· Net cash position of £28.8 million (2021: £3.5 million) as at the year end.

 

Operational Summary

 

LTI (Lost Time Injury) and MTI (Medical Treatment Injury) free during reporting period.

Seven Ore Sorters delivered in the UK.

Offtake agreements entered into with Wolfram Bergbaau und Hutten AG and Global Tungsten and Powders Corp to purchase tungsten concentrate.

Offtake agreement entered into with AfriMet Resources to purchase tin concentrate.

Average number of employees at 31 March 2022 increased to 58 (2021: 34)

In July 2022, post-year end, the Board gave its approval to proceed with detailed engineering design and to commence construction of the Hemerdon Project following a three-month technical and commercial review of the assumptions that underlaid the BFS.

 

 

Corporate Summary

 

During April 2021, the Company undertook a £3.7 million financing through the issue of new shares to existing and new investors. The funding enabled the Company to progress planning and designs for the ore sorters and rebuild of the front end of the process plant, initiate the refurbishment and redesign of the existing plant and hire key management and financial and administrative personnel.

 

The Company completed a successful admission to the AIM market of the London Stock Exchange in October 2021, issuing 65,000,000 new ordinary shares of £0.01 each ("Ordinary Shares") at 60p per share, raising new funds of £39 million gross. Fees incurred on the AIM admission process were, in aggregate, £3.1 million, resulting in net proceeds of £35.9 million.

 

As part of the AIM admission process, the 8% Convertible Loan taken out to acquire the project, comprising £10.0 million of principle and £0.7 million accrued interest, was converted at 30p per share into 35,935,200 Ordinary Shares.

 

There were a number of board changes during the period as the Group strengthened its executive and non-executive management in advance of the Company's AIM admission.

 

In July 2021, Nigel Widdowson was appointed to the Board of Tungsten West (the "Board") as Chief Financial Officer.

 

Robert Ashley was appointed Chair of the Board in September 2021. At the same time, Grace Stevens was appointed to the Board and Chair of the Audit Committee. David Cather was appointed to the Board and Chair of the Technical Committee and Chair of the Remuneration Committee.

 

Stephen Fabian stepped down from the Board in September 2021.

 

Post year-end, Max Denning stepped down from the Board in July 2022 with Executive Vice-Chairman Mark Thompson assuming the responsibilities of the CEO.

 

The Board would like to thank both Stephen and Max for all their hard work in the foundation of the Company and its formative years.

 

Tungsten West's Executive Vice-Chairman, Mark Thompson, commented:

"Despite the financial loss during the year, the results were in line with the Boards expectations as the Group ramped up headcount and increased its corporate activities.

 

Throughout the reporting period and post year-end, everyone involved in the Hemerdon Project have shown immense commitment in ensuring the Group can overcome the inflationary pressures that have impacted our plans considerably.

 

Sometimes a pause in development is necessary, and whilst it was a challenging task for our Tungsten West team to re-design and re-evaluate the project, I am certain this was the right course of action to take back in April this year.

 

We firmly believe the Hemerdon deposit has a deep and strategic value for the local region and UK. Just last month the Government launched the UK's critical minerals strategy, stating 'The world in 2040 is expected to need 4 times as many critical minerals for clean energy technologies as it does today,' and we remain convinced Tungsten West can contribute hugely in achieving this goal".

 

Enquiries

 

Tungsten West

Mark Thompson

Tel: +44 (0) 203 178 7385

 

Strand Hanson

(Nominated Adviser and Financial Adviser)

James Spinney / James Dance / Abigail Wennington

Tel: +44 (0) 207 409 3494

Camarco

(Financial PR)

Gordon Poole / Emily Hall

Tel: +44(0) 20 3757 4980

Email:  tungstenwest@camarco.co.uk

Hannam & Partners

(Joint Broker)

Andrew Chubb / Nilesh Patel

+44 (0)20 7907 8500

 

VSA Capital Group plc

(Joint Broker)

Andrew Raca / Andrew Monk

+44 (0)20 3005 5000

 

Follow us on twitter @TungstenWest



 

CHAIRMAN'S STATEMENT

 

I am pleased to report on the Group's audited results for the year ended 31st March 2022.

 

The past financial year saw the Group make significant preparations for the recommencement of mining operations at Hemerdon, as well as completing a successful admission and capital raise on the London Stock Exchange's AIM Market. I am pleased to report that the Group met several key corporate and operational milestones during the year whilst most importantly doing so with all staff and contractors keeping safe and long-term injury free. The health and safety and well-being of our employees and contractors remains our number one priority and to be LTI/MTI free during the year is a testament to the professional standards of the team. As the Group moves into production this will become increasingly challenging, however, the Group will adapt and actively manage its risks to ensure we can promote and adhere to health and safety standards of the highest quality. 

 

It cannot go unsaid that the Group has been impacted by the inflationary environment which started in the final quarter of the financial year. The plant re-build project was due to start in a period of rapidly escalating materials and energy prices. The operation is particularly sensitive to energy costs for both the mining and processing operations. In April 2022 the Board concluded that the proposed project should be paused to evaluate alternative approaches to restarting mining operations. By making this decision early before the Group committed to unsustainable capital and operating expenditure it provided the Group with the opportunity to work up revised plans for a smarter and lower capital expenditure programme, focusing on minimising opex and energy consumption, whilst maximising profit contribution rather than volume. Following this short pause, which allowed all members of the team to assess alternative strategies for restarting Hemerdon, development was restarted in July 2022.

 

The Board is immensely proud of the dedication and commitment that has been applied by our project and support teams in the last few months. It has been a difficult period for everyone connected to the Hemerdon Mine, however the Board has full confidence in the revised project plans being the optimal and economical way forward to re-launch mining operations, focus on sustainability and margins, and deliver shareholder value.

 

CORPORATE MILESTONES

 

The Group's primary corporate objective for the year was to raise the necessary funding for the processing plant-rebuild and recommencement of mining operations at Hemerdon. In October 2021, the Group completed a successful admission to the AIM market of the London Stock Exchange, issuing equity to raise £39 million before expenses.

 

The Company also agreed a financing package with an aggregate value of approximately US$49m through a Royalty sale and a Senior Loan Facility with Orion Resource Partners ("Orion"). At the time of the Orion negotiations, the rebuild plans were to maximise volume and therefore required significant capital investment to which the Orion funds were primarily intended to support. This included capital equipment and resources needed for the project execution. Following the revised plans to reduce project capex and re-optimise the mineral processing facility, certain conditions precedent to drawing on the Orion funds were not met and therefore this financing package cannot currently be drawn down. 

 

The Group is now in discussions with financing partners to provide the additional capital required to execute the development of the project.

 

OPERATIONAL MILESTONES

 

Alongside our long-term financing the Group met major project milestones which are key to restarting mining operations. Offtake agreements were signed for our core tungsten product and offtake and distribution agreements for our tin and aggregates products are also in place. The first aggregates sales were made through a trial run by the Group which included processing material mined by the previous operator. This successfully established a presence in the local and regional aggregates market.

 

 

 

 

OUR TEAM

 

Critical to reaching commercial operations will be our workforce. Facing the dynamic challenges ahead, the Group has at its disposal a world class cohort of talent across project development and mining operations.

 

At the executive level, the Group strengthened the Board with the appointment of Nigel Widdowson as Chief Financial Officer. David Cather was appointed to the Board and acts as Chair of the Technical Committee and Chair of the Remuneration Committee whilst at the same time, Grace Stevens was appointed to the Board and acts as Chair of the Audit Committee.

 

In July 2022, the Group announced that Max Denning would leave his role as CEO and the Board with immediate effect. Executive Vice-Chairman Mark Thompson has assumed the responsibilities of the office of the CEO. 

 

As a co-founder and having held several senior roles within commodity trading and investment, as well as junior mining and exploration companies, Mark has valuable strategic experience. The Board look forward to having Mark lead this project through the construction phase of the Hemerdon Project.

 

Mark still retains his Vice-Chairmanship and whilst he has assumed the responsibilities of the CEO office, he will be supported by an executive committee which has assumed project and site-based responsibilities going forward.

 

The Board recognise the need for independence and good corporate governance and all agree that the current management structure does not compromise our ability to enforce effective corporate governance.

 

We recognise that women are underrepresented at all levels within mining companies and 23% of the Group's current employees are female as at 31 March 2022. Tungsten West are an employer who aspires to enjoy the full spectrum of diversity, in all respects, across our operations and administration and will continue to review and improve its employment terms and conditions to ensure that our policies and procedures are not a barrier to those keen to work for the organisation.

 

 

RESPECTING OUR COMMUNITY

 

As a Company we recognise our responsibility as a positive actor for change, particularly in the local communities within which we work. We maintain our commitment to leading global standards and have set up an ESG framework together with aligning our policies and procedures with UN Sustainable Goals.

 

Core to our business plan is our responsibilities to the environment and the relationships that we build with our wider stakeholders. I am pleased to report the Group has made important inroads in engaging with the local community to ensure it can operate not only effectively but also respectfully. I can also reaffirm the Group continues to work with the local authorities on our (2022: £13.2 million) site restoration plan and bond which is a critical assurance needed for us to restart mining operations.

 

An example of this includes our week-long public consultation carried out in March 2022 to understand the views of local people prior to submitting our planning permission on our HGV aggregates sales volumes.

 

The consultation attracted significant interest from surrounding communities - approximately 400 people attended the events, resulting in 396 completed on-line surveys.

 

In direct response to public views, the Company will no longer be applying for a maximum of 300 HGV exports per day to support its growing aggregates business but will reduce numbers to a maximum of 200 exports per day in its latest planning application to allay public concern.

 

It is the Company's mission to develop a significant and sustainable secondary aggregates business but we must listen to people living locally about how we can do that with the least amount of disruption. We believe our revised planning application addresses the main issues raised by the community through the reduction in traffic volumes.

 

Without the support of the communities in which we live and work, Tungsten West would not be able to succeed. The success of the Hemerdon project is largely dependent on maintaining the positive relationships we have built within our local communities and their continued support of our development strategy and operations. Part of our community engagement is providing opportunities to make contact with us and our senior team listening to concerns. Tungsten West has created a regular forum for open and transparent communications with local communities. We look forward to working alongside our local community as we progress towards recommencing commercial operations and beyond.

 

RESPONSIBILITY TO THE ENVIRONMENT

 

Our success is based on what the planet provides to us, so we must treat it well. Minimising our environmental footprint is at the core of our strategy - and where we do have an unavoidable impact, we aim to make a positive contribution elsewhere.

 

That's why our dedicated environmental team have built a comprehensive approach to environmental protection at Tungsten West. This consists of minimising waste, monitoring all emissions and developing plans to invest in biodiversity and restoration. Please see our ESG report for information on our monitoring activities during the year.

 

MARKET OVERVIEW

 

Tungsten supply remains of strategic importance as China continues to dominate, controlling 82% of global tungsten mine production, demonstrating why restarting the Hemerdon mine will provide a critical global supply. The Group will also look to leverage off the high value in tin as the global use of tin is expected to increase rapidly through use in electronics and solar panels.

 

Demand for aggregates continues to be strong, driven by infrastructure projects throughout the UK and I can report that the local construction industry is starting to benefit from our low cost, low carbon footprint product as approximately 90,000 tonnes of aggregates was delivered to projects in the Southwest in the year ended 31 March 2022.

 

In July 2022, it was pleasing to see the UK Government release the UK's first ever Critical Minerals Strategy which includes tungsten and tin as minerals with high criticality and recognises the South West as an area of high importance in meeting commodity security.

 

OUTLOOK

 

The inflationary pressures that began in 2021 show no signs of fading. Construction materials  have been subject to significant supply constraints and increased input costs in their manufacture. The Group is experiencing price inflation for materials required for the plant and as an energy intensive business, we are exposed to the recent inflation in power and diesel costs.

 

The decision to pause the original development plan, taken in light of current market conditions, has allowed the Group to re-evaluate the design of the mineral processing facility, to focus on margin over volume by minimising capex and power utilisation. The Board has been actively engaged with senior management in evaluating the options for redesigning the processing plant and selecting the most viable, sustainable option. The Board have reviewed the proposed plans and has given its approval to proceed with the detailed engineering design and to commence construction of the Hemerdon Project with immediate effect. As discussed earlier in Corporate Milestones, the Group is in discussions with financing partners to provide the additional capital required to fully execute the project.

 

The outlook for tin as the primary beneficiary of the global move to electrification is compelling and the demand for tungsten concentrate is strong, driven from the increase in its application in progressive technologies and use in defence. On the back of the recent UK Government release of their Critical Minerals Strategy, I feel the Group is strategically well positioned to deliver on its advances on the mine and plant upgrades through the remainder of 2022 and we look forward to successfully starting production in 2023.

 

 

 

Robert Ashley

Chairman

 



YEAR IN REVIEW

 

OUR FOCUS

 

The financial year ending 31 March 2022 has been transformational for Tungsten West; it began with the publication of our Bankable Feasibility Study for the Hemerdon Mine, the document that enabled us to sign key offtake agreements on all three key revenue streams associated with Hemerdon - tungsten, tin and aggregates.

 

Tungsten West went onto successfully raise £35.9 million net of expenses through its listing on AIM, having originally gone out to market to raise £25 million.

 

Towards the end of the financial year, construction projects globally started to feel the pressure of the rising cost of raw materials, and Tungsten West was no exception. The outbreak of COVID-19 and supply chain issues ultimately increased prices in materials and energy across the board. To complicate matters further, the Russia and Ukraine conflict has amplified global concerns over supply chains. Lastly, sustained inflation in energy costs has compounded this situation, meaning our initial project economics were no longer a viable option and in April 2022, the Board decided to pause the development plans and re-optimise the processing plant and mining operations.

 

After a three-month technical and commercial review of the assumptions that underlaid the BFS, the Board gave its approval to proceed with the revised project plans with immediate effect.

 

Changes include a new ramp-up schedule, new crushing strategy, new operating parameters for ore sorting, a re-purposing of equipment within the processing plant, and the production of a different specification of final tungsten concentrate product.

 

The result of the plan is a lower cap-ex requirement and a much lower diesel and power consumption whilst still delivering profitable operating margins.

 

Tungsten West is in a unique situation where we have a strong balance sheet at the year end and no debt to service. With the previous operators having spent more than £170 million on the mine site, the path to production  requires minimal capital expenditure compared to a typical mining project, and the pause on the feasibility plan provided an opportunity to formulate a revised re-build and production strategy that will ensure Hemerdon can reach its full potential as a profitable mine.

 

I want to thank all our past and current employees who have worked tirelessly to ensure this project can be a success and whilst 2022 is not going to be without its challenges, the Group has some of the best individuals in the business ready to develop this project in unison in the run-up to commissioning in 2023.

 

THE MINING OPERATIONS

 

The mine plan has been re-designed to reflect the reduced throughput planned for the Mineral Processing Facility in the first two years of operations, and changes in primary crushing circuit. This will have the following advantages:

 

· Less waste mined in ramp up period, preserving cash flow

· Higher proportion of material processed and sold as aggregates, hence reducing cost per tonne

· Lower power requirement for plant

· ROM pad rehandling costs to be reduced through direct tipping into the primary crushing circuit

 

THE MINERAL PROCESSING FACILITY

 

The Tungsten West maintenance team undertook a comprehensive review to understand and address the issues experienced by the former operator of the Hemerdon Mine. The areas where issues were identified have been redesigned and will be enhanced during the re-build programme, not only to rectify the issues faced by the previous operators, but to improve significantly the overall operations and reduce downtime.

 

The recent inflationary environment has presented the opportunity to re-design significant elements of the processing flow and re-optimise the plant to maximise margins in a higher energy cost environment. Whilst throughput will be reduced in the first two years, feasibility study volumes are targeted from year three onwards. Operating efficiencies are forecast to increase from the changes set out below.

 

Process

Changes

Key benefits

Primary crushing and screening

Direct tipping into modular crushing and screening plant, located outside the mineral processing facility

Reduced capex, faster route to production, lower opex

Ore sorters

Utilise minimum number of ore sorters, by optimising mass pull

Reduce capex, less maintenance, lower power draw, less waste processed in the plant

Dense Media Separation

Streamline to run a smaller DMS circuit - bypass primary DMS and upgrade secondary DMS and scavenger DMS

Scalable at a later date if required, tried and tested equipment, lower capex

Refinery

Deploy wet magnetic separation technology (WHIMS) instead of the roasting kiln

Lower opex, lower diesel consumption, reduced emissions, higher overall recovery.

 

 

AGGREGATES

 

In December 2021, the Aggregates Division commissioned a Terex® Agg Wash 60 plant to conduct trial production on a temporary basis whilst the main plant installation is undertaken. The Group has been shipping aggregates since early 2021, utilising existing stockpiles that the previous operator had deemed as waste.

 

During the year to March 2022, the Group sold approximately 90,000 tonnes of aggregate product at an average of 15 exports per day. The trial project was loss making, largely as a result of the low quality feed stock producing low yields and high silt content waste.

 

The temporary operation has allowed Tungsten West to build market share using available mined waste on site. Once in full scale operation (up to 200 exports per day), the feed will be fresh granite and we will be one of the first mining companies in the world to implement dual production to sell tungsten and tin, together with aggregate products, which would usually be classified as waste during base metal mining. 

 

The reduced throughput envisaged for the amended mine plan will generate sufficient feed stock from ore sorter rejects and spiral tails rejects.  The new plans for the processing facility will not significantly affect the forecasted volumes of aggregate sales when production recommences.

 

FUND RAISING

 

The successful admission to the AIM market in October 2021 raised £35.9 million net of fees. The oversubscribed fund raise signalled exciting momentum for the UK mining sector to have a project that is in the advanced stages of development and a UK mine that will be producing strategically important materials which are critical for the technology, decarbonisation and construction sectors, locally and globally.

 

Further to the decision shortly after the year end to re-optimise plant and reduce the capital expenditure, the conditions precedent for drawdown of the Orion facilities were not met. The Company is in active discussion with debt or other non-equity capital financing partners to secure the funding required for the planned processing plant upgrades.

 

 

ESG

 

The Group continues to undergo environmentally driven modifications and engage in regular and constructive dialogue with both the local community and authorities to ensure all previous concerns have been addressed. All necessary permits required for restart of operations have been reapplied for with the determination of such permits expected by the end of 2022.

 

We are proud of the creativity and dedication from our project team and partners to be able to deliver an upgrade plan that addresses and solves issues suffered by the previous operators.

 

We believe in promoting the availability of highly skilled graduate jobs within the mining sector, in particularly in Devon and to achieve this, we have begun attending career fairs in schools and universities whilst actively working with local tertiary education establishments for research projects. We were pleased to welcome our first graduate placement student from Plymouth University in April 2022 with further students expected throughout the summer.

 

Most importantly, we are a mining Group that listens to our neighbours. During the financial year, the community engagement team remained engaged with our wider stakeholders and local community hosting regular face-to-face local consultations.

 

Part of our community engagement plan is to ensure there are opportunities to get in touch with us and listen to concerns. Tungsten West has created a regular forum for open and transparent communications with local communities and maintains a community presence at Shaugh Prior, Cornwood and Sparkwell Parish Councils.

 

 

OUR TEAM

 

The next 12 months will be a critical period for the Group as we move towards transitioning from a mining development business to a fully operational production business. In preparation for this, the corporate team has expanded to provide additional support in the areas of finance, communications and investor and stakeholder relations.

 

LOOKING FORWARD

 

In the face of an inflationary environment where costs have materially increased, I am glad that we were able to pause development of the Hemerdon Project when we did.

 

The Tungsten West team have demonstrated immense professionalism and capability in re-optimising the development plan within just three months. I remain convinced of the deep and strategic value of the Hemerdon deposit in light of current geopolitical events where security of supply of critical minerals becomes ever more relevant.

 

Our new plan reduces capital expenditure, lowers the ongoing operating costs by streamlining processes for greater energy efficiency, and maximises the operating margins. We can do all of this whilst maintaining the optionality to revert to the original plan should conditions allow in the future.

 

Mark E Thompson

Executive Vice Chairman

Tungsten West plc

Consolidated Statement of Comprehensive Income

Year Ended 31 March 2022


Note

2022
£


Restated 2021
£

Revenue

 

5

673,509

40,170

Cost of sales


(4,028,123)

(3,202,134)

Gross loss


(3,354,614)

(3,161,964)

Administrative expenses


(7,998,774)

(3,736,495)

Other operating income

6

4,237

3,612

Other gains/(losses)

7

(846,373)

(24,301)

Operating loss

8

(12,195,524)

(6,919,148)

Finance income


120,002

112,005

Finance costs


(913,466)

(1,174,640)

Net finance cost

9

(793,464)

(1,062,635)

Loss before tax


(12,988,988)

(7,981,783)

Income tax credit

13

-

-

Loss for the year


(12,988,988)

(7,981,783)

Total comprehensive loss


(12,988,988)

(7,981,783)

Profit/(loss) attributable to:




Owners of the Company


(12,988,988)

(7,981,783)







Pence

Pence

Basic and diluted loss per share

14

(0.11)

(0.14)

The above results were derived from continuing operations.

 

 


Tungsten West plc

Consolidated Statement of Financial Position as at 31 March 2022


Note

31 March
2022
£


31 March
2021
£

 

Assets

 

Non-current assets




 

Property, plant and equipment

15

8,469,610

4,367,271

 

Right of use assets

16

1,743,736

1,611,788

 

Intangible assets

17

4,993,254

4,919,853

 

Deferred tax assets

13

1,397,789

1,067,978

 

Escrow funds receivable

19

8,370,024

10,058,470

 



24,974,413

22,025,360

 

Current assets




 

Trade and other receivables

20

3,827,509

544,297

 

Inventories

22

156,944

-

 

Cash and cash equivalents

21

28,755,388

3,499,580

 



32,739,841

4,043,877

 

Total assets


57,714,254

26,069,237

 

Equity and liabilities


57,387,223

Equity




 

Share capital

27

1,793,682

6,856

 

Share premium


51,610,414

12,327,484

 

Share option reserve


241,861

67,840

 

Warrant reserve


1,408,730

754,586

 

Retained earnings


(14,187,446)

(11,413,116)

 

Equity attributable to owners of the Company


40,867,241

1,743,650

 

Non-current liabilities




 

Loans and borrowings

24

1,440,630

11,728,780

 

Provisions

25

9,526,485

9,964,824

 

Deferred tax liabilities

13

1,397,789

1,067,978

 



12,364,904

22,761,582

 

Current liabilities




 

Trade and other payables

23

4,289,623

1,487,721

 

Loans and borrowings

24

192,486

76,284

 



4,482,109

1,564,005

 

Total liabilities


16,847,013

24,325,587

 

Total equity and liabilities


57,714,254

26,069,237

 


Tungsten West plc

Consolidated Statement of Changes in Equity

Year Ended 31 March 2022


Share capital
£

Share premium
£

Share option reserve
£

Warrant reserve
£

Retained earnings
£

Total
£

At 1 April 2021

6,856

12,327,484

67,840

754,586

(11,413,116)

1,743,650

Total comprehensive income

-

-

-

-

(12,988,988)

(12,988,988)

Capital reduction of share premium account

-

(10,000,000)

-

-

10,000,000

-

Issue of bonus shares

752,513

(752,513)

-

-

-

-

Conversion of convertible debt

359,352

10,421,208

-

-

-

10,780,560

New share capital subscribed

674,961

40,310,822

-

-

-

40,985,783

Issue of warrants

-

(696,587)

-

785,144

-

88,557

Exercise of warrants

-

-

-

(131,000)

131,000

-

Issue of share options

-

-

298,878

-

-

298,878

Forfeiture of share options

-

-

(41,199)

-

-

(41,199)

Exercise of share options

-

-

(83,658)

-

83,658

-

At 31 March 2022

1,793,682

51,610,414

241,861

1,408,730

(14,187,446)

40,867,241

 



 

Tungsten West plc

Consolidated Statement of Changes in Equity

Year Ended 31 March 2021

 


Share capital
£

Share premium
£

Share option reserve
£

Warrant reserve
£

Retained earnings
£

Total
£

At 1 April 2020

5,139

5,991,124

4,896

61,000

(3,431,333)

2,630,826

Loss for the year

-

-

-

-

(7,981,783)

(7,981,783)

Total comprehensive income

-

-

-

-

(7,981,783)

(7,981,783)

New share capital subscribed

1,717

7,029,946

-

-

-

7,031,663

Warrant issue

-

(693,586)

-

693,586

-

-

Issue of share options

-

-

62,944

-

-

62,944

At 31 March 2021

6,856

12,327,484

67,840

754,586

(11,413,116)

1,743,650


Tungsten West plc

Consolidated Statement of Cash Flows

Year Ended 31 March 2022


Note

2022
£


2021
£

Cash flows from operating activities

Loss for the year


(12,988,988)

(7,981,783)

Adjustments to cash flows from non-cash items




Depreciation and amortisation

8

209,233

170,506

Impairment of property plant and equipment

8

-

79,478

Fair value losses on Escrow account


1,783,221

-

Fair value gains on restoration


(786,849)

-

Finance income

9

(120,002)

(112,005)

Finance costs

9

913,466

1,174,640

Share based payment transactions


174,021

62,944

Founder incentives


(149,999)

-

Income tax expense

13

-

-



(10,965,897)

(6,606,220)

Working capital adjustments




(Increase) in trade and other receivables

20

(3,283,213)

(147,786)

Increase/(decrease) in trade and other payables

23

2,952,165

759,352

(Increase)/decrease in inventories


(156,944)

-

Net cash outflow from operating activities


(11,453,889)

(5,994,654)

Cash flows from investing activities




Interest received

9

1,134

2,707

Acquisitions of property plant and equipment

15

(4,203,803)

(135,437)

Acquisitions of Intangibles


(80,000)

-

Net cash outflows from investing activities


(4,282,669)

(132,730)

Cash flows from financing activities




Interest paid

9

(4,955)

(66,591)

Proceeds from issue of ordinary shares, net of issue costs


41,021,204

7,031,663

Proceeds from the exercise of warrants


126,577

-

Proceeds from the exercise of share options


3,472

-

Payments to lease liabilities


(153,932)

(59,987)

Net cash inflows from financing activities


40,992,366

6,905,085

Net increase in cash and cash equivalents


25,255,808

777,701

Cash and cash equivalents at 1 April


3,499,580

2,721,879

Cash and cash equivalents at 31 March


28,755,388

3,499,580






Tungsten West plc

Notes to the Consolidated Financial Statements

Year Ended 31 March 2022

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:

Shakespeare Martineau LLP

6th Floor

60 Gracechurch Street

London

EC3V 0HR

United Kingdom

 

The principal place of business is:

Hemerdon Mine

Drakelands

Plympton

Devon

PL7 5BS

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 Group previously applied EU adopted IFRS however there are no adjustments required on transition to 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. In October 2021, the Group raised £36 million by way of an initial public offering and at the year-end, had £28.8 million in cash reserves and £22 million at the date of signing.

For the Group to be able to execute its estimated capex spend of £26.0 million to £36.0 million, it still requires additional funding and is in discussions with financing partners to provide the additional capital.

Until the additional capital is secured, the Group will begin to proceed with detailed engineering design and will commence construction by utilising cash reserves. The board will not commit to significant further capital expenditure until the full finance package is in place to complete the rebuild.

Management has prepared a number of different forecasts to model all anticipated potential outcomes as follows.

· Model 1 - Capital build basis

This scenario models management's intended plan of the expected future outflows required to complete the capital build once finance is secured. Sensitivity analysis has been applied in terms of when the project would restart, availability of additional capital and the cashflow demands for each scenario.

As the terms of any finance package have not yet been agreed the model does not include costs of finance. Management are satisfied there is sufficient headroom to service the projected cost of debt when this is agreed. As negotiations with finance providers proceed the model will be updated with the anticipated finance costs to ensure that a sufficient level of liquidity is maintained.

Management is confident that the project finance can be secured to complete the capital build under the updated business plan. Management acknowledge that the group could fall-back to a more modest business plan in the short term to maintain cash reserves if the economic environment were to deteriorate.

· Model 2 - Operational readiness basis

This forecast models the scenario where project finance is not agreed in sufficient time to progress with the intended plan. The Group would continue in operation and will be able to realise its assets and discharge its liabilities as they fall due in the normal course of operations, including any committed expenditure that is required to meet its contractual capital and financial commitments. No further capital expenditure would be committed but activity and staffing levels would be maintained so that project restart could be recommenced as soon as finance is secured. The group retains sufficient cash at the current time to operate under Model 2 for at least eighteen months.

· Model 3 - Care and maintenance basis

Whilst management consider this to be the least likely and desired option for all stakeholders groups,  it has prepared a forecast on a care and maintenance basis to cover this unlikely scenario.

This forecast models the scenario where project finance is not agreed. The Group would reduce its operations but continue to discharge its liabilities as they fall due in the normal course of operations, including any committed expenditure that is required to meet its contractual capital and financial commitments. No further capital expenditure would be committed but operational expenditure would be reduced to essential care and maintenance activities only. Management would continue to develop a plan to recommence development of the site when finance could be secured. The group remains sufficient cash at the current time to operate under Model 3 for at least three years.

The directors have reviewed the three models detailed above.  As a result, they consider that the group will be able to operate as a going concern for the foreseeable future.  Consequently, they continue to adopt the going concern basis in preparing the consolidated financial information.

Basis of consolidation

The Group financial statements consolidate the financial statements of the Company and its subsidiary undertakings drawn up to 31 March 2022.

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 2021 have had a material effect on the financial statements.

Restated Profit and Loss

For comparability with current year recognition, management have reclassified staff costs from cost of sales to administrative expenses in the year ended 31st March 2021. Amounts reclassified include £1,049,347 of gross wages,, £116,656 of employers national insurance contributions and £58,681 of employers pension contributions.

Revenue recognition

In the year revenue has mainly related to the sale of aggregates produced from the mining waste from previous mining operations. This is recognised upon pick up by customers at the fair value of consideration receivable at that date. The Group has not yet commenced commercial sales of tungsten and tin.

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 tax professionals within 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 intends to submit 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 the upgrade the mineral processing facility and in accordance with IAS16, 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

Plant, machinery and other property

20% 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 IFRS3.

The mining rights are subject to amortisation over the useful life of the mine which is 23 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 asset

Right-of-use assets consist of a lease for the Hemerdon Mine and three 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 in 24 years' time which assumes 1 year of set up and 23 year 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

The redemption of convertible debt does not give rise to a fixed number of shares on conversion and so is recognised as a liability with no equity element initially recorded at the amount of proceeds received. Interest compounds annually at a rate of 8% but shall not be payable until the maturity date.

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 IFRS16, 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 fixed contributions are paid into a separate entity and 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 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, 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.

In particular the Group has recognised a financial liability arising from the founder share incentives at fair value. Subsequent movements in fair value are recognised through profit or loss.

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 judgement

Impairment of non-current assets

To consider the impairment of the Group's non-current assets, Management have 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 cash-flow 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. (BFS). The inputs and key assumptions that were used in the determination of value in use were discount rate, metal prices, metal recoveries and foreign exchange.

Discounted cashflows are based on future forecasts therefore reflect uncertainty. Therefore, management have prepared a sensitised discounted cashflow calculation. The underlying assumptions that were stress tested include the discount rate, FX and metal prices and recoveries

Management were satisfied in the recoverability of the Group's assets and no impairment is required.

 

Capitalisation of Research and development costs

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. Directors have also reviewed Research and development costs and concluded that these costs fail to meet to criteria set out in IAS 38 for the capitalisation of development costs as they 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 IAS38. The group has only capitalised costs associated with the tangible improvement and installation of property, plant and equipment under IAS16.

 

Capitalisation of asset under construction costs

Directors have reviewed any costs relating to the upgrade of the mineral processing facility in accordance with IAS16 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, £3.9m (2021: £Nil) of costs have been capitalised.

 

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 less costs.  As there was no consideration received at inception, the value of the options are 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 £1.9m (2021: £1.8m) on the restoration provision. A 5% change in cost on the Group's restoration estimates would result in an impact of £0.5m (2021: £0.5m) on the provision for restoration.

 

More information on the restoration provision is disclosed in note 24.

 

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 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 £1.7m (2021: £1.9m) on the escrow account valuation. A 1 year change in useful mining life would result in an impact of £0.1m (2021: £0.1m) on the escrow account valuation.

More information on the escrow account is disclosed in note 18.

 

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 and the Restoration provision. The discount rate on the Right-of-use asset is the rate for an equivalent debt instrument. The Escrow funds are discounted at 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 2.0% (2021: 1.1%).

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 estimate capex spend. The Group's continued future operations depend on the ability to raise sufficient capital through the issue of debt. At present is does not have sufficient capital to fund its estimated capex spend therefore the 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 18 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 USD. 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 current 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 who consider 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


2022
£

2021
£

Customer A

384,000

-

Customer B

83,000

-

Customer C

144,000

-

 

5

Revenue from contracts with customers

The analysis of the Group's revenue for the year from continuing operations is as follows:


2022
£

2021
£

Tungsten

232,940

13,220

Aggregates

440,569

26,950

Sale of goods

673,509

40,170



 

 

6 Other income





The analysis of the Group's other operating income for the year is as follows:


2022
£

2021
£

Sale of scrap metal

4,327

-

Sub lease rental income

-

3,612

 

7

 

Other gains and losses

The analysis of the Group's other gains and losses for the year is as follows:


2022
£

2021
£

Gain on restoration provision due to

change in discount rate

786,849

-

Loss on escrow account due to change in discount rate 

(1,783,221)

-

Gains/(losses) on founder share incentives 

149,999

(24,301)

Other gains and losses

(846,373)

(24,301)




See note 18 and note 24 for further details on other gains and losses on restoration provision and escrow account.

 

8

Operating profit

Arrived at after charging/(crediting)


2022
£

2021
£

Depreciation of property, plant and equipment

101,464

82,729

Depreciation of right of use assets

101,169

87,777

Impairment of property, plant and equipment

-

79,478

Amortisation of intangibles

6,599

-

Staff costs

2,465,924

1,831,050



 

 

9

 

Finance income and costs


2022
£

2021
£

Finance income



Interest income on the escrow funds receivable

94,775

112,005

Other interest income

1,134

-

Foreign exchange gains

24,093

-


120,002

112,005

Finance costs



Interest expense on other financing liabilities

(556,558)

(830,431)

Interest cost on the restoration provision

(348,507)

(344,209)

Other interest

(1,133)

-

Bank charges

(3,823)

-

Foreign exchange losses

(3,445)

-

Total finance costs

(913,466)

(1,174,640)

Net finance costs

(793,464)

(1,062,635)

 

10

Staff costs

 

The aggregate payroll costs (including directors' remuneration) were as follows:


2022
£

2021
£

Wages and salaries

2,114,626

1,649,726

Social security costs

234,915

118,725

Pension costs, defined contribution scheme

116,383

62,599


2,465,924

1,831,050

 

The average number of persons employed by the Group (including directors) during the year, analysed by category was as follows:


2022
No.

2021
No.

Project, maintenance, administration and support

52

29

Directors

6

5


58

34


11

Directors' remuneration

The directors' remuneration for the year was as follows:


2022
£

2021
£

Remuneration

524,125

332,000

Pension contribution

13,974

-

Benefits in kind

7,483

-

Total cash remuneration

545,582

332,000

Share based payment

182,997

-

Total Remuneration

728,579

332,000

Included in the remuneration above was [Nil (2021: £ Nil) paid in shares rather than cash.

Remuneration by each director is as follows:


2022
£

2022
£

2022
£

2022
£

 


Salary

Pension

Benefits

Share based payment

 

Francis Johnstone

  24,000

  - 

  - 

  - 


Stephen Fabian

  18,000

  - 

  - 

  - 


Richard M Maxey

  24,000

  - 

  - 

  - 


Max Denning**

  170,000

8,500

6,256

163,046


Mark Thompson

  132,500

 -

 -

 -


Nigel Widdowson

  97,115

  4,856 

1,227 

19,951


Robert Ashley

  23,333

  - 

  - 

  - 


David Cather

  17,013

  73 

  - 

  - 


Grace Stevens

  18,164

  545 

  - 

  - 



524,125

13,974

7,483

182,997


 

** Denotes the highest paid director

Directors' interests in share options and warrants are disclosed in the Directors' Report

The share based payment is an IFRS2 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.









 

 


2021
£

2021
£

2021
£


Salary

Pension

Benefits

Francis Johnstone

  36,000

  - 

  - 

Stephen Fabian

  20,000

  - 

  - 

Richard M Maxey

  6,000

   - 

  - 

Max Denning

  120,000

  - 

  - 

Mark Thompson**

  150,000

  - 

  - 

Nigel Widdowson

 -

  - 

  - 

Robert Ashley

 -

  - 

  - 

David Cather

 -

  - 

  - 

Grace Stevens

 -

  - 

  - 


332,000

-

-

 

 

 

** Denotes the highest paid director

Directors' interests in share options and warrants are disclosed in the Directors' Report

 

 

12

 

Auditors' remuneration


2022
£

2021
£

Audit of these financial statements

54,000

19,700

Other fees to auditors



Audit-related assurance services

85,000

14,300

Auditor's remuneration - Accounts preparation

10,500

6,000


95,500

20,300

 

All accounts preparation services were provided prior to the group listing on AIM in October 2021.

 

13

Income tax

Tax charged/(credited) in the income statement


2022
£

2021
£

Deferred taxation



Arising from origination and reversal of temporary differences

-

-

 

The tax on profit before tax for the year is higher  (2021 - higher) than the standard rate of corporation tax in the UK of 19% (2021 - 19%). The differences are reconciled below:


2022
£

2021
£

Loss before tax

(12,988,988)

(7,981,783)

Corporation tax at standard rate

(2,467,908)

(1,516,539)

Increase from effect of expenses not deductible in determining taxable profit (tax loss)

90,608

48,964

Income not taxable

(24,709)


Decrease (increase) from tax losses for which no deferred tax asset was recognised

2,402,009

1,467,575

Total tax credit

-

-

 

Deferred tax

Group

2022







Intangibles

Tangibles

Losses

Other

Total


£

£

£

£

£

At 1 April 2021

730,423

337,554

(1,020,857)

(47,120)

-

Charged to profit and loss

  230,660

  99,152

  (376,932)

  47,120

  -

At 31 March 2022

  961,083

  436,706

  (1,397,789)

  -

 

The net deferred tax of nil is made up of a liability of £1,397,789 and asset of £1,397,789. The unrecognised deferred tax asset for carried forward losses at 2022 was £3,653,030.

 

 

The rate used for the deferred tax is  25% (2021: 19%) as the rate has been substantively enacted in May  2021.


 

13

Income tax continued

 

2021







Intangibles

Tangibles

Losses

Other

Total


£

£

£

£

£

At 1 April 2020

730,423

343,211

(1,026,514)

(47,120)

-

343,211

343,211

(1,026,514)

(47,120)

-

(1,026,514)

343,211

(1,026,514)

(47,120)

-

(47,120)

343,211

(1,026,514)

(47,120)

-

-

343,211

(1,026,514)

(47,120)

-

Charged to profit and loss

-

(5,657)

5,657

-

-

At 31 March 2021

730,423

337,554

(1,020,857)

(47,120)

-

 

The net deferred tax of nil is made up of a liability of £1,067,977 and asset of £1,067,977. The unrecognised deferred tax asset for carried forward losses at 2021 was £1,466,154.

 

14

Basic and diluted loss per share

Basic and diluted loss per share is calculated as follows:


2022
£

2021
£




Loss for the year

(12,988,988)

(7,981,783)




Weighted average number of shares in issue

119,017,666

55,993,256




Basic and diluted loss per share

(0.11)

(0.14)

 

The calculation of the loss per share has been retrospectively restated for each period presented to reflect the bonus issue of shares and share consolidation which took place on 22 July 2021 (see note  26 ).

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 27.

Shares issued subsequent to the end of the year are disclosed in note 35.

 


15

Property, plant and equipment

Group

 


Land and buildings
£

Furniture, fittings and equipment
£

Computer equipment £

Motor vehicles
£

Other property, plant and equipment
£

Assets under construction

£

Total
£

Cost or valuation








At 1 April 2020

4,416,300

-

-

-

-

-

4,416,300

Additions

-

34,289

-

8,740

92,408

-

135,437

At 31 March 2021

4,416,300

34,289

-

8,740

92,408

-

4,551,737

Additions

30,450

25,279

171,420

-

72,106

3,904,548

4,203,803

Reclassifications

-

(32,241)

-

-

32,241

-

-

At 31 March 2022

4,446,750

27,327

171,420

8,740

196,755

3,904,548

8,755,540

Depreciation








At 1 April 2020

22,259

-

-

-

-

-

22,259

Charge for year

66,776

1,516

-

2,163

12,274

-

82,729

Impairment

79,478

-

-

-

-

-

79,478

At 31 March 2021

168,513

1,516

-

2,163

12,274

-

184,466

Charge for the year

67,284

1,271

9,932

2,884

20,093

-

101,464

Reclassifications

-

(1,209)

-

-

1,209

-

-

At 31 March 2022

235,797

1,578

9,932

5,047

33,576

-

285,930

Carrying amount

 








At 31 March 2022

4,210,953

25,749

161,488

3,693

163,179

3,904,548

8,469,610

At 31 March 2021

4,247,787

32,773

-

6,577

80,134

-

4,367,271

At 1 April 2020

4,394,041

-

-

-

-

-

4,394,041

 

Included within the net book value of land and buildings above is £4,210,953 (2021 - £4,247,787) in respect of freehold land and buildings.

Impairment

Land and buildings

The amount of impairment loss included in profit and loss is £nil  (2021 - £79,478).

 


 

16

Leases


Property
£

Total
£

Cost or valuation

At 1 April 2020

1,667,951

1,667,951

Additions

54,116

54,116

At 31 March 2021

1,722,067

1,722,067

At 1 April 2021

1,722,067

1,722,067

Additions

233,117

233,117

At 31 March 2022

1,955,184

1,955,184

Depreciation

At 1 April 2020

22,502

22,502

Charge for year

87,777

87,777

At 31 March 2021

110,279

110,279

At 1 April 2021

110,279

110,279

Charge for the year

101,169

101,169

At 31 March 2022

211,448

211,448

Carrying amount

At 31 March 2022

1,743,736

1,743,736

At 31 March 2021

1,611,788

1,611,788

 

Depreciation on right-of-use assets charged through the profit and loss totals £101,169 (2021: £87,777). Interest expense on lease liabilities charged through the profit and loss totals £87,838 (2021: £86,520).


16

Leases continued

Lease liabilities

2022

Future lease payments
£

Discount
£

Lease liability
£

Within one year

 282,507

(90,021)

 192,486

In two to five years

 457,214

(313,511)

 143,703

In over five years

 2,568,335

(1,271,408)

 1,296,927


 3,308,056

(1,674,940)

 1,633,116

 

 

2021

Future lease payments
£

Discount
£

Lease liability
£

Within one year

148,231

(71,947)

76,284

In two to five years

442,680

(321,759)

120,921

In over five years

2,665,907

(1,369,888)

1,296,019


3,256,818

(1,763,594)

1,493,224

 

The lease liabilities are presented as follows:


31 March
2022
£

31 March
2021
£

Current liabilities

 192,486

76,284

Non-current liabilities

 1,440,630

1,416,940


 1,633,116

1,493,224


 

17

Intangible assets

Group


Goodwill
£

Mining rights
£

Software
£

Total
£

 

Cost

 

At 01 April 2020

1,075,520

3,844,333

-

4,919,853

 

At 1 April 2021

1,075,520

3,844,333

-

4,919,853

 

Additions

-

-

80,000

80,000

 

At 31 March 2022

1,075,520

3,844,333

80,000

4,999,853

 






 

Amortisation





 

At 01 April 2020

-

-

-

-

 

At 1 April 2021

-

-

-

-

 

Amortisation charged to the profit and loss

-

-

6,599

6,599

 

At 31 March 2022

-

-

6,599

6,599

 

 

 

 

 

 

 

Carrying amount

 

 

 

 

 

At 31 March 2022

1,075,520

3,844,333

73,401

4,993,254

 

At 31 March 2021

1,075,520

3,844,333

-

4,919,853

 

At 31 March 2020

1,075,520

3,844,333

-

4,919,853

 

 

 

 

 

 

 

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 about of the mining rights is £3.844m (2021: £3.844m). The mining rights will begin to be amortised when mining operations restart.

Software amortisation of £6,599 (2021: £nil) has been charged to the profit and loss.

-

80,000

80,000

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 cash-flow 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. (BFS). The following inputs and key assumptions were used in the determination of value in use:


2022

2021

Discount rate

5%

5%

Expected duration of mining activities

23 years

23 years

Tungsten grade

0.19-0.20

0.19-0.20

Tungsten metal price

$340

$275-$330

Foreign exchange rate

1.22

1.38

 

Management have 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, FX and metal price. Management were satisfied in the recoverability of the Group's assets and no impairment is required.

 

18

Investments

Group subsidiaries

Details of the Group subsidiaries as at 31 March 2022 are as follows:

Name of subsidiary

Principal activity

Registered office

Proportion of ownership interest and voting rights held
2022

2021

Drakelands Restoration Limited*

Mining of tungsten and tin

Shakespeare Martineau LLP
6th Floor
60 Gracechurch Street London
United Kingdom
EC3V0HR

England and Wales

100%

100%

Tungsten West Services Limited*

Provision of services to Group

Shakespeare Martineau LLP
6th Floor
60 Gracechurch Street London
United Kingdom
EC3V0HR

England and Wales

100%

100%

Aggregates West Limited*

Sales of aggregates

Shakespeare Martineau LLP
6th Floor
60 Gracechurch Street London
United Kingdom
EC3V0HR

England and Wales

100%

100%

* indicates direct investment of Tungsten West plc in the subsidiary

 

 

19

Escrow funds











31 March
2022
£

31 March
2021
£

Non-current financial assets

Escrow funds



8,370,024

10,058,470

 

These are funds being held under escrow with a third party and 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 plus two years start up. During the year, the discount rate was revised to 2.0% (2021: 1.1%) resulting in a loss of £1,783,221 (2021: £nil). The actual funds held in the escrow account at year end were £13,203,139 (2021: £13,201,256).

20

Trade and other receivables











31 March
2022
£

31 March
2021
£

Trade receivables



153,390

34,675

Deposits



2,340,738

-

Prepayments



1,018,274

15,841

Other receivables



315,107

493,781




3,827,509

544,297

 

The average credit period on sales of goods is 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, bad debt is being considered on customer by customer basis. No irrecoverable debts were identified as at year end.

 

21

Cash and cash equivalents










31 March
2022
£

31 March
2021
£

Cash at bank



28,755,388

3,499,580






22 Inventories











31 March
2022
£

31 March
2021
£

Inventories



156,944

-






23

Trade and other payables







31 March
2022
£

31 March
2021
£

Trade payables



694,320

491,871

Accrued expenses



3,383,300

295,020

Social security and other taxes



147,927

58,220

Outstanding defined contribution pension costs



30,960

12,611

Other payables



33,116

629,999




4,289,623

1,487,721

 

Trade payables and accruals comprise amounts outstanding for trade purchases and ongoing costs. The average credit period for trade purchases is 45 days (2021 - 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
2022
£

31 March
2021
£

Non-current loans and borrowings

Lease liabilities



1,440,630

1,416,940

Convertible debt



-

10,311,840




1,440,630

11,728,780











31 March
2022
£

31 March
2021
£

Current loans and borrowings

Lease liabilities



192,486

76,284

Convertible bonds

The Convertible Loan Notes were converted in full, at the Company's election, on admission to AIM. The Convertible Loan Notes were converted into Ordinary Shares as determined by dividing the prevailing principal amount of the Convertible Loan Notes, which was £10,044,000, together with any accrued (but unpaid) interest thereon, which at the date of conversion was £736,560, by the effective conversion price, which is 30p.  

Movement in liability


31 March
2022
£

31 March
2021
£

Brought forward

10,311,840

9,548,000

Interest expense

468,720

763,840

Converted to equity shares

(10,780,560)

-


-

10,311,840

 


25

Provisions

Group


Restoration provision
£

Total
£

At 1 April 2021

9,964,824

9,964,824

Change in inflation and discount rate

(786,849)

(786,849)

Increase (decrease) due to passage of time or unwinding of discount

348,510

348,510

At 31 March 2022

9,526,485

9,526,485

Non-current liabilities

9,526,485

9,526,485

 

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 (2021: £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 4% (2021: 3.5%), an inflation rate of 2.5-7% (2021: 2%) and an estimated mining period of 1 year set up and 23 years mining (2021 - 25 years). At the reporting date these assumptions represent managements 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 £116,383 (2021 - £62,599).

Contributions totalling £30,960 (2021 - £12,611) 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
2022

31 March
2021


No.

£

No.

£

Ordinary shares of £0.0001 each

-

-

68,560,000

6,856

Ordinary shares of £0.01 each

179,368,215

1,793,682

-

-

 

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
2022
£

31 March
2021
£

Number of shares brought forward

68,560,000

51,390,000

Issue of shares to 22 July 2021

7,349,832

17,170,000

Capitalisation of share premium account (bonus issue)

7,525,125,729

-

Effect of share consolidation (see above)

(7,525,024,190)

-


76,011,371

68,560,000

Issue of shares on admission to AIM

65,125,000

-

Conversion of convertible debt

35,935,200

-

Options exercised

197,200

-

Warrants exercised

442,244

-

Founder options exercised

1,657,200

-


179,368,215

68,560,000

 

During the year ended 31 March 2022, the share capital of the Company was restructured. The following share transactions took place:

· The Company issued 7,349,832 ordinary shares of £0.0001 each for considerations ranging from £0.45 per share to £0.60

· On 22 July 2021 a bonus issue of shares from the share premium account created 7,525,125,729 ordinary shares of £0.0001 each

· On 22 July 2021 a share capital consolidation took place whereby each one hundred ordinary shares of £0.0001 each were consolidated into one ordinary share of £0.01 each.

 

During the year ended 31 March 2021 the Company issued 17,170,000 ordinary shares of £0.0001 each for considerations ranging from £0.25 per share to £0.45.

 

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
2022
Number

31 March
2021
Number

Outstanding, start of year

2,310,681

220,000

Granted during the year

2,226,760

2,090,681

Exercised during the year

(442,222)

-

Outstanding, end of year

4,095,219

2,310,681

 

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 2022 ranged between £0.01 and £0.60 and their remaining contractual life was 1 month to 21 months.

The exercise price of warrants outstanding at 31 March 2021 ranged between £0.25 and £0.56 and their contractual life was 9 months to 24 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
2022
Number

31 March
2021
Number

Outstanding, start of year

6,963,000

5,139,000

Granted during the year

671,137

1,824,000

Terminated on admission to AIM

(7.634,137)

-

Replacement share awards following admission to AIM

19,886,344

-

Exercised during the year

(1,657,196)

-

Outstanding, end of year

18,229,148

6,963,000

 

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 £0.01p.

Part of one of the founders option agreement were share options issued in their capacity as a director and were dependent on their continuing employment and therefore 243,333 options, have been accounted for under IFRS2. This resulted in a charge to the income statement of £143,603 and these options were fully vested in year.

 

 

 

28

Share-based payments

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 4 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
2022
Number

31 March
2021
Number

Outstanding, start of year

1,233,333

833,333

Granted during the year

1,097,228

400,000

Exercised/(lapsed) during the year

(647,226)

-

Outstanding, end of year

1,683,335

1,233,333

 

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


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 2022 ranged between £0.01 and £0.45 (2021 - £0.0001 and £0.30) and their remaining contractual life was 22 months to 39 months (2021: 4 years).

 

 


31 March
2022
Average Exercise Price

31 March
2022
  Options

31 March
2021
Average Exercise Price

31 March
2021
  Options

Outstanding, start of year

0.23

1,233,333

0.30

833,333

Granted during the year

0.43

1,097,228

0.08

400,000

Exercised/(lapsed) during the year

(0.21)

(647,226)

-

-

Outstanding, end of year

0.36

1,683,335

0.23

1,233,333


29

Commitments

Capital commitments

As at 31 March 2022 the Group had contracted to purchase plant and machinery amounting to £7,208,997 (2021 - £815,195). An amount of £123,320 (2021: £123,320) is contingent on the commencement of mining operations.

Other financial commitments

The total amount of other financial commitments not provided in the financial statements was £11,329,000 (2021 - £12,329,000) payable 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 £5,000,000 which is considered to be payable between one to five years after mining operations commence.

 

30

 

Reconciliation of liabilities arising from financing activities




Non-cash changes





At 1 April 2021
£

Financing cash flows
£

New finance leases
£

Other changes
£

Converted to equity

At 31 March 2022
£

Long term borrowings

10,311,840

-

-

468,720

(10,780,560)

-

Lease liabilities

1,493,224

(153,932)

205,987

87,837

-

1,633,116


11,805,064

(153,932)

205,987

556,557

(10,780,560)

1,633,116

 




Non-cash changes




At 1 April 2020
£

Financing cash flows
£

New finance leases
£

Other changes
£

At 31 March 2021
£

Long term borrowings

9,548,000

-

-

763,840

10,311,840

Lease liabilities

1,498,876

(59,987)

54,335

-

1,493,224


11,046,876

(59,987)

54,335

763,840

11,805,064

 

31

Classification of financial and non-financial assets and financial and non-financial liabilities

The classification of financial assets and financial liabilities by accounting categorisation for the period ending 31 March 2022 was as follows:


2022

2021

2022

2021

 

 


Financial assets at amortised cost

Financial assets at amortised cost

Financial assets at FVTPL

Financial assets at FVTPL


 


£

£

£

£


 

Assets






 

Non-current assets






 

Escrow funds receivable

-

-


8,370,024

10,058,470

Current assets




 

Trade and other receivables

2,809,335

528,456


 

Cash and cash equivalents

28,755,388

3,499,580


 


31,564,723

4,028,036

 

8,370,024

10,058,470

 

Financial liabilities at amortised cost

Financial liabilities at amortised cost

 

 

Financial

liabilities at FVTPL 

 

 

Financial

liabilities at FVTPL 


 

Liabilities

£

£

£

£


 

Non-current liabilities






 

Loans and borrowings

(1,440,630)

(11,729,780)

-

-


 

Current liabilities






 

Trade and other payables

(4,289,573)

(1,337,722)

-

(149,999)


 

Loans and borrowings

(192,486)

(76,284)


`


 


(5,922,689)

(13,143,786)

-

(149,999)


 

 

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.

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

During the year one Director received a commission payment of £52,500 (2021: £79,000) from a third party in connection with raising additional share capital for Tungsten West plc. In addition, one Director received a beneficial interest in 58,333 warrants at 60p (2021: 22,222 warrants at 45p) granted during the year to a third party in relation to raising additional share capital for Tungsten West plc.

Convertible bonds

During the year, the convertible bonds and accrued interest that were issued to family members of two of the directors were converted into 12,751,200 ordinary shares. £166,320 of interest accrued on these bonds during the year and interest due on these bonds at year end was £Nil (2021 - £359,040).

Key management personnel

Key management personnel are deemed to be the directors. Their remuneration can be seen in note 10.

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

Narrow scope amendments to IFRS 3, IAS 16 and IAS 37


1 January 2022

Annual improvements to IFRS Standards 2018-2020


1 January 2022

Amendments to IAS 1: Classification of Liabilities as Current or Non-Current


1 January 2023

Amendments to IAS 1 and IFRS Practice Statement 2: Disclosure of Accounting Policies


1 January 2023

Amendments to IAS 8: Definition of Accounting Estimates


1 January 2023

Amendments to IAS 12: Deferred Tax Related to Assets and Liabilities arising from a Single Transaction.


1 January 2023

None of the above amendments are anticipated to have a material impact on future financial statements.

35

Post balance sheet events

On 21st April 2022, the Group decided to pause development to re-optimise the project.

On 19th July 2022, after a three-month technical and commercial review of the assumptions that underlaid the BFS, the Board gave its approval to proceed with detailed engineering design and to commence construction of the Hemerdon Project with immediate effect.

The re-optimisation of the project could result in certain planned equipment initially ordered under the BFS plans, being no longer required. The most material being equipment ordered for the ore sorting process. The Group expect to re-sell any surplus machinery or keep as spare for future operations. The value of this committed capital expenditure is estimated at £1.6m and is included within note 29, capital commitment balance of £7.2m.

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