REG - Andrada Mining Ltd - Audited Financial Results For Year End 28 Feb 2025
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RNS Number : 2097X Andrada Mining Limited 29 August 2025
29 August 2025
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constitute inside information as stipulated under the market abuse regulations
(EU) no. 596/2014 (mar) as in force in the united kingdom pursuant to the
European Union (withdrawal) act 2018. Upon the publication of this
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ANDRADA MINING LIMITED
("Andrada" or the "Company")
AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025, NOTICE OF
ANNUAL GENERAL MEETING & DIRECTORATE CHANGE
Andrada Mining Limited (AIM: ATM, OTCQB: ATMTF), the African critical minerals
producer with a portfolio of mining and exploration assets in Namibia, is
pleased to announce the release of its audited financial results for the 2025
financial year ended 28 February 2025 ("FY2025").
FY2025 HIGHLIGHTS
Operational
• Ore processed: 965 058 tonnes, up 5.4% (FY2024: 915 599
tonnes)
• Contained tin: 921 tonnes, up 4.1% (FY2024: 885 tonnes)
• Tin recovery: 72%, up from 69% in FY2024
• Plant utilisation: 89%, up from 84% in FY2024
• Tin shipments: 59, up 11% (FY2024: 53)
• Tantalum concentrate: 50.6 tonnes, sevenfold increase
(FY2024: 6.5 tonnes)
• Zero lost-time injuries during the year
Financial
• Revenue: £23.8m, up 33% (FY2024: £18.0m)
• Gross profit: £3.0m, up 72% (FY2024: £1.7m)
• Operating loss reduced 52% to £3.9m (FY2024: £8.1m)
• EBITDA improved to £0.5m (FY2024: £4.8m loss)
• Average realised tin price: US$31 081/t, up 21% (FY2024:
US$25 593/t)
• Financing secured:
§ N$175m (£7.5m) multi-facility package from Bank Windhoek
§ US$2.5m shareholder funding for new jig plant at Uis
Strategic
• SQM earn-in agreement: up to US$40m staged investment into
Lithium Ridge
• UTMC restructuring : consolidated licence ownership and
strengthened empowerment credentials
• Exploration success:
§ Brandberg West: high-grade tin, tungsten, and copper intersections
§ Uis: lithium oxide resource increased to >610 000 tonnes
• Post-period milestones:
§ Jig plant construction completed on time and within budget; commissioning
commenced August 2025
§ £4.5m equity subscription at a premium by Talent10, a respected African
mining investor
§ High-grade tin ore supply agreement signed with Goantagab (up to 240 000
tonnes per annum at ~1.5% Sn)
Glen Parsons, Chairman of Andrada, said:
"FY2025 was a year of delivery and strategic progress. We advanced Andrada's
growth trajectory through the transformational partnership with SQM, the
consolidation of our licence base, and continued operational improvements at
Uis. We also strengthened our governance framework and sustainability
credentials, achieving a zero lost-time injury rate and improving our ICMM
alignment score to 54%. With supportive financing, high-quality partnerships,
and a clear growth strategy, Andrada is well positioned to create long-term
value for all stakeholders."
Anthony Viljoen, CEO of Andrada, said:
"We are proud to have delivered record revenues, higher tin recoveries, and a
sevenfold increase in tantalum output, while advancing Lithium Ridge with SQM
and expanding our resource base. Post year-end, the commissioning of the jig
plant, the investment by Talent10, and the Goantagab ore supply agreement
provide immediate growth levers at a time of buoyant tin prices. We enter
FY2026 with momentum, a clear plan, and the right partnerships to transform
Andrada into a leading African supplier of critical minerals for the energy
transition."
Outlook
• Ramp-up of jig plant production to double contained tin
output
• Continued exploration and development at Lithium Ridge with
SQM
• Resource expansion drilling at Brandberg West and Uis
• Focused cost discipline and balance sheet strengthening
With a diversified portfolio of tin, tantalum, and lithium, Andrada remains
strongly positioned to capitalise on the global demand for critical raw
materials.
ANNUAL REPORT
The Annual Report including the Annual Financial Statements for the 2025
financial year ended 28 February 2025 is now available on the Company's
website at the following link: https://andradamining.com/media/reports/
Physical copies of the Annual Report will also be posted today to shareholders
who elected to receive them.
ANNUAL GENERAL MEETING
A Notice of Annual General Meeting ("AGM") will be distributed to shareholders
today and is now available on the Company's website:
https://andradamining.com/media/reports/
The AGM will be held at 11.00am on 30 September 2025, at PO Box 142, Suite 2,
Block C, Hirzel Court, St Peter Port, Guernsey GY1 3HT.
DIRECTORATE CHANGE
Andrada announces that Mr Terence Goodlace has informed the Board of his
decision to step down as a Non-Executive Director of the Company with effect
from the end of the AGM on 30 September 2025, to focus on personal
commitments. Terence has been a member of the Andrada Board since May 2018 and
has brought more than four decades of international mining leadership to his
role. Throughout his tenure, Terence's deep ESG knowledge and commitment to
embedding safe, sustainable mining practices have strongly influenced the
Company's approach to responsible growth. The Board has benefited greatly from
his insight, which has supported Andrada through key milestones and helped
position the Company as a leading African producer of critical minerals.
The Board will not be appointing a replacement at this time and remains
committed to providing strong oversight and strategic guidance as the Company
continues to grow. On behalf of the Company and its stakeholders, the Board
expresses its sincere appreciation to Terence for his outstanding contribution
and wishes him continued success in his future endeavours.
CONTACT
Andrada Mining +27 (11) 268 6555
Anthony Viljoen, CEO
Sakhile Ndlovu, Investor Relations
NOMINATED ADVISOR & BROKER +44 (0) 203 829 5000
Zeus Capital
Katy Mitchell
Harry Ansell
Andrew de Andrade
CORPORATE BROKER & ADVISOR +44 (0) 20 7907 8500
H&P Advisory Limited
Andrew Chubb
Jay Ashfield
Matt Hasson
Berenberg +44 (0) 20 3753 3040
Jennifer Lee
FINANCIAL PUBLIC RELATIONS +44 (0) 207 920 3150
Tavistock (United Kingdom) andrada@tavistock.co.uk
Emily Moss
Josephine Clerkin
About Andrada Mining Limited
Andrada Mining Limited, formerly Afritin Mining Limited, is a London-listed
technology metals mining company with a vision to create a portfolio of
globally significant, conflict-free, production and exploration assets. The
Company's flagship asset is the Uis Mine in Namibia, formerly the world's
largest hard-rock open cast tin mine and currently being re-developed as a
major tin-tantalum-lithium producer. An exploration drilling programme is
currently underway with the aim of expanding the tin resource over the
fourteen additional, historically mined pegmatites that occur within a 5km
radius of the current processing plant.
The Company has set a mineral resource target of 200 Mt to be delineated
within the next 5 years. The existing mine, together with its substantial
mineral resource potential, allows the Company to consider economies of scale.
Andrada is managed by a board of directors with broad industry knowledge and a
management team with extensive commercial and technical skills. Furthermore,
the Company is committed to the sustainable development of its operations and
the growth of its business. This is demonstrated by the way the leadership
team places significant emphasis on creating value for the wider community,
investors, and other key stakeholders. Andrada has established an
environmental, social and governance system that has been implemented at all
levels of the Company and aligns with international standards.
CHAIRMAN'S STATEMENT
Dear Shareholders,
On behalf of the Board, I am pleased to report on Andrada's results for the
financial year ended 28 February 2025 It was a year marked by meaningful
strategic progress, operational delivery, and development momentum across our
portfolio. During the year, we advanced our growth strategy by securing a
landmark partnership with SQM, under which they are sole-funding a staged
earn-in, tied to agreed milestones, that could ultimately lead to a 50/50
joint venture on the Lithium Ridge project. Our exploration drill results are
extremely encouraging from Brandberg West and Uis, reinforcing our belief in
the potential of our polymetallic portfolio. While the Company continues to
expand its multi-metal production profile and strategic partnerships, the
Board has maintained rigorous oversight of risk, corporate governance and
financial stewardship positioning the company for the future.
Governance
The operating environment for Andrada continues to be turbulent resulting in
our continued enhancement of our risk management processes, focusing on
accurately identifying the factors that require our monitoring and oversight.
Our priority is to respond decisively to the risks that could have a negative
impact on the business. During the year, we continued to strengthen our
governance practices under the Quoted Companies Alliance (QCA) Corporate
Governance Code by conducting an independent evaluation of the Board. Details
on our application of the QCA Code are in the Corporate Governance section and
risk management is covered in the Annual Report.
Risk and operational oversight
Mining projects inherently face risks spanning operational, financial,
environmental, and geopolitical domains. The Board has strengthened Andrada's
enterprise-wide risk management framework to proactively identify, assess, and
mitigate these risks. The Board focused on the following key matters during
the period under review.
Commodity price volatility: Commodity market volatility remains one of the
most significant risks to our operations, given its immediate effect on
business viability. Tin prices rebounded strongly, rising 21% year-on-year by
mid-2024, which supported double-digit revenue growth. Tantalum prices also
strengthened on firm demand and constrained supply. Lithium has faced download
price pressure from oversupply, though long-term demand remains robust.
Against this backdrop, we prioritised operational optimisation and
rationalisation to improve efficiencies and position for profitability in the
near-term, whilst advancing projects such as Lithium Ridge to capture
long-term value. To further manage price fluctuations, the Group has a tin
price derivative contract in place, allowing it to lock in prices for future
sales and to achieve greater price stability. Disciplined cost management and
revenue stream diversification have also enabled the Company to minimise
volatility. Collectively, tin, tantalum and lithium place Andrada at the nexus
of the energy transition, technology adoption, and supply chain resilience,
underlining the strategic nature of our resource base that supports against
risk.
Operational performance: Improvement at Uis has been through debottlenecking
of the existing processing plant through the implementation of the continuous
improvement programme. We have already seen the benefits of this programme and
stand to gain as they are fully realised in FY 2026. Importantly, in parallel
to operational improvements, there was a renewed focus on workforce safety and
training to ensure effective implementation of operational initiatives to
enhance performance at Uis. This has been demonstrably successful, resulting
in a lost-time injury frequency rate of zero for the year, a good achievement
and testament to the dedication of the entire Company.
Project execution and capital allocation: The strategic restructuring of UTMC
which consolidated ownership of our licences enabled Andrada to progress
simplified asset-level partnerships such as the SQM agreement while enhancing
its empowerment credentials. The staged investment at Lithium Ridge in
partnership with SQM, will accelerate development of the project whilst
minimising exploration and development risk. Additionally, the partnership
positions us to benefit from the anticipated lithium market reset in line with
long-term demand fundamentals.
Regulation and permitting: Our ongoing engagement with Namibian authorities,
resulted in the successful clearance of the Namibia Competition Commission
approvals for the SQM partnership. The approval demonstrated inherent
legislative support for mining and its extensive benefits that accrue to the
broader Namibian economy. Mining as a proportion of GDP increased from 9% to
approximately 13% between 2021 to 2024.
Environmental and social licence: Sustainability is central to our long-term
success. In FY 2025, we strengthened our alignment with the International
Council on Mining and Metals (ICMM) Performance Principles*, improving our
self-assessment score from 41% to 54%. This progress reflects updated
operational policies in water stewardship, tailings management, and community
engagement, aligned with international best practice. We finalised a community
development agreement and advanced emissions reduction and water management
initiatives at Uis. The Board continues to monitor progress on carbon
footprint reduction, water stewardship, and workforce localisation to maintain
over 95% Namibian employees.
Lender support and strategic financing: We successfully transitioned our
primary lending relationship to Bank Windhoek on more favourable terms,
enhancing liquidity and providing greater flexibility to deliver on our
strategic priorities. The facility enabled us to retire higher-cost debt,
bolster working capital, and advance expansion projects. In parallel,
long-term shareholders provided supplementary funding through convertible loan
notes, supporting the development of a secondary tin processing facility at
Uis. These financing developments reflect favourably on support for the
Company, its long-term strategy and reinforces optionality as we continue to
grow.
Acknowledgements
On behalf of the Board, I extend my sincere thanks to our employees,
management team, and contractors whose hard work and persistence drive our
progress every day. To our investors, we are deeply grateful for your trust,
support, and patience as we work tirelessly to deliver on our promises to all
stakeholders. We also thank Namibia's legislators and our host communities for
giving us the privilege to co-create a future that not only strengthens the
country's standing as a premier investment destination, but also as a beacon
of sustainability.
Finally, to my fellow Board members, I am thankful for your steady counsel and
unwavering commitment to robust governance oversight. I would particularly
like to thank and acknowledge Terence Goodlace, who has served on the Board
since 2018 and whose guidance has been invaluable to myself, Anthony and the
Board to help shape the Company. Terence has elected to step down from the
Board after the conclusion of the AGM. The remaining Board members are
dedicated to guiding the Company's growth and ensuring delivery on its
strategic objectives.
Looking forward
As Andrada scales its operations, the Board remains committed to maintaining
high standards of governance, robust risk management, and stakeholder
transparency. The strong alignment between our operational strategy and
governance framework ensures that we are well-positioned to deliver long-term
value while upholding our social and environmental responsibilities.
In the year ahead, our key priorities include accelerating the growth in tin
output at the Uis Mine, advancing exploration at Lithium Ridge with our
partner SQM, uplifting the potential and expanding the mineral resource at
Brandberg West. These practical, measurable steps will help unlock further
value across our portfolio and position Andrada to capture opportunities in
the evolving global markets.
GLEN PARSONS
CHAIRMAN
28 August 2025
* https://www.icmm.com/en-gb/our-principles
CHIEF EXECUTIVE OFFICER'S STATEMENT
The 2025 financial year was a year of delivery and momentum for Andrada We
strengthened our operations, improved efficiency at our flagship Uis
operation, and advanced our diversification strategy into tantalum and
lithium, all while securing the partnerships and funding to support long-term
growth We achieved meaningful de-risking across our growth pipeline, and
continued progress on cost management and revenue generation despite volatile
commodity markets. We sharpened focus on tin cash flows while advancing
multi-metal optionality across the Erongo portfolio. We are firmly on track to
expand our offering as a multi-critical mineral producer.
Operational delivery
We processed approximately one million tonnes of ore, a 5.4% increase on the
prior year, and increased contained tin production by 4.1% to 921 tonnes. The
improvements were not only about volume but also about efficiency. Recoveries
increased to 72% from 69% in the previous year, and throughput reached an
average of 141 tonnes per hour in the fourth quarter, up from 134tph at the
start of the financial year. These are tangible signs that our CI2 Programme
has been successful.
We are particularly pleased by the 33% increase in revenue to approximately
£24 million supported by the increase in tin output and rise in the realised
tin price. The annual C2 and AISC (costs) per tonne including tantalum credits
remained within guidance at US$24 472 and US$29 429 respectively. The annual
C1 (costs) at US$20 735 per tonne were marginally above guidance mainly due to
plant downtime related to the requisite maintenance on the plant during the
year. With higher recoveries, increased throughput, and additional processing
capacity coming online, unit costs are expected to trend lower as the benefits
of the improvement initiatives and processing expansion are fully realised.
Alongside tin, our tantalum offering is continuing to grow and beginning to
make a meaningful contribution. Annual production increased more than
sevenfold to over 50 tonnes, supported by the successful optimisation of the
magnetic separation circuit and our first sales into international markets, a
milestone that redefines Andrada as a multi-critical mineral producer. Our
integrated approach of expanding tin output while advancing the polymetallic
potential of our ore body should enhance cash flow and improve profit margins.
We are making steady progress in advancing our lithium strategy through our
ongoing petalite programme. Bulk samples were produced and dispatched to
potential customers, and discussions continue with off-takers. Petalite
provides a potentially lower-capital, high value entry into the lithium
market, and our longer-term ambitions remain firmly aligned with the battery
supply chain through the development of spodumene at Lithium Ridge. The
partnership with SQM, which received unconditional regulatory approval, has
already moved into its first exploration phase, an exciting milestone in
building a globally competitive lithium project.
Strategic milestones
UTMC restructuring
We successfully restructured UTMC to consolidate the ownership of the Uis and
Lithium Ridge* licences. This value-accretive transaction has enabled us to
target and expedite the development of these licences as evidenced by our
partnership with SQM to develop Lithium Ridge. As part of the restructure, we
transferred full ownership of Spodumene Hill to our local Namibian partners.
This enables our partners to expedite the development of the asset and the
realisation of economic growth. Concurrent to this and, in order to maintain
beneficial Namibian ownership, Andrada issued share capital to the partners at
the listed company level. The direct equity ownership at the listed level
ensures that our partners can realise immediate value and participate in the
long-term growth of our entire portfolio of assets. Ultimately, the
transaction reflects the robust and collaborative relationship we have built
with our Namibian partners over the years.
* Refer to Note 27 in the Annual Financial Statements on the
earn-in agreement on Lithium Ridge with SQM, accounting treatment and control
assessment
Lithium Ridge SQM earn-in agreement
In September 2024, we signed a three-stage earn-in agreement to develop
Lithium Ridge, with SQM potentially earning up to 50% of the project through
staged funding. The unconditional approval from the Namibia Competition
Commission was received in February 2025, paving the way for an up to US$40m
investment into the development of Lithium Ridge. This joint venture with a
tier-1 partner such as SQM not only significantly de-risks the development of
Lithium Ridge but endorses the worldclass potential of the asset.
Significant exploration progress
Our exploration teams continued to deliver value during the year, with notable
successes across our portfolio. The maiden drilling programme at Brandberg
West, announced on 12 September 2024 and 16 October 2024, confirmed high-grade
mineral intersections with reported grades up to 10.55% tin, 3.53% tungsten
and 1.95% copper, highlighting the potential to expand into a broader suite of
critical metals. These results validate the historical pit as well as northern
extensions in the mining licence whilst reinforcing the regional, potential
for tin, tungsten and copper.
At Uis, an updated resource estimate increased contained lithium oxide to more
than 610,000 tonnes, the measured resource tonnage rose by 30% to 27.3 million
tonnes and the indicated resource increased to approximately 17.5 million
tonnes. Additionally, drilling of Uis proximal pegmatites announced on 10
April 2025 confirmed widespread mineralisation and notable high-grade
intersections such as 1.13% tin, 1.76% lithium oxide and 281 ppm tantalum.
These results reinforce Uis's potential to regain its historic role as one of
the world's major tin producers, with lithium and tantalum as high-value
co-products.
Expanded processing capacity at Uis
Capitalising on the strengthening tin price, we have doubled down on our tin
strategy to realise increased benefits in the near-term. We successfully
secured funding and advanced construction of a new modular processing (jig)
plant at Uis. This jig plant adds new tin processing capacity by treating ore
from the proximal pegmatites, existing stockpiles at Uis and high-grade
regional ore. The modular design allows for scalable expansion while operating
independently, ensuring uninterrupted production at the primary processing
plant. Strategically located adjacent to the existing Uis processing facility,
the jig plant will benefit from shared infrastructure, operational synergies
and logistical efficiencies resulting in reduced costs.
Health, Safety & ESG
I am delighted to share that we have made significant advances in health and
safety, directly resulting from our renewed focus and upgrade initiatives. We
achieved a lost-time injury frequency rate of zero for the year, compared with
2.26 previously, despite higher exposure hours. This improvement reflects the
success of our safety programmes, including the Elimination of Fatalities
initiative and Fatigue Management Systems, and above all the commitment of our
people.
Safety remains our foremost priority and remains underpinned, by expanded
training programmes, rigorous incident reporting, and proactive hazard
management across plant and exploration activities. We have enhanced dust
monitoring and mitigation at Uis, strengthened PPE compliance, and introduced
new wellness checks for fatigue and hearing protection. We look forward to
building on these successes as we continue to grow our portfolio.
I am proud to share that we have continued on our promise to be a meaningful
contributor to the Namibian economy. Our workforce is mainly Namibian, a
result of our prioritisation of local employment. We have active
apprenticeship programmes in processing and maintenance, reflecting our
commitment to developing a skilled labour force locally that will benefit the
community beyond Andrada's operations. We continued to improve and build on
our methods of engagement by expanding our community forum to elevate
discussions and feedback on water management, employment opportunities and
land use. We believe in an equitable partnership with Namibia, for which
direct, open and honest communication is a crucial component. These mechanisms
also support our sustainability ambitions and reinforce the parameters in
place to ensure we can continue to grow.
Post-period achievements
Lithium Ridge exploration commences
Exploration started in May 2025 under the partnership with SQM following the
establishment of the Joint Development Company (JDC) as well as completion of
the work plan and budget. The activities in the initial phase of development
include reverse circulation drilling and high-resolution mapping.
New strategic investor secured - Talent10
In June 2025, South African investment company Talent10 invested £4.5 million
in the Company through a direct subscription. This investment at a premium to
the share price by a respected mining investor, brought new capital to
complete key projects and introduced a strategic partner with deep regional
experience to our register.
High-grade tin feedstock
In June 2025, we also signed an ore supply and profit-sharing agreement for
high-grade ore from Goantagab, located in Namibia's Kunene Region. Goantagab
will supply up to 240 000 tonnes of ore per year, averaging 1.5% tin. This
will materially increase our tin output at a time of strengthening prices and
allow us to capitalise on favourable market dynamics.
Uis jig plant commissioning
In August 2025, we completed the construction of the jig plant on time, on
budget and commenced commissioning. The jig plant will allow us to scale tin
output quickly and cost-effectively while maximising the value of prevailing
strong tin prices. The incremental debottlenecking and additional processing
capacity will enhance throughput robustness at Uis and improve unit costs.
Outlook
We enter the new year with momentum and a clear plan. We will complete
commissioning of the jig plant and start production while maintaining
disciplined cost management and reliability across the primary processing
plant. We will advance exploration at Lithium Ridge under the SQM earn-in
agreement and implement additional drilling at Brandberg West, with the clear
objective of growing our resources. The operational actions will be anchored
on capital discipline; effective cost management measures and we will continue
to leverage strategic partnerships to achieve growth. We will continue
embedding a safety-first culture through enhanced training and robust
reporting systems.
Finally, I would like to thank our teams in Namibia and elsewhere for their
commitment to safety, operational excellence and responsible growth; our
communities and stakeholders for their partnership; and our shareholders for
their continued support.
ANTHONY VILJOEN
CHIEF EXECUTIVE OFFICER
28 August 2025
CHIEF FINANCIAL OFFICER'S REVIEW
Profit or loss statement
Revenue for the year increased by 32% to £23.8m (FY 2024: £18.0m) primarily
driven by a 21% increase in the average realised tin price per tonne to US$31
081 (FY 2024: US$25 593), higher contained tin production and the initial
contribution from tantalum sales of £0.5m. The cost of sales increased by 28%
due to the 22% increase in the production cost and over 100% increase in the
Orion royalty charge. Consequently, the AISC per tonne of contained tin was
11% higher at US$29 429 (FY 2024: US$26 809).
The increase in production costs was driven by higher maintenance expenses
from unplanned plant outages. The increase in the royalty charge from £0.1m
to £1.2m was due to the nominal increase in tin production which attracted a
higher rate than in the prior financial year. Furthermore, the FY 2024 royalty
charge covered only two months of production whereas the FY 2025 charge
accounted for a full 12 months. The royalty rate is expected to decrease as
tin production volumes increase at the Uis Mine. The completion of the CI2
programme in FY 2026 is expected to improve plant reliability and reduce
unscheduled downtime.
The gross profit was £3.0m (FY 2024: £1.7m) and the operating loss narrowed
by 52% to £3.9m (FY 2024: £8.1m). The latter improved due to a higher other
income of approximately £1.0m (FY 2024: £0.1m) constituting gains from
foreign exchange translation and the tin price derivative instrument.
Furthermore, the £1.7 m gain from the one-off SQM participation fee,
contributed to the reduction in the operating loss. Administrative expenses
also decreased by 18% to £5.1m (FY 2024: £6.2m), primarily due to lower
staff costs and professional fees. The reduction in headcount at the
Johannesburg office was a restructuring measure to align with business
requirements and the operating environment. This optimisation removed
functional overlaps, improved efficiency, and is expected to support stronger
capital project delivery going forward. Further information on the
restructuring is in the Renumeration Report in the Annual Report.
The Group's earnings before interest, tax, depreciation and amortisation
("EBITDA") * improved to £0.5m (FY 2024: loss of £4.8m) reflecting higher
revenue and other income. The net earnings remained under pressure due to an
increase in finance expenses to £6.3m (FY 2024: £1.7m), largely driven by
the fair value adjustment of the Orion royalty and interest costs on the
convertible loan notes and bank debt. To address this, the Group is actively
assessing options to restructure its funding arrangements with the objective
of lowering future finance costs. The loss before tax for the year narrowed to
£8.5m (FY 2024: loss of £8.9m) however net loss increased to £9.8m (FY
2024: £8.9m) due to recognition of a tax liability as detailed in Note 10 of
the AFS, resulting in the basic loss per share of 0.63p (FY 2024: loss of
0.54p).
* EBITDA refers to earnings before interest, taxation,
depreciation and amortisation. Calculated by adding back the depreciation and
amortisation charges of approximately £4.4m to the operating loss of
approximately £3.9m disclosed in the cash flow statement and P&L
respectively. FY 2024 loss before interest, taxation, depreciation and
amortisation of £4.8m based on operating loss of approximately £8.1m and
addition of £3.4m depreciation and amortisation charges
Financial position statement overview
Total assets increased by 5% to £69.6m (FY 2024: £66.2m), reflecting a 28%
rise in non-current assets to £54.6m (FY 2024: £42.7m), partially offset by
a 36% decline in current assets to £15.0m (FY 2024: £23.5m). The increase in
noncurrent assets was mainly due to the capital investments in the jig plant,
pre-concentration circuit components and equipment upgrades at the existing
Uis plant as part of the CI2 Programme. The reduction in current assets was
due to the 81% decrease in the cash balance to £2.7m (FY 2024: £14.5m). The
Group expects improved cash flow from higher tin production at Uis, and lower
unit costs enabled by operational efficiencies under the CI2 initiatives.
Total liabilities increased by 34% to £45.9m (FY 2024: £34.1m) largely due
to an increase in borrowings to £21.7m (FY 2024: £14.0m). Other financial
liabilities increased to £13.9m (FY 2024: £11.4m) mainly due to the fair
valuation of the Orion royalty. Borrowings increased to £21.7m (FY 2024:
£13.9m) mainly due to the new debt secured from Bank Windhoek Limited
("BWL"), the Development Bank of Namibia ("DBN") and convertible loan notes.
BWL became the Group's primary banking partner by offering more favourable
terms, including a six-year term loan of £4.3m (N$100m) with no capital
repayments during the first 12 months.
In addition to the term loan, BWL extended a working capital facility and a
short-term facility secured against expected VAT refunds, both designed to
provide greater flexibility in managing operating cash flows. BWL will also
provide Andrada Mining (Namibia) a N$10m (c. £429 000) guarantee to the
Namibia Power Corporation in relation to a deposit against the right to a
supply of electrical power. This guarantee will incur a low fee payable at
six-month intervals.
In February 2025, the Company secured US$2.5m (c.£2.0m) funding from The
Orange Trust, a long-term shareholder, for the acquisition of the jig plant as
part of the tin production expansion strategy. Further details on assets and
liabilities are in the Annual Financial Statements.
Cash flow statement overview
The Company continued to invest in plant and equipment required to improve
production capacity and to enhance efficiency, with total capital expenditure
amounting to £15.1m (FY 2024: £15.1m). This sustained level of capital
expenditure, led to a significant reduction in the cash balance by 81% to
£2.7m (FY 2024: £14.5m) by the end of the period.
Post-period
Fundraising
In June 2025, the Group raised £4.5m gross proceeds through an equity
subscription by Talent10 priced at an 8% premium to the 15-day volume-weighted
average share price at 3p. An equity placing was launched alongside the
subscription, at the same premium, which secured £0.5m from existing
shareholders. The proceeds are targeted at reducing high-interest debt and to
support general working capital requirements.
Tin price derivative
The Company entered a 12-month fixed-for-floating tin price swap contract with
Bank Windhoek, from June 2025 to May 2026. The contract is at a fixed price of
US$34 400 per tonne for a total of 240 tonnes of contained tin over the 12
months, with monthly settlements. By the end of FY 2025, the previous contract
with Standard Bank had generated a gain of £354 125, which has been
recognised in other income.
Outlook
The Company's focus in FY 2026 is on delivering its expansion projects,
maintaining tight control over expenditure, and improving supply chain
efficiency, which are all aimed at strengthening cash flow. Initiatives
post-period have focused on improving output and increasing cash generation in
the near-term in a cost-effective manner, to take advantage of the strong tin
price. In addition, the Company is determinedly assessing and ready to
implement debt reduction measures to strengthen the balance sheet. Combined,
these efforts will support the Group's transition from a lossmaking position
towards sustainable profitability.
HITEN OOKA
CHIEF FINANCIAL OFFICER
28 August 2025
INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF ANDRADA MINING
OPINION ON THE FINANCIAL STATEMENTS
In our opinion:
• the financial statements give a true and fair view of the
state of the Group's affairs as at 28 February 2025 and of its loss for the
year then ended;
• the financial statements have been properly prepared in
accordance with UK adopted international accounting standards; and
• the financial statements have been prepared in accordance
with the requirements of the Companies (Guernsey) Law 2008.
We have audited the consolidated financial statements of Andrada Mining
Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year
ended 28 February 2025 which comprise the consolidated statement of
comprehensive income, the consolidated statements of financial position, the
consolidated statement of changes in equity, the consolidated statement of
cash flows and notes to the consolidated financial statements, including
material accounting policy information. The financial reporting framework that
has been applied in the preparation of the consolidated financial statements
is applicable law and UK adopted international accounting standards.
BASIS FOR OPINION
We conducted our audit in accordance with International Standards on Auditing
(UK) (ISAs (UK)) and applicable law. Our responsibilities under those
standards are further described in the Auditor's responsibilities for the
audit of the financial statements section of our report. We believe that the
audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Independence
We remain independent of the Group in accordance with the ethical requirements
that are relevant to our audit of the financial statements in the UK,
including the FRC's Ethical Standard as applied to listed entities, and we
have fulfilled our other ethical responsibilities in accordance with these
requirements.
MATERIAL UNCERTAINTY RELATED TO GOING CONCERN
We draw attention to the Going concern section in Note 2 to the financial
statements, which indicates that the Group is reliant on additional funding
which is not guaranteed. As stated in note 2, these events or conditions,
along with other matters as set forth in the Going concern section in Note 2
to the financial statements, indicate that a material uncertainty exists that
may cast significant doubt on the Group's ability to continue as a going
concern. The financial statements do not include any adjustments that would
result from the basis of preparation being inappropriate. Our opinion is not
modified in respect of this matter.
Given the material uncertainty noted above and our risk assessment we
considered going concern to be a key audit matter. Our evaluation of the
Directors' assessment of the Group's ability to continue to adopt the going
concern basis of accounting and in response to the Key Audit Matter included
the following:
• We discussed with the Directors their assessment of the
potential risks and uncertainties, forecast commodity prices and production,
and the availability of financing relevant to the Group's business model and
operations to assess the going concern assumption. We formed our own
assessment of risks and uncertainties based on our understanding of the
business and mining sector and considered these in performing sensitivities.
• We assessed the latest board-approved budgets and cash flow
forecasts for the Group through February 2027. We challenged the Directors'
assumptions regarding production profiles, forecast tin and tantalum prices,
operating costs and committed capital. In doing so, we considered factors such
as the Group's operational performance, recent cost profile, and market
analyst commentary on forecast commodity prices.
• We recalculated the forecast covenant compliance
calculations to assess their arithmetical accuracy and evaluated the
consistency of such calculations with the ratios stated in the relevant lender
agreements.
• We discussed the Group's strategy to access the funds
required including consideration of mitigating factors with the Directors to
assess the timing of cashflows. We obtained and read the draft agreements from
potential investors in connection with the planned project financing. We
checked the post year end funding received by the Group by tracing it to the
bank statements.
• We considered and assessed the adequacy of the disclosures
related to the Directors' assessment of the going concern basis of preparation
within the notes to the financial statements, against the requirements of the
financial reporting framework, our understanding of the business and the
Directors' going concern assessment.
In auditing the financial statements, we have concluded that the Directors'
use of the going concern basis of accounting in the preparation of the
financial statements is appropriate. Our responsibilities and the
responsibilities of the Directors with respect to going concern are described
in the relevant sections of this report
OVERVIEW
Key audit matters 2025 2024
Carrying value of mining assets Yes Yes
Going concern Yes Yes
Valuation and accounting for convertible loan notes and revenue royalty No Yes
arrangement
KAM 3 (Valuation and accounting for the convertible loan notes and revenue
royalty arrangement) is no longer considered a key audit matter because the
subsequent measurement of Orion arrangement is less complex than it was at the
inception date in the prior year.
Materiality Group financial statements as a whole £620 000 (FY 2023: £470 000) based on
1% of total assets (FY 2023: 1% of total assets)
AN OVERVIEW OF THE SCOPE OF OUR AUDIT
Our Group audit was scoped by obtaining an understanding of the Group and its
environment, the applicable financial reporting framework and the Group's
system of internal control. On the basis of this, we identified and assessed
the risks of material misstatement of the Group financial statements including
with respect to the consolidation process. We then applied professional
judgement to focus our audit procedures on the areas that posed the greatest
risks to the group financial statements. We continually assessed risks
throughout our audit, revising the risks where necessary, with the aim of
reducing the group risk of material misstatement to an acceptable level, in
order to provide a basis for our opinion.
Components in scope
From our risk assessment and planning procedures, we determined which of the
Group's components were likely to include risks of material misstatement
relevant to the Group's financial statements. We then determined the type of
procedures to be performed at these components, and the extent to which
component auditors were required to be involved. The total number of
components within the scope of our work was as follows:
Number of components
Scope 1 - Audit and procedures on the entire financial information of the 2 3
component
Scope 2 - Audit procedures on one or more classes of transactions, account 3 2
balances or disclosures
As part of performing our Group audit, we have determined the components in
scope as follows:
Scope 1: Comprise the Group's principal operating subsidiaries in Namibia (Uis
Tin Mining Company Pty Ltd and Andrada Mining Namibia Pty Ltd).
Scope 2: Comprise the Parent Company in Guernsey (Andrada Mining Limited) and
Group's subsidiaries (Andrada Mining Pty Ltd South Africa, Grace Timon
Investments Pty Ltd).
In determining components, we have considered how components are organised
within the Group, the commonality of control environments, legal and
regulatory frameworks, and the level of aggregation associated with individual
entities. Whilst there is relative commonality of controls across the Group,
differences in jurisdictional risk, and the legal and regulatory frameworks
under which the entities operate, prevent further amalgamation of components.
For components in scope, we used a combination of risk assessment procedures
and further audit procedures to obtain sufficient appropriate evidence. These
further audit procedures included:
• procedures on the entire financial information of the
component, including performing substantive procedures; and
• procedures on one or more classes of transactions, account
balances or disclosures
Procedures performed at the component level
We performed procedures to respond to group risks of material misstatement at
the component level that included the following:
Scope 1 - the audit procedures on these components were performed by a
combination of a component auditor and the Group Engagement Team
Scope 2 - the audit procedures on these components were performed by component
auditors
Locations
The Group's operations are primarily in Namibia. The component audit team
visited and conducted procedures at the Group's operations in Namibia.
In addition, the Group Engagement Team worked remotely, holding calls and
video conferences with Andrada Mining Limited, and with digital information
obtained from Andrada Mining Limited.
Changes from the prior year
There have been no significant changes in the Group audit scope from the prior
year.
Working with other auditors
As Group auditor, we determined the components at which audit work was
performed, together with the resources needed to perform this work. These
resources included component auditors, who formed part of the group engagement
team as reported above. As Group auditor we are solely responsible for
expressing an opinion on the financial statements.
In working with these component auditors, we held discussions with component
audit teams on the significant areas of the group audit relevant to the
components based on our assessment of the group risks of material
misstatement. We issued our group audit instructions to component auditors on
the nature and extent of their participation and role in the group audit, and
on the group risks of material misstatement.
We directed, supervised and reviewed the component auditors' work. This
included holding meetings and calls during various phases of the audit,
reviewing component auditor documentation remotely and evaluating the
appropriateness of the audit procedures performed and the results thereof.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were
of most significance in our audit of the financial statements of the current
period and include the most significant assessed risks of material
misstatement (whether or not due to fraud) that we identified, including those
which had the greatest effect on: the overall audit strategy, the allocation
of resources in the audit, and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
In addition to the matter set out in the Material uncertainty related to going
concern section of our report, we have determined the matter described below
to be the key audit matter to be communicated in our report.
Key audit matter How the scope of our audit addressed the key audit matter
Carrying value of mining assets We reviewed and challenged management's impairment indicator assessment and
testing performed on the underlying LoM valuation model for the Uis mining
(Refer to "Note 2(iv) - Impairment Assessment for Property, Plant and assets, which was carried out in accordance with the relevant accounting
Equipment" within Critical accounting estimates and judgements and "Note 13 - standards. Our audit procedures in this regard included:
Mining Asset" within Property, Plant and Equipment for further details).
• Reviewing the Competent Person's Report to support the
mineral reserve estimates and performed an assessment of the independence and
competence of management's expert.
As disclosed in Note 2(iv) - Critical accounting estimates and judgements,
management reviewed the Uis Mine for indicators of impairment. Among other • Critically reviewing LoM forecast by making enquiries of
factors, they considered the operations to date at Uis Mine, including operational management, evaluating it against our understanding of the
production from tin and tantalum, forecast commodity prices, production operations and historic performance, and evaluating the consistency of
profile, inflation rate, post-tax real discount rate and market capitalisation available reserves with the Competent Person's Report.
of the Group.
• Obtaining management's LoM valuation model to check whether
sufficient headroom existed over the asset carrying value as part of our
assessment of potential impairment indicators.
As set out in Note 2(iv), management identified the reduction in the tin price
as an indicator of impairment. In undertaking the impairment review, • Checking the mathematical accuracy of management's LoM
management also reviewed the underlying Life of Mine ("LoM") valuation model valuation model.
for Uis. The LoM valuation model is on a fair value less cost to develop basis
and includes assessments of different scenarios associated with capital • Challenging the significant inputs and assumptions used in
improvements and expansion opportunities. The impairment testing performed by the management's LoM valuation model and assessing whether these were
management did not result in an impairment. indicative of potential bias. This included comparing forecast commodity
prices to a range of third-party independent market outlook reports and
historical actual data, comparing inflation rate to external data, comparing
forecast production to third-party feasibility and resource studies, and
The assessment of the recoverable value of the Uis mining assets requires comparing forecast costs against expected production profiles in the mine
significant judgement and estimates to be made by management - in particular plans and recent historical performance.
regarding the inputs applied in the model, including future tin and tantalum
prices, ore production and reserves, operating and development costs and • Recalculating the discount rate and engaging BDO experts to
discount rates. The estimation of future tin price is subject to uncertainty assist us in assessing management's discount rate by recalculating it in
given the volatility of market. The carrying value of the Uis mining assets is reference to external data.
therefore considered a key audit matter given the level of judgement and
estimation involved. • Reviewing management's sensitivity analysis and performing
our own sensitivity analysis over individual key inputs, including tin prices,
discount rate and plant recovery.
Key observation:
Based on the procedures performed, we found that the key judgements and
estimates applied by management in their LoM valuation model were within an
acceptable range, and we concluded that their determination that there was no
impairment as of 28 February 2025 was reasonable.
OUR APPLICATION OF MATERIALITY
We apply the concept of materiality both in planning and performing our audit,
and in evaluating the effect of misstatements. We consider materiality to be
the magnitude by which misstatements, including omissions, could influence the
economic decisions of reasonable users that are taken on the basis of the
financial statements.
In order to reduce to an appropriately low level the probability that any
misstatements exceed materiality, we use a lower materiality level,
performance materiality, to determine the extent of testing needed.
Importantly, misstatements below these levels will not necessarily be
evaluated as immaterial as we also take account of the nature of identified
misstatements, and the particular circumstances of their occurrence, when
evaluating their effect on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the
financial statements as a whole and performance materiality as follows:
Group financial statements
2025 2024
Materiality £674 000 £620 000
Basis for determining materiality 1% of total assets
Rationale for the benchmark applied We consider total assets to be the most significant determinant of the Group's
financial performance used by members given the nature of Group.
The Group has invested significant sums on its production and non-production
mining assets and these are considered to be the key value driver for the
Group as its assets are an indicator of future value to shareholders.
Performance materiality £505 000 £465 000
Basis for determining performance materiality 75% of the above materiality level
Rationale for the percentage applied for performance materiality We considered several factors, including the expected total value of known and
likely misstatements, and management's attitude towards proposed adjustments
and our knowledge of the Group's internal controls.
Component materiality
For the purposes of our Group audit opinion, we set performance materiality
for each component of the Group, based on a percentage of between 40% and 90%
(2024: 18% and 71%) of Group performance materiality dependent on a number of
factors including size of component and our assessment of the risk of material
misstatement of those components. Component performance materiality ranged
from £200,000 to £454,500 (2024: £110,000 to £465,000).
Reporting threshold
We agreed with the Audit Committee that we would report to them all individual
audit differences in excess of £33,000 (2024: £31,000). We also agreed to
report differences below this threshold that, in our view, warranted reporting
on qualitative grounds.
OTHER INFORMATION
The directors are responsible for the other information. The other information
comprises the information included in the document entitled 'Annual Report
2025', other than the financial statements and our auditor's report thereon.
Our opinion on the financial statements does not cover the other information
and, except to the extent otherwise explicitly stated in our report, we do not
express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial
statements or our knowledge obtained in the course of the audit, or otherwise
appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement in the financial
statements themselves. If, based on the work we have performed, we conclude
that there is a material misstatement of this other information, we are
required to report that fact.
We have nothing to report in this regard.
OTHER COMPANIES (GUERNSEY) LAW, 2008 REPORTING
We have nothing to report in respect of the following matters where the
Companies (Guernsey) Law, 2008 requires us to report to you if, in our
opinion:
• proper accounting records have not been kept by the Parent
Company; or
• the financial statements are not in agreement with the
accounting records; or
• we have failed to obtain all the information and
explanations which, to the best of our knowledge and belief, are necessary for
the purposes of our audit.
RESPONSIBILITIES OF DIRECTORS
As explained more fully in the Directors' responsibilities statement, the
Directors are responsible for the preparation of the financial statements and
for being satisfied that they give a true and fair view, and for such internal
control as the Directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to
fraud or error.
In preparing the financial statements, the Directors are responsible for
assessing the Group's ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis
of accounting unless the Directors either intend to liquidate the Group or to
cease operations, or have no realistic alternative but to do so.
AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to
fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that
an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.
Extent to which the audit was capable of detecting irregularities, including
fraud
Irregularities, including fraud, are instances of non- compliance with laws
and regulations. We design procedures in line with our responsibilities,
outlined above, to detect material misstatements in respect of irregularities,
including fraud. The extent to which our procedures are capable of detecting
irregularities, including fraud is detailed below:
Non-compliance with laws and regulations
Based on:
• Our understanding of the Group and the industry in which it
operates;
• Obtaining and understanding of the Group's policies and
procedures regarding compliance with laws and regulations; and
• Discussion with management, the Audit Committee and the
Component auditors.
We considered the significant laws and regulations to be the UK adopted
international accounting standards, the Companies (Guernsey) Law, 2008, the
listing rules of AIM, Namibian Stock Exchange (NSX) and OTCQB Venture Market,
the various Mining Regulations in Namibia, the terms and conditions included
in the Group's exploration, the evaluation licenses and the mining licences.
The Group is also subject to laws and regulations where the consequence of
non-compliance could have a material effect on the amount or disclosures in
the financial statements, for example through the imposition of fines or
litigations. We identified such laws and regulations to be Environmental and
health and safety legislation, Anti-bribery legislation, Electronic
Communications and Transactions Act, 2002, Environment Conservation Act, 1989,
Compensation for Occupation Injuries and Disease Act, 1993, Labour Relations
Act, 1995, Skills Development Act, 1998, Environment Protection Act, 2002,
Companies Act 28 of 2004 (Namibia), Occupational Health and Safety Act 85 of
1993, Labour Act 11 of 2007 (Namibia), Employment legislation (local South
African employment legislation), Minerals Act 33 of 1992 (amended in 2008).
Our procedures in respect of the above included:
• Review of RNS announcements and minutes of meeting of those
charged with governance for any instances of non-compliance with laws and
regulations;
• Review of management's correspondence with regulatory and
tax authorities for any instances of non-compliance with laws and regulations;
• Holding discussions with Management and the Audit Committee
to consider any known or suspected instances of non-compliance with laws and
regulations, or fraud;
• Review of financial statement disclosures and agreeing to
supporting documentation; and
• Review of legal expenditure accounts to understand the
nature of expenditure incurred.
Fraud
We assessed the susceptibility of the financial statements to material
misstatement, including fraud. Our risk assessment procedures included:
• Enquiry with management and those charged with governance
regarding any known or suspected instances of fraud;
• Obtaining an understanding of the Group's policies and
procedures relating to;
§ Detecting and responding to the risks of fraud; and
§ Internal controls established to mitigate risks related to fraud.
• Review of minutes of meeting of those charged with
governance for any known or suspected instances of fraud;
• Discussion amongst the engagement team as to how and where
fraud might occur in the financial statements;
• Performing analytical procedures to identify any unusual or
unexpected relationships that may indicate risks of material misstatement due
to fraud; and
• Considering remuneration incentive schemes and performance
targets and the related financial statement areas impacted by these.
Based on our risk assessment, we considered the areas most susceptible to
fraud to be revenue recognition and management override of controls.
Our procedures in respect of the above included:
• Addressing the fraud risk in relation to revenue recognition
tracing revenue transactions to supporting documentation, including testing
that revenue was recorded in the correct period by testing revenue
transactions in the period proceeding and preceding year end;
• Engaging BDO specialist to assist with the fraud risk
assessment, including assisting the audit team to determine the risk criteria
for journals testing and sufficiency of the audit procedures to address the
risk of fraud;
• Performing a detailed review of the Group's year end
adjusting entries and investigated any that appear unusual as to nature or
amount and agreeing to supporting documentation;
• For a sample of journals entries throughout the year that
met the defined risk criteria, we obtained supporting documentation and
evidence for the business rationale of these transactions and the sources of
financial resources supporting the transactions;
• Identifying areas at risk of management bias and reviewed
significant estimates and judgements applied by management in the financial
statements to assess their appropriateness; and
• Agreeing the financial statement disclosures to underlying
supporting documentation, review of correspondence with regulators, review of
correspondence with legal advisers, enquiries of management, and review of
component auditors' working papers in so far as they related to the financial
statements.
We also communicated relevant identified laws and regulations and potential
fraud risks to all engagement team members including component auditors who
were all deemed to have appropriate competence and capabilities and remained
alert to any indications of fraud or non- compliance with laws and regulations
throughout the audit. For component auditors, we also reviewed the result of
their work performed in this regard.
Our audit procedures were designed to respond to risks of material
misstatement in the financial statements, recognising that the risk of not
detecting a material misstatement due to fraud is higher than the risk of not
detecting one resulting from error, as fraud may involve deliberate
concealment by, for example, forgery, misrepresentations or through collusion.
There are inherent limitations in the audit procedures performed and the
further removed non-compliance with laws and regulations is from the events
and transactions reflected in the financial statements, the less likely we are
to become aware of it.
A further description of our responsibilities is available on the Financial
Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This
description forms part of our auditor's report.
USE OF OUR REPORT
This report is made solely to the Parent Company's members, as a body, in
accordance with Section 262 of the Companies (Guernsey) Law, 2008. Our audit
work has been undertaken so that we might state to the Parent Company's
members those matters we are required to state to them in an auditor's report
and for no other purpose. To the fullest extent permitted by law, we do not
accept or assume responsibility to anyone other than the Parent Company and
the Parent Company's members as a body, for our audit work, for this report,
or for the opinions we have formed.
Jack Draycott (Senior Statutory Auditor)
For and on behalf of BDO LLP, Statutory Auditor London, UK
28 August 2025
BDO LLP is a limited liability partnership registered in England and Wales
(with registered number OC305127).
FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 28 February 2025
Notes Year ended Year ended
28 February 29 February
2025 2024
£ £
Revenue 4 23 805 463 17 967 889
Cost of Sales 5 (20 847 349) (16 247 748)
Gross profit 2 958 114 1 720 141
Administrative expenses 6 (9 492 562) (9 959 549)
Other income 8 991 026 97 415
Gain on loss of control 27 1 629 200
Operating loss (3 914 222) (8 141 993)
Finance income 9 1 719 376 955 940
Finance expenses 9 (6 271 921) (1 684 506)
Loss before tax (8 466 767) (8 870 559)
Tax expense 10 (1 322 356) -
Loss for the year (9 789 123) (8 870 559)
Other comprehensive loss
Items that will or may be reclassified to profit or loss:
Exchange differences on translation of share-based payment reserve 180 (410)
Exchange differences on translation of foreign operations 1 393 588 (3 074 742)
Exchange differences on non-controlling interest (24 909) 24 785
Other comprehensive loss for the year 1 368 859 (3 050 367)
Total comprehensive loss for the year (8 420 264) (11 920 926)
Loss for the year attributable to:
Owners of the parent (9 771 306) (8 438 465)
Non-controlling interests (17 817) (432 094)
(9 789 123) (8 870 559)
Total comprehensive loss for the year attributable to:
Owners of the parent (8 377 538) (11 513 617)
Non-controlling interests (42 726) (407 309)
(8 420 264) (11 920 926)
Loss per ordinary share
Basic loss per share (in pence) 11 (0.63) (0.54)
The notes form an integral part of these financial statements.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 28 February 2025
Notes 28 February 29 February
2025 2024
£ £
ASSETS
NON-CURRENT ASSETS
Intangible assets 12 11 396 487 10 519 937
Property, plant and equipment 13 41 648 446 32 170 329
Investment in associate 27 1 527 352 -
TOTAL NON-CURRENT ASSETS 54 572 285 42 690 266
CURRENT ASSETS
Inventories 14 4 211 113 2 948 618
Trade and other receivables 15 7 986 117 6 050 465
Cash and cash equivalents 16 2 701 260 14 505 800
Derivative financial asset 26 101 313 -
TOTAL CURRENT ASSETS 14 999 803 23 504 883
TOTAL ASSETS 69 572 088 66 195 149
EQUITY AND LIABILITIES
EQUITY
Share capital 23 62 057 736 59 247 558
Accumulated deficit (39 752 673) (26 623 617)
Warrant reserve 482 199 482 199
Share-based payment reserve 1 546 239 1 831 764
Convertible loan note reserve 4 579 427 4 579 427
Foreign currency translation reserve (5 202 832) (6 907 976)
Equity attributable to the owners of the parent 23 710 096 32 609 355
Non-controlling interests - (554 739)
TOTAL EQUITY 23 710 096 32 054 616
NON-CURRENT LIABILITIES
Environmental rehabilitation provision 20 1 604 389 1 152 121
Borrowings 17 15 527 065 9 888 216
Other financial liabilities 18 12 135 680 10 386 425
Lease liability 21 283 835 478 523
Deferred tax liability 10 1 135 702 -
TOTAL NON-CURRENT LIABILITIES 30 686 671 21 905 285
CURRENT LIABILITIES
Trade and other payables 19 6 801 695 6 972 743
Borrowings 17 6 129 746 4 061 447
Other financial liabilities 18 1 793 765 966 519
Lease liability 21 264 518 234 539
Income tax liability 10 185 597 -
TOTAL CURRENT LIABILITIES 15 175 321 12 235 248
TOTAL EQUITY AND LIABILITIES 69 572 088 66 195 149
The notes form an integral part of these financial statements.
The financial statements were authorised and approved for issue by the Board
of Directors on 28 August 2025.
Glen Parsons
Hiten Ooka
Board Chairman and Non-Executive Director
Chief Financial Officer and
Executive Director
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 28 February 2025
Share capital Convertible loan reserve Accumulated deficit Warrant reserve Share-based payment reserve Foreign currency translation reserve Total Non-controlling interests Total equity
£ £ £ £ £ £ £ £ £
Total equity at 28 February 2023 56 883 908 - (18 334 115) 50 307 1 049 663 (3 833 234) 35 816 529 (147 430) 35 669 099
Loss for the year - - (8 438 465) - - - (8 438 465) (432 094) (8 870 559)
Other comprehensive income/loss - - - - (410) (3 074 742) (3 075 152) 24 785 (3 050 367)
Transactions with owners:
Issue of shares 2 097 000 - - - (60 500) - 2 036 500 - 2 036 500
Share issue costs (99 300) - - - - (99 300) - (99 300)
Share-based payments - - - - 18 000 - 18 000 - 18 000
Issue of convertible loan notes - 4 835 481 - - - - 4 835 481 - 4 835 481
Convertible loan note issue costs - (256 054) - - - - (256 054) - (256 054)
Issue of warrants - - - 431 892 - - 431 892 - 431 892
Share options raised in the year - - - - 973 974 - 973 974 - 973 974
Share options exercised in the year 365 950 - 148 963 - (148 963) - 365 950 - 365 950
Total equity at 29 February 2024 59 247 558 4 579 427 (26 623 617) 482 199 1 831 764 (6 907 976) 32 609 355 (554 739) 32 054 616
Loss for the period - - (9 771 306) - - - (9 771 306) (17 817) (9 789 123)
Other comprehensive income/loss - - - - 180 1 393 588 1 393 768 (24 909) 1 368 859
Transactions with owners:
Issue of shares 2 786 178 - - - - - 2 786 178 - 2 786 178
Share-based payments - - - - - - - - -
Share option charge in the year - - - - 340 752 - 340 752 - 340 752
Share options exercised in the year 24 000 - 11 823 - (11 823) - 24 000 - 24 000
Share options lapsed during the year - - 610 131 - (614 634) - (4 503) - (4 503)
Acquisition of non-controlling interests - - (3 667 918) - - - (3 667 918) 600 925 (3 066 993)
Reclassification of foreign currency differences on disposal of subsidiaries - - (311 786) - - 311 556 (230) (3 460) (3 690)
Total Equity at 28 February 2025 62 057 736 4 579 427 (39 752 673) 482 199 1 546 239 (5 202 832) 23 710 096 - 23 710 096
The notes form an integral part of these financial statements.
CONSOLIDATED STATEMENT OF CASHFLOWS
As at 28 February 2025
Notes Year ended Year ended
28 February 2025 29 February
£ 2024
£
CASH FLOWS FROM OPERATING ACTIVITIES
Loss before taxation (8 466 767) (8 870 559)
Adjustments for:
Fair value adjustment to customer contract 4 (16 475) (58 941)
Depreciation of property, plant and equipment 13 4 401 859 3 363 011
Amortisation of intangible assets 12 33 322 16 370
Share-based payments 255 276 710 523
Fair value of open derivative financial asset (101 313) -
Loss on scrapping of assets 623 204 -
Gain on loss of control 27 (1 629 200) -
Finance income (1 719 376) (955 939)
Finance expenses 6 271 921 1 684 506
Changes in working capital:
(Increase) in receivables 15 (3 016 834) (1 322 157)
(Increase) in inventory 14 (1 134 265) (530 596)
Increase in payables 19 499 400 2 226 900
Net cash used in operating activities (3 999 248) (3 736 882)
Cash flows from investing activities
Purchase of intangible assets (3 407 818) (3 348 698)
Purchase of property, plant and equipment (11 509 537) (11 782 638)
Interest received 423 275 211 974
Consideration received on loss of control 27 1 629 200
Net cash used in investing activities (12 864 880) (14 919 362)
Cash flows from financing activities
Interest paid 9 (1 312 789) (890 945)
Lease payments 21 (256 339) (375 660)
Share-based payments 24 000
Warrant reserve - 143 296
Net proceeds from issue of shares - 2 303 150
Proceeds from issue of July convertible loan notes (equity) - 4 868 023
Proceeds from issue of July convertible loan notes (debt) 17 - 2 446 977
Proceeds from issue of November convertible loan notes (debt) 17 - 5 359 794
Proceeds from issue of November convertible loan notes (derivative liability) 18 - 2 155 674
Proceeds from November royalty debt 18 - 9 522 780
Proceeds from bank borrowings 17 6 170 428 2 127 221
Repayment of bank borrowings 17 (373 721) (2 438 797)
Repayment of other financial liabilities 18 (453) -
Net cash generated from financing activities 4 251 126 25 221 513
Net (decrease)/increase in cash and cash equivalents (12 613 002) 6 565 269
Cash and cash equivalents at the beginning of the year 14 505 800 8 205 705
Foreign exchange differences (76 855) (265 174)
Cash and cash equivalents (net of bank overdraft) at the end of the year 16 1 815 943 14 505 800
The notes form an integral part of these financial statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2025
1. CORPORATE INFORMATION AND PRINCIPAL ACTIVITIES
Andrada Mining Limited ("Andrada") was incorporated and domiciled in Guernsey
on 1 September 2017 and admitted to the AIM market in London on 9 November
2017. The Company's registered office is PO Box 142, Suit 2, Block 2, Hirzel
Court, St Peter Port, Guernsey GY1 3HT, and it operates from Illovo Edge
Office Park, Ground Floor, Building 3, 5 Harries Road, Illovo, Johannesburg,
2116, South Africa.
These financial statements are for the year ended 28 February 2025 and the
comparative figures are for the year ended 29 February 2024.
The Andrada Group comprises Andrada Mining Limited, and its subsidiaries as
noted below.
Andrada Mining Limited ("AML") is an investment holding company and holds 100%
of Guernsey subsidiary, Greenhills Resources Limited ("GRL"), 100% of South
African subsidiary, Andrada Mining (Pty) Ltd ("Andrada South Africa"), 100% of
2 Namibian subsidiaries, Uis Toll Mining Company (Pty) Ltd and Tantalum
Investment (Pty) Ltd and 100% of two Mauritian subsidiaries, Andrada Mining
(Mauritius) Ltd ("AMM") and Andrada Investments (Mauritius) Ltd ("AIM").
GRL is an investment holding company that holds investments in resource-based
tin, tantalum, lithium, tungsten and copper exploration companies in Namibia
and Rwanda. GRL holds 100% of Namibian subsidiary, Andrada Mining (Namibia)
(Pty) Ltd ("Andrada Namibia") and 100% of Rwandan subsidiary, Uis Tin Mining
Rwanda Ltd, ("UTMR"). The previously held South African subsidiaries,
Mokopane Tin Company (Pty) Ltd and Pamish Investments 71 (Pty) Ltd, and their
subsidiaries Renetype (Pty) Ltd, Zaaiplaats (Pty) Ltd and Jaxson (Pty) Ltd,
were disposed of during the year.
Andrada Namibia owns an 100% equity interest in Uis Tin Mining Company (Pty)
Ltd ("UTMC"). During the year, the 15% minority shareholding was purchased
from The Small Miners of Uis.
AIM holds 100% of Namibian subsidiary, Grace Timon Investments (Pty) Ltd
("GTI").
As at 28 February 2025, the Andrada Group comprised:
Company Equity holding Country of incorporation Nature of activities
and voting rights
Andrada Mining Ltd N/A Guernsey Ultimate holding company
Greenhills Resources Ltd(1) 100% Guernsey Holding company
Andrada Mining (Pty) Ltd(1) 100% South Africa Group support services
Tantalum Investment (Pty) Ltd(1) 100% Namibia Tin & tantalum exploration
Uis Toll Mining Company (Pty) Ltd(1) 100% South Africa Holding company
Andrada Mining (Mauritius) Ltd(1) 100% Mauritius Holding company
Andrada Investments (Mauritius)(1) 100% Mauritius Holding company
Andrada Mining (Namibia) (Pty) Ltd(2) 100% Namibia Tin, tantalum & lithium operations
Uis Tin Mining Rwanda Ltd(2) 100% Rwanda Tin & tantalum exploration
Uis Tin Mining Company (Pty) Ltd(3) 100% Namibia Tin, tantalum & lithium operations
Grace Timon Investments (Pty) Ltd(4) 100% Namibia Tin & tantalum exploration
1 Held directly by Andrada Mining Ltd
2 Held by Greenhills Resources Ltd
3 Held by Andrada Mining (Namibia) (Pty) Ltd
4 Held by Andrada Investments (Mauritius) Ltd
These financial statements are presented in Pound Sterling (£) because that
is the currency in which the Group has raised funding on the AIM market in the
United Kingdom. Furthermore, Pound Sterling (£) is the functional currency of
the ultimate holding company, Andrada Mining Limited.
The Group's key subsidiaries, Andrada Namibia and UTMC, use the Namibian
Dollar (N$) as their functional currency. The year-end spot rate used to
translate all Namibian Dollar balances was £1 = N$23.32 and the average rate
for the financial year was £1 = N$23.29.
2. MATERIAL ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The consolidated financial statements have been prepared in accordance with UK
Adopted International Accounting Standards. The consolidated financial
statements also comply with the AIM Rules for Companies, NSX Listing
Requirements and the Companies (Guernsey) Law, 2008 and show a true and fair
view.
The material accounting policies applied in preparing these consolidated
financial statements are set out below. These policies have been consistently
applied throughout the period. The consolidated financial statements have been
prepared under the historical cost convention except as where stated.
GOING CONCERN
The Group closely monitors and manages its liquidity risk and day-to-day
working capital requirements. Cash forecasts are regularly prepared,
considering the global logistical challenges around sales, to ensure there is
sufficient cash within the Group to meet its obligations. The Group runs
sensitivities for different scenarios, including but not limited to changes in
commodity prices and exchange rates. The Group also routinely monitors the
covenants associated with the borrowing facilities and proactively engages
with Bank Windhoek and the Development Bank of Namibia, the lenders, whenever
there is any risk. All covenants were met as at 28 February 2025 and based on
the year-to date production profile and latest forecast; the Group is expected
to meet its covenant obligations for the testing period through February 2027.
For the purpose of assessing going concern, the directors have prepared
forecasts through February 2027.
The main estimates considered as part of management's going concern assessment
include production profiles, tin, lithium and tantalum prices, exchange rates
and committed capital. The production profile is based on the Group's current
achieved production following the completion of the expansion project, as well
as additional production expected from the successful completion of the
continuous improvement capital project. In addition, the Group successfully
raised £2m through the funding of Orange Trust, with the possibility of
future funding through a strategic partner. This further supports the view
that the Group has the ability to raise the necessary finance to enable the
Group to meet its obligations in the normal course of business until February
2027. The Group also retains the ability to flex its ongoing exploration and
metallurgical capital expenditures.
Based on the forecasts, additional funding will be required within the next 12
months. As the Group is also currently expanding its tin operations, which
are close to near-term production, the cash flow forecast assumes the
successful completion of the jig plant to deliver the business strategy.
Further funding will be required for additional exploration and capital
projects as well as studies related to the feasibility of the future growth
phases. These forecasts are sensitive to fluctuations in the quoted tin price.
The Group believes it has several options available to it, including but not
limited to, use of the overdraft facility, restructuring of the debt,
additional debt or equity, cost reduction strategies as well as potential
offtake arrangements.
As a result of their review, the Directors have confidence in the Group's
forecasts and have a reasonable expectation that the Group will continue in
operational existence for the going concern assessment period and have
therefore used the going concern basis in preparing these consolidated
financial statements.
The Group is reliant on additional funding, which is not guaranteed. This
indicates that a material uncertainty exists that may cast significant doubt
on the Group's ability to continue as a going concern and therefore, that the
Group may be unable to realise its assets or settle its liabilities in the
normal course of business.
The financial statements do not include any adjustments that would result from
the basis of preparation being inappropriate.
BASIS OF CONSOLIDATION
Subsidiaries
Subsidiaries are all entities (including structured entities) over which the
Group has control. The Group controls an entity when the Group is exposed to,
or has rights to, variable returns from its involvement with the entity and
has the ability to affect those returns through its power over the entity.
Subsidiaries are fully consolidated from the date on which control is
transferred to the Group. They are deconsolidated from the date that control
ceases. Inter-company transactions, balances and unrealised gains/losses on
transactions between Group companies are eliminated. When necessary, amounts
reported by subsidiaries have been adjusted to conform with the Group's
accounting policies.
Non-controlling interests
Non-controlling interests in subsidiaries are identified separately from the
Group's equity therein. Those interests of non-controlling shareholders that
present ownership interests entitling their holders to a proportionate share
of the net assets upon liquidation are initially measured at fair value.
Subsequent to acquisition, the carrying amount of non-controlling interests is
the amount of those interests at initial recognition plus the non-controlling
interests' share of subsequent changes in equity. Total comprehensive income
is attributed to non-controlling interests even if this results in the
non-controlling interests having a deficit balance. During the year, the Group
purchased the 15% minority interest in UTMC from the Small Miners of Uis
(refer to Note 22) and disposed of its South African entities for c. £20 000
which had minority shareholders. Subsequent to these transactions, the group
does not have any non-controlling interests.
A change in the ownership interest of a subsidiary, without a loss of control,
is accounted for as an equity transaction. Any excess or deficit of
consideration paid over the carrying amount of the non-controlling interests
is recognized in equity of the parent in transactions where the
non-controlling interests are acquired or sold without loss of control. The
Group has elected to recognize this effect in retained earnings.
Investment in associate
An associate is an entity over which the Group has significant influence but
not control or joint control. The Group accounts for its investments in
associate using the equity method of accounting.
Under the equity method, the investment is initially recognized at fair value,
and the carrying amount is increased or decreased to recognize the investor's
share of the profit or loss of the investee after the date of acquisition. The
Group's share of post-acquisition profits or losses is recognized in profit or
loss, and its share of post-acquisition movements in other comprehensive
income is recognized in other comprehensive income, with a corresponding
adjustment to the carrying amount of the investment.
The investment in an associate is derecognized when the Group ceases to have
significant influence. Upon disposal, the difference between the carrying
amount of the investment and the proceeds from disposal is recognized in
profit or loss.
SEGMENT REPORTING
Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision-maker. The chief operating
decision-maker, who is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the management
steering committee that makes strategic decisions.
The Group currently has a single operating segment consisting of the Namibian
operations in Andrada Namibia and UTMC. During the financial year, the
Namibian operations earned £23 805 463 revenue from the sale of tin
concentrate to the Group's customer, Thailand Smelting and Refining Company
("Thaisarco"). The Namibian operating segment has a non-current asset balance
of £47 263 623 (consisting of property, plant and equipment of £37 046 184
and intangible assets of £10 217 439). The Group will continue to monitor
their operating segments and provide the necessary disclosure going forward.
FOREIGN CURRENCIES
Functional and presentation currency
The individual financial statements of each Group company are prepared in the
currency of the primary economic environment in which that company operates
(its functional currency). For the purpose of the consolidated financial
statements, the results and financial position of each Group company are
expressed in Pound Sterling, which is the functional currency of the Group,
and the presentation currency for the consolidated financial statements.
Transactions and balances
Foreign currency transactions are translated into the functional currency
using the exchange rates prevailing at the dates of the transactions or
valuation date where items are re-measured. Foreign exchange gains and losses
resulting from the settlement of such transactions and from the translation at
year-end exchange rates of monetary assets and liabilities denominated in
foreign currencies are recognised in the income statement.
REVENUE RECOGNITION
IFRS 15 "Revenue from Contracts with Customers" establishes a comprehensive
framework for determining whether, how much, and when revenue is recognised.
The core principle is that an entity recognises revenue to depict the transfer
of promised goods and services to the customer of an amount that reflects the
consideration to which the entity expects to be entitled in exchange for those
goods or services. The Group generates revenue from its primary activity, the
sale of tin concentrate, and it generated immaterial revenue from the sale of
tantalum and lithium.
The Group produces and sells tin concentrate from its Uis Tin Mine in Namibia.
Once concentrate has been produced at the Uis plant, it is sampled, bagged and
loaded into containers for transportation to the port in Walvis Bay for
shipment.
The Group currently has an offtake agreement with its customer, Thailand
Smelting and Refining Company ("Thaisarco"), which was signed on 1 August
2019. This contract was renewed on 1 December 2023 for a further 3 years. As
per the contract, Thaisarco pays the Group on the basis of actual tin content
in the concentrate per Thaisarco's analysis, at the London Metal Exchange
price less treatment charges, unit deductions and impurity charges.
The Group can elect for the sale of each shipment to occur under the following
terms:
Option 1: Standard provisional payment
Thaisarco shall pay 90% provisional payment on the basis of actual tin content
as per their own analysis. Payment is to be made within 10 working days after
the arrival of concentrate at Thaisarco's works. Title shall pass to Thaisarco
when the concentrate arrives at the Songkhla Port in Thailand.
Option 2: Provisional payment option against warehouse holding certificate
Thaisarco shall pay 80% provisional payment on the basis of provisional tin
content per UTMC's analysis. The provisional payment shall be done against
presentation of a provisional invoice and an original warehouse holding
certificate. Thaisarco shall pay an additional 10% provisional payment upon
presentation of the sea waybill. Title shall pass to Thaisarco when UTMC
receives the 80% provisional payment.
Option 3: Provisional payment option against sea waybill
Thaisarco shall pay 90% provisional payment on the basis of provisional tin
content per UTMC's analysis. The provisional payment shall be done against
presentation of a provisional invoice and a sea waybill. Title shall pass to
Thaisarco when UTMC receives the 90% provisional payment.
During the financial year, the Group concluded sales under Option 2.
Revenue is recognised at a point in time when title and control of the goods
has transferred to the customer, which is when the concentrate arrives at
Songkhla Port in Thailand under Option 1 or when provisional payment is
received by UTMC under Option 2 and Option 3. There is limited judgement
needed to identify the point at which control passes: once physical delivery
of the products to the agreed location has occurred, the Group no longer has
physical possession of the products. At this point, the Group will have a
present right to payment and retains none of the significant risks and rewards
of the goods in question.
Pricing for the provisional payment is determined by the published tin price
on the date that title and control passes. Pricing for the final payment shall
be declared within 20 market days after arrival at Thaisarco's works. The
lower of the four LME cash official bid and offer prices and the LME 3-months
official bid and offer prices on the agreed date is used in these
calculations.
Variable consideration relating to final assay results is constrained in
estimating revenue unless it is highly probable that there will not be a
future reversal in the amount of revenue recognised when the final assay has
been determined.
TAXATION
The tax expense represents the sum of the tax currently payable and deferred
tax.
The tax charge is based on taxable profit for the period. The Group's
liability for current tax is calculated by using tax rates that have been
enacted or substantively enacted by the reporting date.
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amount of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
profit and is accounted for using the "balance sheet liability" method.
Deferred tax liabilities are 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. Deferred tax is calculated at the tax rates that
are expected to apply to the year when the asset is realised, or the liability
is settled based upon rates enacted and substantively enacted at the reporting
date. Deferred tax is charged or credited to profit or loss, except when it
relates to items credited or charged to other comprehensive income, in which
case the deferred tax is also dealt with in other comprehensive income.
EXPLORATION AND EVALUATION ASSETS
All costs associated with mineral exploration and evaluation are capitalised
as intangible exploration and evaluation assets and subsequently measured at
cost. These include the costs of: acquiring prospecting licences; mineral
production licences and annual licence fees; rights to explore; topographical,
geological, geochemical and geophysical studies; and exploratory drilling,
trenching, sampling and other activities to evaluate the technical feasibility
and commercial viability of extracting a mineral resource.
If an exploration project is successful, the related expenditures will be
transferred at cost to property, plant and equipment and depreciated over the
estimated life of the commercial ore reserves on a unit of production basis
(with this charge being taken through profit or loss). Where capitalised costs
relate to both development projects and exploration projects, the Group
reclassifies a portion of the costs which are considered attributable to
near-term production based on a percentage of the ore resource expected to be
mined in the relevant phase. Where a project does not lead to the discovery of
commercially viable quantities of mineral resources and is relinquished,
abandoned, or is considered to be of no further commercial value to the Group,
the related costs are recognised in the income statement.
The recoverability of deferred exploration costs is dependent upon the
discovery of economically viable ore reserves, the ability of the Group to
obtain necessary financing to complete the development of ore reserves and
future profitable production or proceeds from the extraction or disposal
thereof.
In 2023, the Group completed the construction of its on-site pilot plant that
enables the mine to expedite bulk pilot test work and increase pilot
production of lithium concentrate. Both the pilot plant and day to day running
costs have been accounted for in accordance with IFRS 6.
IMPAIRMENT OF EXPLORATION AND EVALUATION ASSETS
Intangible exploration and evaluation assets are reviewed regularly for
indicators of impairment following the guidance in IFRS 6 "Exploration for and
Evaluation of Mineral Resources" and tested for impairment where such
indicators exist.
In accordance with IFRS 6, the Group considers the following facts and
circumstances in their assessment of whether the Group's exploration assets
may be impaired:
• whether the period for which the Group has the right to
explore in a specific area has expired during the period or will expire in the
near future, and is not expected to be renewed; or
• whether substantive expenditure on further exploration for and
evaluation of mineral resources in a specific area is neither budgeted for nor
planned for; or
• whether exploration for and evaluation of mineral resources in
a specific area have not led to the discovery of commercially viable deposits
and the Group has decided to discontinue such activities in the specific area;
or
• whether sufficient data exists to indicate that although a
development in a specific area is likely to proceed, the carrying amount of
the exploration and evaluation assets is unlikely to be recovered in full from
successful development or by sale.
If any such facts or circumstances are noted, the Group, as a next step,
performs an impairment test in accordance with the provisions of IAS 36
"Impairment of Assets". In such circumstances, the aggregate carrying value of
the mining exploration and evaluation assets is compared to the expected
recoverable amount of the cash-generating unit. The recoverable amount is the
higher of value in use and the fair value less costs to sell.
SHARE CAPITAL AND RESERVES
i) Warrant reserve
The warrants issued by the Group are recorded at fair value on initial
recognition net of transaction costs. The fair value of warrants granted is
recognised as an expense or as share issue costs based on their nature, with a
corresponding increase in equity. The fair value of the warrants granted is
measured using the Black Scholes valuation model, taking into account the
terms and conditions under which the options were granted. The amount
recognised as an expense is adjusted to reflect the actual number of warrants
that vest.
ii) Share-based payment reserve
Where equity-settled share options are awarded to Directors or employees, the
fair value of the options at the date of grant is charged to the statement of
comprehensive income over the vesting period. Non-market vesting conditions
are taken into account by adjusting the number of equity instruments expected
to vest at each reporting date so that, ultimately, the cumulative amount
recognised over the vesting period is based on the number of options that
eventually vest. Non-vesting conditions and market vesting conditions are
factored into the fair value of the options granted. As long as all other
vesting conditions are satisfied, a charge is made irrespective of whether the
market vesting conditions are satisfied. The cumulative expense is not
adjusted for failure to achieve a market vesting condition or where a
non-vesting condition is not satisfied.
Where the terms and conditions of options are modified before they vest, the
increase in the fair value of the options, measured immediately before and
after the modification, is charged to the statement of comprehensive income
over the remaining vesting period.
Where equity instruments are granted to persons other than employees, the
statement of comprehensive income is charged with the fair value of goods and
services received.
iii) STIP and LTIP Equity Schemes
The Group operates a short-term incentive plan ("STIP") scheme which runs a
financial year basis, with employees receiving either cash or shares
subsequent to year end based on their performance during the year. An option
pricing model is used to measure the Group's liability at each reporting date,
taking into account the terms and conditions on which the bonus is awarded and
the extent to which employees have rendered their service. Movement in the
liability (other than cash payments) are recognised in the consolidated
statement of comprehensive income.
The LTIP scheme is a share based scheme that applies to permanent employees at
Global 13 and above. The intention of the scheme is to get management to
behave like owners through owning shares, driving Company performance. The
Group is still in the process of implementing the scheme.
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment is stated at historical cost less accumulated
depreciation.
Depreciation is provided at rates calculated to write off the cost less the
estimated residual value of each asset over its expected useful economic life.
The applicable rates are:
• The mining assets are depreciated using the units of
production method from the point that commercial production was achieved. This
reflects the production activity in the period as a proportion of the total
mining reserve. Where the units of production method is used, the assets are
depreciated based on a rate determined by the tonnes of ore processed divided
by the estimate of the mineral reserve.
• Short-lived assets which are used in the mining and processing
plant are depreciated over a period of between one and ten years.
• Right-of-use assets are depreciated over the period of the
lease contract.
• Computer equipment is depreciated over three years.
• Furniture is depreciated over five years.
• Vehicles are depreciated over four years.
• Mobile equipment is depreciated over ten years.
• Buildings are depreciated over twenty years.
Land and mining assets under construction are not depreciated.
The estimated useful lives, residual values and depreciation methods are
reviewed at each year end and adjusted if necessary.
Gains or losses on disposal are included in Profit or Loss.
An asset's carrying amount is written down immediately to its recoverable
amount if the asset's carrying amount is greater than its estimated
recoverable amount.
MINING ASSET - STRIPPING
In open pit mining operations, it is necessary to incur costs to remove
overburden and other mine waste materials in order to access the ore body
("stripping costs").
During the development of a mine, stripping costs are capitalised and included
in the carrying amount of the related mining property. During the production
phase of a mine, stripping costs will be recognised as an asset only if the
following conditions are met:
• it is probable that the future economic benefit (improved
access to the ore body) associated with the stripping activity will flow to
the entity;
• the entity can identify the component of the ore body (mining
phases) for which access has been improved; and
• the costs relating to the stripping activity associated with
that component can be measured reliably.
Stripping costs incurred and capitalised during the development and production
phase are depreciated through Profit or Loss using the unit-of-production
method over the reserves and, in some cases, a portion of resources of the
area that directly benefit from the specific stripping activity. Costs
incurred for regular waste removal that do not give rise to future economic
benefits are considered as costs of sales.
RIGHT-OF-USE ASSET
At inception of a contract, the Group assesses whether a contract is, or
contains, a lease. A contract is, or contains, a lease if the contract conveys
the right to control the use of an identified asset, for a period of time, in
exchange for consideration. To assess whether a contract conveys the right to
control the use of an identified asset, the Group assesses whether:
• the contract involves the use of an identified asset. The
asset may be specified explicitly or implicitly and should be physically
distinct or represent substantially all of the capacity of a physically
distinct asset. If the supplier has a substantive substitution right, then the
asset is not identified;
• the Group has the right to obtain substantially all of the
economic benefits from use of the asset throughout the period of use; and
• the Group has the right to direct the use of the asset. The
Group has the right when it has the decision-making rights that are most
relevant to changing how and for what purposes the asset is used. In rare
cases where the decision about how and for what purposes the assets is used is
predetermined, the Group has the right to direct the use of the asset if
either:
§ the Group has the right to operate the asset; or
§ the Group designed the asset in a way that predetermines how and for what
purposes it will be used.
At inception or on reassessment of a contract that contains a lease component,
the Group allocates the consideration in the contract to each lease component
on the basis of its relative stand-alone price.
The right-of-use asset is initially measured at the present value of the
remaining lease payments, discounted using the incremental borrowing rate.
The right-of-use asset is subsequently depreciated using the straight-line
method from the commencement date to the end of the lease term. In addition,
the right-of-use asset is annually assessed for impairment and will be
adjusted for certain re-measurements of the lease liability.
IMPAIRMENT OF PROPERTY, PLANT AND EQUIPMENT
At each statement of financial position date, the Group reviews the carrying
amounts of its tangible assets to determine whether there is any indication
that those assets have suffered an impairment loss. If any such indication
exists, the recoverable amount of the asset is estimated in order to determine
the extent of the impairment loss, if any. Where the asset does not generate
cash flows that are independent from other assets, the Group estimates the
recoverable amount of the cash-generating unit to which the asset belongs.
Where there has been a change in economic conditions that indicate a possible
impairment in a cash-generating unit, the recoverability of the net book value
relating to that unit is assessed by comparison with the estimated discounted
future cash flows based on management's expectations of future commodity
prices and future costs.
In accordance with IAS 36 Impairment of Assets, the recoverable amount of an
asset or cash-generating unit is the higher of its value in use and its fair
value less costs of disposal. Management has determined the recoverable amount
using the fair value less costs to develop approach, as permitted under IAS
36, because the asset is held for development and sale, and estimating value
in use would require cash flow forecasts subject to greater uncertainty. This
approach reflects market participant assumptions regarding the price
obtainable from the asset in its current stage of development, less the
estimated costs necessary to complete development and bring the asset to a
condition for sale or use. Management considers this method to provide a more
reliable and relevant measure of recoverable amount in the circumstances. In
assessing the recoverable amount, the expected future post-tax cash flows from
the asset are discounted to their present value using a post-tax discount rate
that reflects current market assessments of the time value of money and the
risks specific to the asset. The Life of Mine ("LoM") plan is the approved
management plan at the reporting date for ore extraction and its associated
capital expenditure. The capital expenditure included in the impairment model
does not include capital expenditure to enhance the asset performance outside
of the existing LoM plan. The ore tonnes included in the LoM plan are those as
per the Reserve Statement, which management considers economically viable.
If the recoverable amount of an asset (or cash-generating unit) is estimated
to be less than its carrying amount, the carrying amount of the asset (or
cash-generating unit) is reduced to its recoverable amount. An impairment loss
is recognised as an expense immediately, unless the relevant asset is carried
at a revalued amount, in which case the impairment loss is treated as a
revaluation decrease to the extent that it reverses gains previously
recognised in other comprehensive income.
Where conditions giving rise to impairment subsequently reverse, the effect of
the impairment charge is also reversed as a credit to the income statement,
net of any depreciation that would have been charged since the impairment.
INVENTORIES
Inventory consists of tin concentrate on hand, the run of mine stockpile, and
consumable items.
The tin concentrate is carried at the lower of cost or net realisable value.
The cost of the concentrate includes direct materials, direct labour,
depreciation, and overhead costs relating to processing and engineering
activities. Net realisable value is the estimated selling price net of any
estimated selling costs in the ordinary course of business.
The run of mine stockpile is carried at the lower of cost or net realisable
value. The cost of the stockpile includes direct materials, direct labour,
depreciation and overhead costs relating to mining activities. Net realisable
value is the estimated selling price net of necessary processing costs and any
estimated selling costs in the ordinary course of business, including both
government and Orion royalties.
Consumables are valued at the lower of cost (determined on the weighted
average basis) and net realisable value. Cost comprises all costs of purchase,
costs of conversion, and other costs incurred in bringing the inventories to
their present location and condition. Replacement cost is used as the best
available measure of net realisable value.
FINANCIAL INSTRUMENTS
Financial instruments are recognised in the Group's statement of financial
position when the Group becomes a party to the contractual provisions of the
instrument.
FINANCIAL ASSETS
The Group has the following financial assets:
• Trade and other receivables
• Cash and cash equivalents
• Derivative financial asset
The classification depends on the Group's business model for managing the
financial assets and the contractual terms of the cash flows.
Financial assets are classified as at amortised cost only if the asset is held
to collect the contractual cash flows and the contractual terms of the asset
give rise to cash flows that are solely payments of principal and interest. At
subsequent reporting dates, financial assets at amortised cost are measured at
amortised cost less any impairment losses.
For assets measured at fair value, gains and losses will be recorded in profit
or loss.
The derivative financial asset is measured at fair value as the group is
hedging against the risk of changes in the fair value of its forecasted sales
due to fluctuations in the tin price.
IMPAIRMENT OF FINANCIAL ASSETS
The Group assesses on a forward-looking basis the expected credit loss,
defined as the difference between the contractual cash flows and the cash
flows that are expected to be received, associated with its assets carried at
amortised cost. The impairment methodology applied depends on whether there
has been a significant increase in credit risk.
For trade receivables only, the simplified approach permitted by IFRS 9
"Financial Instruments" is applied, which requires expected lifetime losses to
be recognised from initial recognition of the receivables. Losses are
recognised in the income statement. When a subsequent event causes the amount
of impairment loss to decrease, the decrease in impairment loss is reversed
through the income statement.
To measure the expected credit losses, trade receivables have been grouped
based on shared credit risk characteristics and the days past due.
The expected loss rates are based on the payment profiles of sales over a
period of 24 months before 28 February 2025 and the corresponding historical
credit losses experienced within this period. The historical loss rates are
adjusted to reflect current and forward-looking information on macroeconomic
factors affecting the ability of our customer to settle the receivables
balance.
FINANCIAL LIABILITIES
Financial liabilities include trade and other payables, borrowings and other
financial liabilities classified into one of the following categories:
• Fair value through profit or loss ("FVTPL"): The liabilities
are carried in the statement of financial position at fair value with changes
in fair value recognised in the income statement. The Group currently has no
financial liabilities carried at fair value through profit or loss.
• Financial liabilities carried at amortised cost.
Borrowings and other financial liabilities are classified as either financial
liabilities or as equity in accordance with the substance of the contractual
agreement.
Financial liabilities at FVTPL
Financial liabilities are classified as at FVTPL when the financial liability
is: (i) a contingent consideration that may be paid by an acquirer as part of
a business combination; (ii) held for trading; or (iii) designated as at
FVTPL. Financial liabilities at FVTPL are stated at fair value, with any gains
and losses arising on remeasurement recognised in profit or loss. The net gain
or loss recognised in profit or loss incorporates any interest paid on the
financial liability and is included in the fair value adjustment line item in
the statement of comprehensive income.
Financial liabilities at amortised cost
After initial recognition at fair value, interest-bearing loans and borrowings
are subsequently measured at amortised cost using the effective interest rate
("EIR") method. Gains and losses are recognised in the statement of
comprehensive income when the liabilities are derecognised as well as through
the EIR amortisation process. Amortised cost is calculated by taking into
account any discount or premium on acquisition and fees or costs that are an
integral part of the EIR. The EIR amortisation is included in finance costs.
Borrowings
Interest-bearing debt is initially recorded at fair value less transaction
costs, and is subsequently measured at amortised cost, calculated using the
effective interest rate method.
Borrowing costs are expensed as incurred except where they relate to the
financing of construction or development of qualifying assets in which case
they are capitalised up to the date when the qualifying asset is ready for its
intended use.
Compound debt
Upon issuance, the fair value of the compound financial instrument is
established. The liability component is assessed at the fair value of a
comparable liability that lacks an equity conversion feature. The equity
component is calculated as the remaining amount after subtracting the fair
value of the liability component from the total fair value of the instrument.
Any transaction costs are distributed between the liability and equity
components based on their respective fair values. The liability component is
subsequently evaluated at amortised cost using the effective interest method.
The equity component remains unchanged after initial recognition.
Hybrid debt
The proceeds received on the issue of the Group's convertible debt are
allocated to their debt and derivative liability components. The amount
initially attributable to debt component equals the discounted cash flows
using a market rate of interest that would be payable on a similar debt
instrument that does not include as option to convert. Subsequently, the debt
component is accounted for as a financial liability measured at amortised cost
until extinguished on conversion or maturity of the debt. The remainder of the
proceeds is allocated to the conversion option and recognised as a derivative
liability.
DERECOGNITION
A financial asset (or, where applicable, a part of a financial asset or part
of a group of similar financial assets) is primarily derecognised when:
• the rights to receive cash flows from the asset have expired;
or
• the Group has transferred its right to receive cash flows from
the asset or has assumed an obligation to pay the received cash flows in full
without material delay to a third party, and either:
§ the Group has transferred substantially all the risks and rewards of the
asset; or
§ the Group has neither transferred nor retained substantially all the
risks and rewards of the asset, but has transferred control of the asset.
A financial liability (in whole or in part) is derecognised when the Group has
extinguished its contractual obligations, it expires, or it is cancelled.
Any gain or loss on derecognition is taken to the profit or loss.
REHABILITATION PROVISION
The net present value of estimated future rehabilitation costs is provided for
in the financial statements and capitalised within property, plant and
equipment on initial recognition. Rehabilitation will generally occur on or
after closure of a mine.
Initial recognition is at the time that the construction or disturbance
occurs, and thereafter as and when additional construction or disturbances
take place. The estimates are reviewed annually to take into account the
effects of inflation and changes in the estimated cost of the rehabilitation
works and are discounted using rates that reflect the time value of money.
Annual increases in the provision due to the unwinding of the discount are
recognised in the statement of comprehensive income as a finance cost. The
present value of additional disturbances and changes in the estimate of the
rehabilitation liability are recorded to mining assets against an
increase/decrease in the rehabilitation provision.
The rehabilitation asset is amortised over the life of the mine once
commercial production commences using the straight-line method. Rehabilitation
projects undertaken, included in the estimates, are charged to the provision
as incurred. Environmental liabilities, other than rehabilitation costs, which
relate to liabilities arising from specific events, are expensed when they are
known, probable and may be reasonably estimated.
CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
In the application of the Group's accounting policies, the Directors are
required to make judgements, estimates and assumptions about the carrying
amounts of assets and liabilities that are not readily apparent from other
sources. The estimates and associated assumptions are based on historical
experience and other factors that are considered to be relevant. Actual
results may differ from these estimates. Information about significant areas
of estimation uncertainty considered by management in preparing the financial
statements is provided below.
Estimates and judgements are continually evaluated. Revisions to accounting
estimates are recognised in the year in which the estimates are revised if the
revision affects only that year, or in the year of revision and in future
years if the revision affects both current and future years.
i) Going concern and liquidity
Significant estimates were required in forecasting cash flows used in the
assessment of going concern including tin and tantalum prices, the levels of
production, operating costs, and capital expenditure requirements. For further
details, refer to going concern considerations laid out earlier in Note 2.
ii) Decommissioning and rehabilitation obligations
Estimating the future costs of environmental and rehabilitation obligations is
complex and requires management to make estimates and judgements, as most of
the obligations will be fulfilled in the future and contracts and laws are
often not clear regarding what is required. The resulting provisions (see Note
19) are further influenced by changing technologies, and by political,
environmental, safety, business, and statutory considerations.
The Group's rehabilitation provision is based on the net present value of
management's best estimates of future rehabilitation costs. Judgement is
required in establishing the disturbance and associated rehabilitation costs
at period end, timing of costs, discount rates, and inflation. In forming
estimates of the cost of rehabilitation which are risk adjusted, the Group
assessed the Environmental Management Plan and reports provided by internal
and external experts. Actual costs incurred in future periods could differ
materially from the estimates, and changes to environmental laws and
regulations, life of mine estimates, inflation rates, and discount rates could
affect the carrying amount of the provision.
The carrying amount of the rehabilitation obligations for the Group at 28
February 2025 was £1 604 389 (FY 2024: £1 152 121). In determining the
amount attributable to the rehabilitation liability, management used a
discount rate of 11.02% (FY 2024: 12.3%), an inflation rate of 4.0% (FY 2024:
4.8%) and an estimated mining period of 11.65 years (FY 2024: 12.56 years),
being the Phase 1 expansion life of mine.
A 1% increase or decrease in the inflation rate used would result in a £189
149 difference in the liability. A 2% increase or decrease in the discount
rate used would result in a £398 489 difference in the liability.
iii) Impairment indicator assessment for exploration and evaluation
assets
Determining whether an exploration and evaluation asset is impaired requires
an assessment of whether there are any indicators of impairment, including
specific impairment indicators prescribed in IFRS 6 "Exploration for and
Evaluation of Mineral Resources". If there is any indication of potential
impairment, an impairment test is required based on value in use of the asset.
The valuation of intangible exploration assets is dependent upon the discovery
of economically recoverable deposits which, in turn, is dependent on future
tin prices, future capital expenditures, environmental and regulatory
restrictions, and the successful renewal of licences.
The Directors have concluded that there are no indications of impairment in
respect of the carrying value of Namibian intangible assets at 28 February
2025 based on planned future development of the Namibian projects, and current
and forecast tin prices. Exploration and evaluation assets are disclosed fully
in Note 11.
iv) Impairment assessment for property, plant and equipment
Management have reviewed the Uis mine for indicators of impairment and have
considered, among other factors, the operations to date at the Uis Tin Mine,
forecast commodity prices, production profile, inflation rate, post- tax
discount rate and market capitalisation of the Group. In undertaking the
impairment review, management have also reviewed the underlying LoM valuation
model for Uis. The LoM valuation model represents a value in use model and
includes assessments of different scenarios associated with capital
improvements and expansion opportunities. The impairment testing performed by
management did not result in an impairment.
The forecasts require estimates regarding forecast tin, tantalum and lithium
prices, ore resources, production, operating and capital costs. Under the base
case forecast scenario, management used a forecast tin price of $32 000 per
tonne, tantalum price of $175 000 per tonne, lithium price of $1 120 per
tonne, discount rate of 11.5% post tax real rate (23.2% pre-tax real rate).
The forecast indicates sufficient headroom as at 28 February 2025.
IAS 36 outlines both external and internal indicators that may suggest an
asset is impaired. As part of this review, management has considered these
indicators in relation to the Uis mining asset. Based on IAS 36, no immediate
indicators of impairment have been identified. However, management
acknowledges that the recoverability of the mining asset is sensitive to the
following key assumptions:
• Volatility in tin prices, which directly impacts revenue
projections. The estimation of future tin price is subject to uncertainty
considering the volatility of the market. Management has therefore compared
the forecast tin price with the economic consensus estimates.
• Ramp-up of tin production anticipated from FY2028 onwards,
following the completion of the ore sorters expansion project. Management's
forecasts are dependent on tin production increasing by 45% to 2 600 tonnes of
tin concentrate within the next 3 years, therefore, the Group's upcoming focus
will be to deliver on its expansion projects
Management has considered these indicators and tested the recoverability of
the net book value of the mining asset against the estimated discounted future
cash flows based on expectations of future commodity prices and future costs.
As an additional test, management has performed the following sensitivity
analyses:
• lowering the forecast tin prices by 10%,
• raising the discount rate to 13% post tax real rate,
• lowering plant recovery by 10% and
• increasing operating costs by 10%.
In each of these circumstances, the forecast indicated sufficient headroom as
at 28 February 2025. If the tin price decreased by more than 15%, this would
result in an impairment of the asset, of £1.1m, however based on the average
historical prices, management believe this would be unlikely.
v) Depreciation
Judgement is applied in making assumptions about the depreciation charge for
mining assets when using the unit- of-production method in estimating the ore
tonnes held in reserves. The relevant reserves are those included in the
current approved LoM plan which relates to the Phase 1 expansion. Judgement is
also applied when assessing the estimated useful life of individual assets and
residual values. The assumptions are reviewed at least annually by management
and the judgement is based on consideration of the LoM plan, as well as the
nature of the assets. The reserve assumptions included in the LoM plan are
evaluated by management.
vi) Capitalisation and depreciation of waste stripping
The Group has elected to capitalise the costs of waste stripping activities as
these are necessary to allow improved access to the ore and, therefore, will
result in future economic benefits. The costs of drilling, blasting and load
and haul of waste material is capitalised until such time that the underlying
ore is used in production. These costs are then expensed on a proportional
basis. The capitalised costs are included in the mining asset in property,
plant and equipment and are expensed back into the statement of comprehensive
income as depreciation. Capitalisation of waste stripping requires the Group
to make judgements and estimates in determining the amounts to be capitalised.
These judgements and estimates include, amongst others, the expected life of
mine stripping ratio for each separate open pit, the determination of what
defines separate pits, and the expected volumes to be extracted from each
component of a pit for which the stripping asset is depreciated.
vii) Determination of ore reserves
The estimation of ore reserves primarily impacts the depreciation charge of
evaluated mining assets, which are depreciated based on the quantity of ore
reserves. Reserve volumes are also used in calculating whether an impairment
charge should be recorded where an impairment indicator exists.
The Group estimates its ore reserves and mineral resources based on
information, compiled by appropriately qualified persons, relating to
geological and technical data on the size, depth, shape, and grade of the ore
body and related to suitable production techniques and recovery rates.
The estimate of recoverable reserves is based on factors such as tin prices,
future capital requirements and production costs, along with geological
assumptions and judgements made in estimating the size and grade of the ore
body.
There are numerous uncertainties inherent in estimating ore reserves and
mineral resources. Consequently, assumptions that are valid at the time of
estimation may change significantly if or when new information becomes
available.
viii) Valuation of inventories
Judgement is applied in making assumptions about the value of inventories and
inventory stockpiles, including tin prices, plant recoveries and processing
costs, to determine the extent to which the Group values inventory and
inventory stockpiles. The Group uses forecast tin prices to determine the net
realisable value of the ROM stockpile and the tin concentrate inventory on
hand at year end. Inventory stockpiles are measured using actual mining and
processing costs.
ix) Determining the fair value of royalty debt
The Group entered into a royalty agreement during the prior financial year.
The measurement of the royalty obligation factored in numerous key inputs and
the use of a technical expert. These inputs include the forecast of the tin
production and price over a period of 30 years, the risk-free rate and the
credit spread. The tin price forecast was based on estimates provided by the
Group as of 28 February 2025. The risk-free rate was based on the United
States Constant Maturity Treasury rates commensurate with the terms as of the
valuation date, as reported on the Federal Reserve website. The Group used a
credit spread of 10.58% computed by backsolving the convertible notes to par
and further adjusted down 3.5% to account for the lower risk factor as a
result of the ongoing operations at the Uis Tin Mining Company (operating
subsidiary). The operating subsidiary attracts a lower risk factor due to it
being closely aligned to the underlying Tin mining operation and its
performance since commissioned, relative to the holding company, which is
implicitly subordinated. The royalty obligation is measured at fair value
through profit and loss.
x) Fair value estimation on the consideration paid during the
acquisition of mining rights
When the fair values of assets recorded in the statement of financial position
cannot be measured based on quoted prices in active markets, their fair value
is measured using valuation techniques including the discounted cash flow
(DCF) model. The inputs to these models are taken from observable markets
where possible, but where this is not feasible, a degree of judgement is
required in establishing fair values. As part of the accounting for the
acquisition of the non-controlling interest in UTMC, part of the consideration
was settled using the ML129 license. Due to the nature of the assets, certain
exploration activities were undertaken, but the information gathered was
insufficient to delineate a Mineral Resource as defined by the JORC 2012
(Joint Ore Reserves Committee) Mineral Reporting Code, or any other broadly
accepted mineral reporting standard. As a result, management estimated the
fair value to be equivalent to the exploration costs, which will serve as the
base amount for the transaction.
xi) Assessment of Control and Classification of Investment in
Grace Simba Investments (Pty) Ltd ("GSI") as an Associate
The Group exercises judgement in assessing whether it has control, joint
control, or significant influence over another entity. In accordance with the
requirements of IFRS 10 Consolidated Financial Statements and IAS 28
Investments in Associates and Joint Ventures, the determination of control
involves evaluating whether the Group has:
• Power over the investee,
• Exposure or rights to variable returns from its involvement
with the investee, and
• The ability to use its power to affect the amount of the
investor's returns.
In the current reporting period, the Group holds 100% of the equity interest
in GSI, along with representation on the board of directors and participation
in key operating decisions. However, after evaluating the relevant facts and
circumstances, including decision-making rights, and contractual arrangements,
management concluded that the Group does not have control over GSI, but has
significant influence over its financial and operating policies.
Accordingly, the investment in GSI has been accounted for using the equity
method, in accordance with IAS 28.
This assessment required significant judgement, as despite having majority
shareholding, Andrada cannot unilaterally direct relevant activities due to
the other party holding substantive governance rights and holding the casting
vote with board decisions.
Management will review such relationships periodically to assess whether any
changes in facts or circumstances require a reassessment of control or
influence.
3. ADOPTION OF NEW AND REVISED STANDARDS
The following amendments standards and interpretations were adopted by the
group from 1 March 2024:
• Supplier Finance Arrangements (Amendments to IAS 7 & IFRS
7);
• Lease Liability in a Sale and Leaseback (Amendments to
IFRS16);
• Classification of Liabilities as Current or Non-Current
(Amendments to IAS 1); and
• Non-current Liabilities with Covenants (Amendments to IAS 1).
These amendments to various IFRS Accounting Standards are mandatorily
effective for reporting periods beginning on or after 1 March 2024. These
amendments had no effect on the consolidated financial statements of the
Group.
Supplier Finance Arrangements (Amendments to IAS 7 & IFRS 7)
On 25 May 2023, the IASB issued Supplier Finance Arrangements, which amended
IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures.
The amendments require entities to provide certain specific disclosures
(qualitative and quantitative) related to supplier finance arrangements. The
amendments also provide guidance on characteristics of supplier finance
arrangements.
Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)
On 22 September 2022, the IASB issued amendments to IFRS 16 - Lease Liability
in a Sale and Leaseback (the Amendments). Prior to the Amendments, IFRS 16 did
not contain specific measurement requirements for lease liabilities that may
contain variable lease payments arising in a sale and leaseback transaction.
In applying the subsequent measurement requirements of lease liabilities to a
sale and leaseback transaction, the Amendments require a seller-lessee to
determine 'lease payments' or 'revised lease payments' in a way that the
seller-lessee would not recognise any amount of the gain or loss that relates
to the right of use retained by the seller-lessee.
Classification of Liabilities as Current or Non-Current and Non-current
Liabilities with Covenants (Amendments to IAS 1)
The IASB issued amendments to IAS 1 in January 2020 Classification of
Liabilities as Current or Non-current and subsequently, in October 2022
Non-current Liabilities with Covenants.
The amendments clarify the following:
• An entity's right to defer settlement of a liability for at
least twelve months after the reporting period must have substance and must
exist at the end of the reporting period.
• If an entity's right to defer settlement of a liability is
subject to covenants, such covenants affect whether that right exists at the
end of the reporting period only if the entity is required to comply with the
covenant on or before the end of the reporting period.
• The classification of a liability as current or non-current is
unaffected by the likelihood that the entity will exercise its right to defer
settlement.
• In case of a liability that can be settled, at the option of
the counterparty, by the transfer of the entity's own equity instruments, such
settlement terms do not affect the classification of the liability as current
or non-current only if the option is classified as an equity instrument.
ACCOUNTING STANDARDS AND INTERPRETATIONS NOT YET APPLIED
The following standards, interpretations and amendments are effective for the
period beginning 1 March 2025:
• Lack of Exchangeability (Amendment to IAS 21 The Effects of
Changes in Foreign Exchange Rates). Effective 1 January 2025.
• Amendments to the Classification and Measurement of Financial
Instruments (Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial
Instruments Disclosures). Effective 1 January 2026.
• Contracts Referencing Nature-dependent Electricity (Amendments
to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments Disclosures).
Effective 1 January 2026.
• IFRS 18 Presentation and Disclosure in Financial Statements.
Effective 1 January 2027.
• IFRS 19 Subsidiaries without Public Accountability:
Disclosures. Effective 1 January 2027.
Management is in the process of assessing the impact of the updated standards,
interpretations and amendments. The most significant impact is expected due to
the updates of IFRS 9, IFRS 7 and IFRS 18.
4. REVENUE
Recognised in the statement of comprehensive income
Year ended Year ended
28 February 2025 29 February 2024
£ £
Revenue from the sale of tin 23 247 721 17 863 275
Revenue from the sale of tantalum 538 090 -
Revenue from the sale of lithium 3 177 -
Revenue from the sale of sand - 45 673
Total revenue from customers 23 788 988 17 908 948
58 941
Revenue - change in fair value of customer contract 16 475 17 967 889
Total revenue 23 805 463 17 863 275
The Group made their first sales of tantalum and lithium during the financial
year. The revenue from the sale of tin, tantalum, lithium and sand is
recognised at the point in time at which control transfers.
Other revenue relates to the change in the fair value of amounts receivable
under the offtake agreement between the date of initial recognition and the
period end resulting from forecast market prices at the estimated final
pricing date. Refer to Note 2 for further details.
5. COST OF SALES
Recognised in the statement of comprehensive income:
Year ended Year ended
28 February 2025 29 February 2024
£ £
Costs of production 17 344 601 14 178 153
Smelter charges 1 418 888 1 328 387
Logistics costs 187 338 154 932
Government royalties 652 270 484 976
Orion royalties 1 244 252 101 300
20 847 349 16 247 748
6. ADMINISTRATIVE EXPENSES
Recognised in the statement of comprehensive income:
Year ended Year ended
28 February 2025 29 February 2024
£ £
Staff costs 3 491 421 4 261 360
Depreciation of property, plant & equipment 573 444 452 769
Professional fees 1 627 792 1 972 100
Travelling expenses 337 577 459 919
Uis administration expenses 477 362 335 856
Loss on scrapping of assets 623 204 -
Transport expenses 332 331 331 781
Staff welfare costs 184 602 188 319
Security expenses 248 264 174 103
Insurance expenses 179 911 129 664
Water and electricity 72 662 52 468
Safety equipment 71 370 47 015
Disposal of dormant entities 16 345 -
Auditor's remuneration 298 203 240 000
Foreign exchange losses - 260 061
IT costs 448 581 356 396
Listing costs 457 812 530 677
Other costs 51 681 167 061
9 492 562 9 959 549
Other costs are mainly comprised of corporate overheads necessary to run the
South African head office.
7. STAFF COSTS
Year ended Year ended
28 February 2025 29 February 2024
£ £
Staff costs capitalised under property, plant and equipment 765 631 814 709
Staff costs capitalised under intangible assets 524 585 416 871
Staff costs recognised as administrative expenses 3 236 145 3 543 336
Staff costs included in cost of sales 2 893 639 2 008 142
Share-based payment charge capitalised under property, plant and equipment 56 208 213 042
Share-based payment charge capitalised under intangible assets 29 267 68 410
Share-based payment charge recognised as administrative expenses 255 276 710 523
7 760 751 7 775 033
Key management personnel have been identified as the Board of Directors, Frans
van Daalen (Chief Strategy Officer of the Group) and Chris Smith (Chief
Operating Officer of the Group). Details of key management remuneration are
shown in Note 29.
The average number of staff during the period was 331 (FY 2024: 283) with an
average total cost per employee for the year of £23 296 (FY 2024: £24 015).
Emoluments of £308 389 including £32 227 of share options and shares to be
issued (FY 2024: £341 199 including £53 652 of share options and shares to
be issued) were paid in respect of the highest-paid Director during the year.
8. OTHER INCOME
Recognised in the statement of comprehensive income:
Year ended Year ended
28 February 2025 29 February 2024
£ £
Fair value gain on derivative financial assets 354 125 -
Foreign exchange gains 298 155
Gain on sale of diesel 119 477 86 078
Other income 219 269 11 337
991 026 97 415
Please refer to Note 26 for further information on the derivative financial
asset gains recognised.
9. FINANCE INCOME & EXPENSE
Recognised in the statement of comprehensive income:
Year ended Year ended
28 February 2025 29 February 2024
£ £
Finance expense
Interest on lease liability 75 420 98 923
Interest on environmental rehabilitation provision 148 117 118 694
Interest on bank overdraft and loan facilities 773 769 275 807
Interest on convertible loan note 1 510 320 488 383
Transaction costs on royalty debt - 456 062
Fair value loss on royalty debt 3 493 971 87 561
Other Interest 270 324 159 076
Total finance expense 6 271 921 1 684 506
Finance income
Fair value gain on derivative liability - held at fair value through profit or 1 296 101 743 965
loss
Interest on bank deposit 423 275 211 975
Total finance income 1 719 376 955 940
The above financial income and expense include the following in respect of
assets/ (liabilities) not at fair value through profit or loss:
Total interest income on financial assets 423 275 211 975
Total interest expense on financial liabilities 2 554 413 1 021 976
10. TAXATION
The tax expense represents the sum of the tax currently payable and deferred
tax.
Tax expense Year ended Year ended
28 February 2025 29 February 2024
£ £
Major components of the tax expense:
Current tax
Income tax for the current period 185 746 -
Deferred tax
Origination and reversal of temporary differences 3 232 147 -
Utilisation of estimated tax loss (2 608 981) -
Prior year under provision of deferred tax 513 444 -
Deferred tax for the current period 1 136 610 -
Total tax expense 1 322 356 -
Reconciliation of the tax expense Year ended Year ended
28 February 2025 29 February 2024
£ £
Reconciliation between accounting profit and tax expense
Loss before tax (8 466 767) (8 870 559)
Tax at the applicable rate of 37.5% (3 175 037) (3 326 460)
Reconciling items
Effect of tax rates in difference jurisdictions* 526 775 1 083 477
Deferred tax assets not recognised 2 396 468 1 541 364
Unrealised foreign exchange losses 23 005 (22 530)
Movement on rehabilitation liability 86 850 68 998
Fair value loss on derivative financial liability 1 310 239 355 819
Orion royalties expense 466 595 -
Other disallowed expenses 72 786 284 262
Prior year under provision of deferred tax 513 444 -
Utilisation of assessed losses (898 769) 15 070
Total reconciling items 4 497 393 3 326 460
Total tax expense 1 322 356 -
The applicable tax rate to Uis Tin Mining Company of 37.5% has been used as
this is the Group's primary operating entity.
* Andrada Mining Limited operates in Guernsey which has a 0% tax
rate and Andrada Mining South Africa operates in South Africa which has a 27%
tax rate. The Company has been granted exemption from Guernsey taxation and
has paid an annual exemption fee for the year of £1 600 (2024: £1 200).
The deferred tax liability represents the amount of income tax payable in
future periods in respect of taxable temporary differences.
Deferred tax liability Year ended Year ended
28 February 2025 29 February 2024
£ £
Reconciliation of deferred tax
Originating temporary differences on property, plant and equipment 5 324 185 -
Originating temporary differences on intangible assets 2 910 853 -
Originating temporary differences on inventory 1 215 534 -
Originating temporary differences on lease liability (62 017) -
Originating temporary difference on other balances (48 153) -
Tax losses available for set-off against future taxable income (8 203 792) -
Total deferred tax liability 1 136 610 -
The Namibian Revenue Agency conducted an audit on the 2020-2023 tax years of
Uis Tin Mining Company. As a result of their findings, there was an under
provision for the prior year deferred tax of £513 444.
The total assessed losses carried forward in the Group's subsidiaries is £45
686 541 (FY 2024: £35 872 465). The unrecognised deferred tax asset in the
Group's subsidiaries is £4 769 413 (FY 2024: £3 873 672). Due to the
sizeable assessed losses that have accumulated in these entities, management
has decided not to raise the deferred tax asset in the 2025 financial year as
the timing of future taxable profits is not certain at this stage.
The presentation of the comparative period in this note has been updated in
order to be consistent with the current year reconciliation.
11. LOSS PER SHARE
The calculation of a basic loss per share of 0.63 pence (FY 2024: loss per
share of 0.54 pence), is calculated using the total loss for the period of £9
789 123 (FY 2024: £8 438 465) and the weighted average number of shares in
issue during the period of 1 622 728 373 (FY 2023: 1 551 422 631).
Due to the loss for the period, the diluted loss per share is the same as the
basic loss per share. The number of potentially dilutive ordinary shares, in
respect of share options, warrants and shares to be issued as at 28 February
2025 is 147 490 478 (FY 2024: 165 625 801). These potentially dilutive
ordinary shares may have a dilutive effect on future earnings per share.
12. INTANGIBLE ASSETS
Cost Exploration and evaluation Computer software Total
assets £ £
£
As at 28 February 2023 7 204 762 112 314 7 317 076
Additions for the year - other expenditure 3 742 889 33 864 3 776 753
Exchange differences (512 959) (7 636) (520 595)
As at 29 February 2024 10 434 692 138 542 10 573 234
Additions for the year - other expenditure 3 335 321 - 3 335 321
Disposal of ML 129 (1 235 017) - (1 235 017)
Deemed disposal of ML 133 on loss of control of Grace Simba Investments (refer (1 526 575) - (1 526 575)
to Note 27)
Exchange differences 332 383 3 733 336 116
As at 28 February 2025 11 340 804 142 275 11 483 079
Accumulated amortisation Exploration and evaluation Computer software Total
assets £ £
£
As at 28 February 2023 - 37 483 37 483
Charge for the period - 16 370 16 370
Exchange differences - (556) (556)
As at 29 February 2024 - 53 297 53 297
Charge for the period - 33 322 33 322
Exchange differences - (27) (27)
As at 28 February 2025 - 86 592 86 592
Net book value Exploration and evaluation Computer software Total
assets £ £
£
As at 28 February 2025 11 340 804 55 683 11 396 487
As at 29 February 2024 10 434 692 85 245 10 519 937
As at 28 February 2023 7 204 762 74 831 7 279 593
Additions to exploration and evaluation assets represents costs incurred on
active exploration projects, day to day costs of running the lithium pilot
plant, staff costs and share based payments charges (refer to Note 7 for
additional details on staff costs and share based payments charges).
Ownership of ML 129 was transferred to the Small Miners of Uis as part of the
consideration for the purchase of their 15% minority interest in UTMC. Please
refer to Note 22 for further information on this transaction.
Ownership of ML 133 was transferred to Grace Simba Investments. Please refer
to Note 27 for further information on this transaction.
Each year, management performs a review of intangibles to identify potential
impairment triggers in line with IFRS 6. For the year ending 2025 and 2024, no
such triggers were identified for exploration and evaluation assets.
The Directors have concluded that there are no indicators of impairment in
respect of the carrying value of the Namibian exploration and evaluation
assets at 28 February 2025.
13. PROPERTY, PLANT AND EQUIPMENT
Land Mining Mining Mining Decom- Right-of-use Computer Furniture Vehicles Mobile Buildings Exploration Total
asset -
asset under asset
missioning asset equipment equipment and
stripping
construction asset (crane) evaluation
Cost
As at 28 February 2023 11 261 1 240 874 23 662 690 2 612 227 928 572 1 558 697 283 040 254 492 328 396 436 819 259 098 - 31 576 167
Additions for the year - 3 953 298 2 776 006 4 240 985 161 029 92 459 99 972 138 420 84 986 - - - 11 547 155
Disposals for the year - - - - - (278 342) - - - - - - (278 342)
Transfer between categories of assets - (4 539 480) 655 489 - - - - - - - - 3 883 991 -
Foreign exchange differences (977) 71 397 (2 192 451) (370 759) (85 943) (124 651) (27 866) (26 708) (31 346) (37 858) (22 455) (131 864) (2 981 481)
As at 29 February 2024 10 284 726 089 24 901 734 6 482 453 1 003 658 1 248 163 355 146 366 204 382 036 398 961 236 643 3 752 127 39 863 500
Additions for the year - 6 069 101 2 587 756 3 205 648 254 015 87 538 365 671 14 662 60 267 11 216 428 910 98 580 13 183 364
Disposals for the year (10 745) - (875 139) - - (51 676) (15 228) - - - - - (952 788)
Transfer between categories of assets - (1 240 807) 1 240 807 - - - - - - - - - -
Foreign exchange differences 461 8 433 1 044 472 281 834 43 753 56 953 15 220 16 003 16 683 17 464 10 021 164 247 1 675 544
As at 28 February 2025 - 5 562 816 28 899 630 9 969 935 1 301 426 1 340 978 720 809 396 869 458 986 427 641 675 574 4 014 954 53 769 619
Accumulated depreciation
As at 28 February 2023 - - 2 599 309 1 326 680 22 772 524 840 153 877 99 200 82 313 35 643 8 314 - 4 852 948
Charge for the year - - 1 728 156 1 242 349 65 302 78 175 75 243 67 438 60 713 33 387 12 248 - 3 363 011
Foreign exchange differences - - (260 671) (157 158) (4 191) (59 438) (15 922) (10 856) (9 195) (4 223) (1 136) - (522 790)
As at 29 February 2024 - - 4 066 794 2 411 871 83 883 543 577 213 198 155 782 133 831 64 807 19 426 - 7 693 169
Charge for the year - - 2 023 889 1 660 744 83 483 279 013 186 978 37 156 66 857 34 780 28 959 - 4 401 859
Disposals for the year - - (249 846) - - (34 431) (14 963) - - - - - (299 240)
Foreign exchange differences - - 162 717 104 302 3 607 29 320 9 216 6 777 5 808 2 810 828 - 325 385
As at 28 February 2025 - - 6 003 554 4 176 917 170 973 817 479 394 429 199 715 206 496 102 397 49 213 - 12 121 173
Net book value
As at 28 February 2025 - 5 562 816 22 896 077 5 793 017 1 130 453 523 499 326 379 197 154 252 492 325 244 626 360 4 014 954 41 648 446
As at 29 February 2024 10 284 726 089 20 834 940 4 070 582 919 775 704 586 141 948 210 422 248 205 334 154 217 216 3 752 127 32 170 329
As at 28 February 2023 11 261 1 240 874 21 063 381 1 285 548 905 800 1 033 857 129 163 155 292 246 083 401 176 250 783 - 26 723 218
Additions to the mining asset under construction consisted of the costs
incurred to date on the procuring of the XRT ore sorters as well as the
replacement of the filter press, thickener and shaking tables as part of the
Continuous Improvement project.
Additions to the mining asset consist of costs incurred as part of the
continuous improvement project as well as capitalised labour and travel costs.
Interest capitalised against the mining asset is as follows:
Year ended Year ended
28 February 2025 29 February 2024
£ £
Standard Bank - 409 127
Development Bank of Namibia 366 160 222 012
366 160 631 139
Interest on the Development Bank of Namibia loan is calculated at the Namibian
prime rate plus a margin of 2.5%. In the prior year, interest on the Standard
Bank loan was calculation at the 3-month JIBAR plus a margin of 4.5%.
Additions to explorations and evaluation assets represents costs incurred to
construct the lithium pilot plant which is treated as a tangible asset. The
lithium pilot plant is accounted for in accordance with IFRS 6.
The Group has elected to capitalise the costs of waste stripping activities as
these are necessary to allow improved access to the ore and, therefore, will
result in future economic benefits. The costs of drilling, blasting and load
and haul of waste material is capitalised until such time that the underlying
ore is used in production.
Please refer to Note 21 for further information on the right-of-use asset.
The total depreciation charge for the current financial year was split between
administrative expenses and cost of sales. £573 444 (FY 2024: £452 769) was
included in administrative expenses, while the balance of £3 861 736 (FY
2024: £2 910 242) was included in cost of sales as it was a cost that was
incurred for mining and processing purposes.
14. INVENTORIES
Year ended Year ended
28 February 2025 29 February 2024
£ £
Tin concentrate on hand 972 281 1 119 710
Run of mine stockpile 1 741 393 954 059
Consumables 1 497 439 874 849
4 211 113 2 948 618
15. TRADE AND OTHER RECEIVABLES
Year ended Year ended
28 February 2025 29 February 2024
£ £
Trade receivables 389 183 192 829
Trade receivables at fair value through profit or loss 1 074 555 485 235
Other receivables 3 443 847 3 519 565
VAT receivables 3 078 532 1 852 836
7 986 117 6 050 465
The Directors consider that the carrying amount of trade and other receivables
approximates to their fair value due to their short-term nature. No allowance
for any expected credit losses against any of the trade receivables is
provided due to a history without default or non-payment from any of the
Group's customers.
Trade receivables at fair value through profit or loss relates to receivables
under the offtake agreement with Thaisarco. The balance consists of the
receivables raised at initial recognition plus an adjustment to recognise the
change in the fair value of receivables resulting from forecast market prices
at the estimated final pricing date.
Other receivables primarily consist of prepayments that the Group has made as
well as the strategic partnership participation fee that was due to the Group
at year end.
VAT receivables consist of amounts due from both the Namibian and the South
African Revenue Services. At year-end, the VAT refunds were being withheld
pending the outcome of an audit. Post year-end, this audit has been finalised
and the amounts have been received.
The total trade and other receivables denominated in South African Rand amount
to £335 762 (FY 2024: £315 981), denominated in Namibian Dollars amount to
£4 974 026 (FY 2024: £5 175 445) and denominated in US Dollars amount to £2
296 455 (FY 2024: £485 235).
16. CASH AND CASH EQUIVALENTS
Year ended Year ended
28 February 2025 29 February 2024
£ £
Cash on hand and in bank 2 701 260 14 505 800
Cash and cash equivalents - statement of financial position 2 701 260 14 505 800
Bank overdraft (refer to Note 17) (885 317) -
1 815 943 14 505 800
The above balance includes cash of £1.1 million (FY 2024: £3.3 million) held
in the debt service reserve accounts. While the entity can access the cash in
the debt service reserve accounts on demand, the cash is restricted and can
only be used for the repayment of loan instalments.
17. BORROWINGS
Year ended Year ended
28 February 2025 29 February 2024
£ £
Standard Bank term loan facility - 2 559 845
Standard Bank VAT facility - 307 206
Standard Bank vehicle asset financing facility 277 518 517 982
Development Bank of Namibia term loan facility 4 712 197 2 269 475
Bank Windhoek Term loan facility 4 290 000 -
Bank Windhoek VAT facility 648 633 -
Bank Windhoek bank overdraft 885 317
Convertible loan note debt component 8 866 321 8 295 155
Short-term loan - Orange Trust 1 976 825
21 656 811 13 949 663
Discounted maturity analysis:
Up to 3 months 971 422 2 824 695
Between 3 and 12 months 5 158 324 1 236 752
Between 1 and 2 years 2 968 535 1 218 474
Between 2 and 5 years 9 119 204 8 669 742
Over 5 years 3 439 326 -
21 656 811 13 949 663
During 2022, a vehicle asset financing facility to the value of N$15 000 000
(c. £644 000) was provided. Interest accrues on this facility at the Namibian
prime rate plus 0.5%.
On 21 July 2023, the Group issued 77 unsecured convertible loan of £100 000
each to new and existing investors. The notes have a term of 3 years, bears
interest at a rate of 12% per annum and can be redeemed at the option of the
Group or convertible into ordinary shares at a fixed price of 9.45p by mutual
agreement between the Group and the note holders. As per IAS 32 and IFRS 9,
the fair value of the proceeds of the notes consisted of a liability and an
equity component, Refer to the Statement of Changes in Equity for the equity
portion of this instruments.
On 5 September 2023, the Development Bank of Namibia ("DBN") served notice
confirming that all conditions had been fulfilled or waived and that financial
close had occurred. Accordingly, the Group received the 1st drawdown of N$50
000 000 (c. £2 145 000) in September 2023 and the 2nd drawdown of the same
amount in March 2024, totalling an amount of N$100 000 000 (c. £4 290 000).
This loan has a term of 10 years, bears interest at the Namibian prime rate +
2.5% and is repayable in quarterly instalments. These funds are being used to
expedite the implementation of the Uis Mine Stage II Continuous Improvement
Programme.
On 22 November 2023, a US$25 000 000 (c. £19 750 000) funding packing was
concluded with Orion Resource Partners. This included US$2 500 000 (c. £1 975
000) equity, a US$10 000 000 (c. £7 900 000) Convertible Loan Note and a
US$12 500 000 (c. £9 875 000) unsecured tin royalty. The equity and loan note
will be used to accelerate Andrada's overall strategy of achieving commercial
production of its lithium, tin and tantalum revenue streams. The royalty funds
will be used for the sole purpose of increasing Andrada's tin production.
On 6 August 2024, Uis Tin Mining Company agreed a N$100 000 000 (c. £4 290
000) term loan with Bank Windhoek. The loan has a term of 6 years and will
incur interest at the Namibian prime rate plus a variable margin which is
dependent on the prime rate and is repayable in quarterly instalments. Bank
Windhoek has provided short-term loan facilities of up to N$15 000 000 (c.
£644 000) for use as cash flow against future VAT payments. It is intended
that the short-term loan will be provided for 12 months and will incur
interest at the Namibian prime rate. The short-term loan will be repaid to the
bank upon receipt of refunds from the Namibia Revenue Agency. In addition to
the lending facilities, Bank Windhoek has provided Andrada Mining (Namibia)
with a N$10 000 000 (c. £429 000) guarantee to the Namibia Power Corporation
in relation to a deposit against the right to a supply of electrical power.
This guarantee will incur a small fee payable at six-month intervals.
The bank overdraft facility held with Bank Windhoek can be drawn down to a
maximum of N$50 000 000 (c. £2 145 000). This facility is for 12 months from
the date of drawdown and incurs interest at the Namibian prime rate minus
0.5%. This facility was renewed in June 2025 for another 12-month period.
As a result of the new facilities offered by Bank Windhoek, the Group settled
the balance of the term loan and the VAT facility owed to Standard Bank
Namibia.
On 12 February 2025, Andrada Mining Ltd entered into a US$2 500 000 (c. £2
000 000) secured funding facility from the Orange Trust. The loan term is six
months, and it will attracts a facility fee of US$50 000 (c. £40 000) per
month. The Loan will fund the construction of a tin processing jig plant at
the Uis mine.
Reconciliation of net cash flow to movement in borrowings
Balance as at 28 February 2023 6 203 038
Incoming cash flows 9 933 992
Proceeds from DBN term loan facility 2 127 221
Proceeds from July convertible loan notes 2 446 977
Proceeds from November convertible loan notes 5 359 794
Outgoing cash flows (2 438 797)
Repayment of capital balance of term loan (1 102 611)
Interest paid on the term loan (108 255)
Repayment of working capital facility (1 227 931)
Non-cash flows 251 430
Foreign exchange differences (529 672)
Interest accrued on DBN facility 214 475
Additions to vehicle asset financing 78 244
Interest on July convertible loan notes 108 455
Interest on November convertible loan notes 379 928
Balance as at 29 February 2024 13 949 663
Incoming cash flows 7 055 745
Proceeds from DBN term loan facility 2 146 716
Proceeds from Bank Windhoek term loan facility 1 734 922
Proceeds from Bank Windhoek VAT facility 311 966
Proceeds from Bank Windhoek overdraft facility 885 317
Proceeds from Orange Trust short-term loan 1 976 825
Outgoing cash flows (1 121 312)
Repayment of capital balance of Standard Bank term loan (260 889)
Repayment of capital balance of Standard Bank vehicle asset financing facility (112 832)
Interest paid on all banking facilities (747 590)
Non-cash flows 1 772 715
Foreign exchange differences 244 656
Interest raised on all banking facilities 926 368
Additional arrangements entered into under vehicle asset financing facilities 30 771
Interest on July convertible loan notes 146 420
Shares issued to cover interest on July convertible loan notes (939 400)
Interest on Orion convertible loan notes 1 363 900
Balance as at 28 February 2025 21 656 811
18. OTHER FINANCIAL LIABILITIES
Year ended Year ended
28 February 2025 29 February 2024
£ £
Held at fair value through profit and loss:
Derivative liability 104 164 1 411 709
Royalty debt 13 449 521 9 941 235
Held at amortised cost:
Deferred consideration 375 760 -
13 929 445 11 352 944
On 22 November 2023, the Group entered into an agreement with Orion Resource
Partners (royalty holder) whereby the holder purchased a gross revenue royalty
for US$12 500 000 from the Group. In exchange for the gross revenue royalty,
the Group is required to make quarterly royalty payments to the holder based
on the tin mined and sold by the group. At initial recognition, the royalty
transaction was measured at fair value of US$12 560 000 (c. £9 853 674). In
determining the fair value at year end, management used a credit spread rate
of 10.58% (FY 2024: 10.58%) and a risk-free rate of between 3.82% and 5.42%
(FY 2024: 5.54%). At year end, the fair value of the royalty transaction was
fair valued at £13 449 521 (FY 2024: £9 941 235).
The transaction also included the issue of one hundred unsecured convertible
loan notes of $100 000 each. The loan notes are redeemable in 4 years from the
issue date. Written consent from the note holders is required in the event
that the loan notes are redeemed prior the maturity date. The interest accrues
quarterly at 12% per annum. The noteholders may at any time before the
redemption date convert the loan notes into Andrada ordinary shares in
tranches of a minimum of US$100 000 at a conversion price of 9.45 pence per
share. At initial recognition date, a derivative liability was recognised at a
fair value of £2 155 674. The derivative liability was subsequently measured
to £104 164 (FY 2024: £1 411 709). In determining the fair value of the
derivative, management used a credit spread of 16.12% (FY 2024: 16.12%).
The deferred consideration refers to the present value of 240 monthly cash
payments of N$75 000 (c. £3 200) to be paid by Andrada Namibia to the Small
Miners of Uis ("SMU") as part of the purchase price for their minority
interest in UTMC. This liability was initially recognised at fair value and
subsequently recognised at amortised cost. Please refer to Note 22 for further
information on this transaction.
Reconciliation of closing balance Derivative liability Royalty Deferred Consideration Total
£ Debt £ £
£
Balance as at 28 February 2023 - - - -
Additions 2 155 674 9 853 674 - 12 009 348
Repayments - - - -
Fair value adjustment (743 965) 87 561 - (656 404)
Balance as at 29 February 2024 1 411 709 9 941 235 - 11 352 944
Additions - - 376 514 376 514
Repayments - - (16 100) (16 100)
Fair value adjustment (1 296 101) 3 493 971 - 2 197 870
Interest expense - - 15 647 15 647
Foreign exchange differences (11 444) 14 315 (301) 2 570
Balance as at 28 February 2025 104 164 13 449 521 375 760 13 929 445
Year ended Year ended
28 February 2025 29 February 2024
£ £
The split between current and non-current is as follows:
Non-current liabilities 12 135 680 10 386 425
Current liabilities 1 793 765 966 519
Total 13 929 445 11 352 944
Sensitivity analysis
Assuming that all the variables remain the same in the royalty debt
calculation, a 1% decrease in the credit spread would result in the value of
the royalty debt increasing by $1 031 008 (FY2024: $923 183) and a 1% increase
in the credit spread would result in a decrease of $932 551 (FY 2024: $821
509). Furthermore, if the estimated tin price or production levels increased
by 10%, the royalty debt would increase by $1 699 234 and if the tin price or
production levels decreased by 10% the royalty debt would decrease by $1
699 234.
For the convertible loan note, if the Group applies a 10% volatility haircut,
the value of the derivative liability would decrease by £23 059 (FY 2024:
£276 171). This would also result in the credit spread decreasing from 16.12%
to 14.07%.
IFRS 13 sets out a fair value hierarchy under which the inputs to valuation
techniques used to measure fair value are categorised into three levels. The
three levels of the hierarchy are as follows:
• Level 1 inputs are quoted prices (unadjusted) in active
markets for identical assets or liabilities that the entity can access at the
measurement date.
• Level 2 inputs are inputs other than quoted prices included
within Level 1 that are observable for the asset or liability, either directly
or indirectly.
• Level 3 inputs are unobservable inputs for the asset or
liability.
Royalty debt
The royalty debt is recorded at fair value through profit and loss. The inputs
include the following:
• Tin production forecast provided by management.
• Tin price forecast based on consensus estimates as of February
2025.
• Risk-free rate that is based on the United States Constant
Maturity Treasury rates commensurate with the term as of the Valuation Date,
as reported on the Federal Reserve website.
• Implied credit spread was based on the Sterling Overnight
Index Average. Based on the above sources of the inputs, the royalty debt is a
level 2.
Derivative liability
The derivative liability is recorded at fair value through profit and loss.
The inputs include the following:
• The dividend yield was provided by management.
• The expected volatility based on the historical equity
volatility of the Group as of the valuation date.
• The stock price as of the valuation date was obtained from
Capital IQ. The exchange rate was derived as an average of 4 years Bid Ask GBP
USD spot Curve.
Based on the above-mentioned sources of inputs, the derivative liability is a
level 2.
Reconciliation of net cash flow to movement in other financial liabilities £
Balance as at 28 February 2023 -
Incoming cash flows 11 678 454
Proceeds from royalty debt 9 522 780
Proceeds from issue of derivative liability 2 155 674
Non-cash flows (325 510)
Fair value loss on royalty debt 87 561
Foreign exchange adjustment on royalty debt 330 894
Fair value gain on derivative liability (743 965)
Balance as at 29 February 2024 11 352 944
Outgoing cash flows (453)
Payment to minority interest (16 100)
Interest expense on deferred consideration 15 647
Non-cash flows 2 576 954
Fair value loss on royalty debt 3 493 971
Fair value gain on derivative liability (1 296 101)
Raising of deferred consideration liability 376 514
Foreign exchange differences 2 570
Balance as at 28 February 2025 13 929 445
19. TRADE AND OTHER PAYABLES
Year ended Year ended
28 February 2025 29 February 2024
£ £
Trade payables 3 945 393 2 518 885
Other payables 301 712 1 875 733
Accruals 2 554 590 2 578 125
6 801 695 6 972 743
Trade payables principally comprise of amounts outstanding for trade purchases
and ongoing costs. The increase in this balance is due to expanded operations
at the Uis mine. The Group has financial risk management policies in place to
ensure that payables are paid within the pre-arranged credit terms. No
interest has been charged by any suppliers as a result of late payment of
invoices during the year. The Directors consider that the carrying amount of
trade and other payables approximates to their fair value.
The total trade and other payables denominated in South African Rand amount to
£767 411 (FY 2024: £1 167 534) and £5 204 883 (FY 2024: £5 506 391) is
denominated in Namibian Dollars.
20. ENVIRONMENTAL REHABILITATION PROVISION
£
Balance as at 28 February 2023 965 578
Increase in provision 161 029
Interest expense 118 694
Foreign exchange differences (93 180)
Balance as at 29 February 2024 1 152 121
Increase in provision 254 015
Interest expense 148 117
Foreign exchange differences 50 136
Balance as at 28 February 2025 1 604 389
Provision for future environmental rehabilitation and decommissioning costs
are made on a progressive basis. Estimates are based on costs that are
regularly reviewed and adjusted appropriately for new circumstances. The
environmental rehabilitation liability is based on disturbances and the
required rehabilitation as at 28 February 2025.
The rehabilitation provision represents the present value of decommissioning
costs relating to the dismantling and sale of mechanical equipment and steel
structures related to the Phase 1 Plant, the Tantalum Circuit, the Bulk
Samples Processing Facility and the demolishing of civil platforms and
reshaping of earthworks. A provision for this requires estimates and
assumptions to be made around the relevant regulatory framework, the magnitude
of the possible disturbance and the timing, extent and costs of the required
closure and rehabilitation activities. In calculating the appropriate
provision, cost estimates of the future potential cash outflows based on
current studies of the expected rehabilitation activities and timing thereof
are prepared. These forecasts are then discounted to their present value using
a risk-free rate specific to the liability. In determining the amount
attributable to the rehabilitation liability, management used a discount rate
of 11.02% (FY 2024: 12.31%), an inflation rate of 4.0% (FY 2024: 4.8%) and an
estimated mining period of 11.7 years (FY 2024: 12.6 years). Actual
rehabilitation and decommissioning costs will ultimately depend upon future
market prices for the necessary rehabilitation works and timing of when the
mine ceases operation.
21. LEASE LIABILITY
The Company assessed all rental agreements and concluded that the following
rentals fall within the scope of IFRS 16 "Leases" and therefore a lease
liability has been raised:
Office building Workshop Housing Mobile units Vehicles Solar Plant Total
£ £ £ £ £ £ £
Balance at 28 February 2023 528 283 32 341 248 225 9 165 157 624 - 975 638
Additions - 45 029 47 430 - - - 92 459
Interest expense 55 239 2 029 27 589 104 13 962 - 98 923
Lease payments (173 037) (47 118) (99 980) (8 769) (46 756) - (375 660)
Foreign exchange differences (41 786) (2 800) (20 664) (500) (12 548) - (78 298)
Balance at 29 February 2024 368 699 29 481 202 600 - 112 282 - 713 062
Additions - 45 441 - - - 42 096 87 537
Disposals - - (27 203) - - - (27 203)
Interest expense 43 785 2 108 17 753 - 10 367 1 324 75 337
Lease payments (127 399) (47 549) (107 909) - (47 185) (1 717) (331 759)
Foreign exchange differences 16 213 1 292 8 966 - 4 948 (40) 31 379
Balance at 28 February 2025 301 298 30 773 94 207 - 80 412 41 663 548 353
The following is the split between the current and the non-current portion of
the liability:
Year ended Year ended
28 February 2025 29 February 2024
£ £
Non-current liability 283 835 478 523
Current liability 264 518 234 539
548 353 713 062
Determining the incremental borrowing rate to measure lease liabilities
The interest rate implicit in leases is not available, therefore the Group
uses the relevant incremental borrowing rate (IBR) to measure its lease
liabilities. The IBR is estimated to be the interest rate that the Group would
pay to borrow:
• over a similar term;
• with similar security;
• the amount necessary to obtain an asset of a similar value to
the right-of-use asset; and
• in a similar economic environment.
The IBR, therefore, is considered to be the best estimate of the incremental
rate and requires management's judgement as there are no observable rates
available.
Reconciliation of net cash flow to movement in leases
£
Balance as at 28 February 2023 975 638
Outgoing cash flows (375 660)
Lease payments (repayment of capital and interest) (375 660)
Non-cash flows 113 084
Additions 92 459
Interest expense 98 923
Foreign exchange differences (78 298)
Balance as at 29 February 2024 713 062
Outgoing cash flows (256 422)
Lease payments (repayment of capital and interest) (331 759)
Interest expense 75 337
Non-cash flows 91 713
Additions 87 537
Disposals (27 203)
Foreign exchange differences 31 379
Balance as at 28 February 2025 548 353
22. ACQUISITION OF MINORITY INTEREST
On 2 August 2024, the Group acquired an additional 15% interest in the voting
shares of its subsidiary, Uis Tin Mining Company, from the Small Miners of Uis
("SMU") and Sinco Investments Five (Pty) Ltd ("Sinco"). This increased the
Group's ownership interest from 85% to 100%. The carrying value of the net
assets of UTMC on the date of the transaction was £3.86m.
The consideration for the acquisition is made up as follows:
• The issue of Ordinary Shares in Andrada Mining Ltd
§ 13 651 560 Ordinary Shares issued to SMU
§ 31 148 782 Ordinary Shares issued to Sinco
• 240 monthly cash payments of N$75 000 to be paid by Andrada
Namibia to SMU, resulting in a present value of the deferred consideration of
£376 514 on 2 August 2024 (refer to Note 18)
• Transfer of Andrada Namibia's 85% interest in ML 129 to SMU
£
Issue of Ordinary Shares to SMU 443 676
Issue of Ordinary Shares to Sinco 1 012 335
Present value of cash component of deferred consideration 376 514
Fair value of ML 129 1 235 017
Foreign exchange differences (549)
Deemed consideration paid for the acquisition 3 066 993
Derecognition of minority interest 600 925
Difference recognised in retained earnings 3 667 918
23. SHARE CAPITAL
Number of ordinary shares of no par value issued and fully paid Share capital
£
Balance at 28 February 2023 1 537 863 344 56 883 908
Shares issued in lieu of Directors' fees - 11 May 2023 1 092 189 60 500
Exercising of employee share options - 29 September 2023 3 473 684 117 237
Exercising of employee share options - 3 October 2023 7 315 786 248 713
Share issued to Orion - 22 November 2023 30 505 755 2 036 500
Share issue costs - (99 300)
Balance as at 29 February 2024 1 580 250 758 59 247 558
Shares issued in lieu of interest July CLN - 2 Aug 28 436 506 939 400
Shares issued to SMU - 2 Aug 13 651 560 443 676
Shares issued to Sinco - 2 Aug 31 148 782 1 012 335
Exercising of employee share options - 17 Oct 800 000 24 000
Shares issued to employees - 27 Feb 17 391 447 390 767
Balance at 28 February 2025 1 671 679 053 62 057 736
Authorised: 1 750 324 282 ordinary shares of no par value
Allotted, issued and fully paid: 1 671 679 053 ordinary shares of no par value
On 11 May 2023, the Group issued 1 092 189 ordinary shares to Directors in
lieu of their fees for the financial years ended February 2022 and 2023. This
is in accordance with the terms of their contracts.
On 29 September 2023, the Group received notice from share option holders to
exercise 1 736 842 share options at an exercise price of 3 pence, 868 421
share options at an exercise price of 3.5 pence, and 868 421 share options at
an exercise price of 4 pence.
On 3 October 2023, the Group received notice from share option holders to
exercise 3 407 894 share options at an exercise price of 3 pence, 1 953 946
share options at an exercise price of 3.5 pence, and 1 953 946 share options
at an exercise price of 4 pence.
On 22 November 2023, the Group issued Orion Resource Partners with 30 505 755
ordinary shares, at a price of 6.39p. This equity issue was a part of the
US$25 million funding transaction that took place with Orion Resource
Partners.
On 2 August 2024, the Group issued 28 436 506 ordinary shares to the holders
of the July convertible loan notes in lieu of a cash payment of interest
incurred on the notes. On the same day, 13 651 560 ordinary shares were issued
to the Small Miners of Uis and 31 148 782 ordinary shares were issued to Sinco
Investments Five (Pty) Ltd as part of the consideration for the purchase of
the 15% minority interest in UTMC.
On 17 October 2024, the Group received notice from share option holders to
exercise 800 000 share options at an exercise price of 3 pence.
On 27 February 2025, the Group issued 17 391 447 shares to employees in lieu
of a cash bonus.
24. WARRANTS
The following warrants were granted during the year ended 29 February 2024:
Date of grant 21 July 2023 2 November 2023
Number granted 15 400 000 16 043 638
Contractual life 2 years 2 years
Estimated fair value (pence) 1.874 0.700
Date of grant 21 July 2023 2 November 2023
Share price at grant date (pence) 7.7 5.5
Exercise price (pence) 9.45 9.45
Expected life 2 years 2 years
Expected volatility 49.5% 49.5%
Expected dividends Nil Nil
Risk-free interest rate 4.6 4.7
The warrants in issue during the year are as follows:
Outstanding at 28 February 2023 2 613 334
Exercisable at 28 February 2023 2 613 334
Granted during the year 31 443 638
Expired during the year -
Exercised during the year -
Outstanding at 29 February 2024 34 056 972
Exercisable at 29 February 2024 34 056 972
Granted during the year -
Expired during the year (2 613 334)
Exercised during the year --
Outstanding at 28 February 2025 31 443 638
Exercisable at 28 February 2025 31 443 638
On 21 July 2023, 15 400 000 warrants were issued as part of the convertible
loan note transaction. Each note holder received 2 warrants for every £1
subscribed for. Each warrant enables the holder to subscribe for one ordinary
share at a subscription price of 9.45p. The warrants are exercisable at any
time from the date of issue for a period of two years.
On 22 November 2023, 16 043 638 warrants were issued as part of the Orion
financing transaction. Orion received 2 warrants for every £1 subscribed for.
Each warrant enables the holder to subscribe for one ordinary share at a
subscription price of 9.45p. The warrants are exercisable at any time from the
date of issue for a period of two years.
25. SHARE-BASED PAYMENT RESERVE
Director share options
The following Director share options were granted during the year ended 28
February 2023:
Date of grant 8 April 2022 8 April 2022 8 April 2022
Number granted 10 200 000 5 100 000 5 100 000
Vesting period 1 year 2 years 3 years
Contractual life 4 years 4 years 4 years
Estimated fair value per option (pence) 1.9130 2.6510 3.2010
* Numbers have changed from the prior year due to the transfer of
options from employees to directors
The estimated fair values were calculated by applying the Black Scholes
pricing model. The model inputs were:
Date of grant 8 April 2022 8 April 2022 8 April 2022
Share price at grant date (pence) 9.35 9.35 9.35
Exercise price (pence) 9.80 10.30 10.80
Date of first exercise 8 April 2023 8 April 2024 8 April 2025
Expiry Date 8 April 2027 8 April 2027 8 April 2027
Expected volatility 53% 53% 53%
Expected dividends Nil Nil Nil
Risk-free interest rate 3.70% 3.70% 3.70%
The following Director share options were granted during the period ended 29
February 2024:
Date of grant 1 May 2023 1 May 2023 1 May 2023
Number granted 3 045 780 3 045 780 3 045 780
Vesting period 3 years 3 years 3 years
Contractual life 10 years 10 years 10 years
Estimated fair value per option (pence) 1.7290 1.4820 1.2800
* Numbers have changed from the prior year due to the transfer of
options from employees to directors
The estimated fair values were calculated by applying the Black Scholes
pricing model. The model inputs were:
Date of grant 1 May 2023 1 May 2023 1 May 2023
Share price at grant date (pence) 5.12 5.12 5.12
Exercise price (pence) 7.00 8.00 9.00
Date of first exercise 1 May 2026 1 May 2026 1 May 2026
Expiry Date 1 May 2033 1 May 2033 1 May 2033
Expected volatility 53% 53% 53%
Expected dividends Nil Nil Nil
Risk-free interest rate 3.93% 3.93% 3.93%
The following Director share options were granted during the year ended 28
February 2025:
Date of grant 21 February 2025
Number granted 7 154 754
Vesting period 3 years
Contractual life 3 years
Estimated fair value per option (pence) 2.20
The Director share options in issue during the year are as follows:
Outstanding at 28 February 2023 41 450 000
Exercisable at 28 February 2023 23 850 000
Granted during the year 7 028 724
Forfeited during the year -
Exercised during the year -
Expired during the year -
Outstanding at 29 February 2024 48 478 724
Exercisable at 29 February 2024 33 650 000
Granted during the year 7 154 754
Forfeited during the year -
Transferred from employee share options during the year 6 908 616
Exercised during the year -
Expired during the year (25 850 000)
Outstanding at 28 February 2025 36 692 094
Exercisable at 28 February 2025 -
The Director share options outstanding at the yearend have an average exercise
price of £0.081, with a weighted average remaining contractual life of 3.59.
The Director must remain as a Director of the Company for the share options to
vest. In the event that a Director ceases to be a Director during the vesting
period, the Board reserves the right to determine whether the share options
will be terminated or not. There are no market-based vesting conditions on the
share options.
Employee share options
The following employee share options were granted during the period ended 28
February 2023:
Date of grant 8 April 2022 8 April 2022 8 April 2022
Number granted 16 955 000 8 477 500 8 477 500
Vesting period 1 year 2 years 3 years
Contractual life 4 years 4 years 4 years
Estimated fair value per option (pence) 1.9130 2.6510 3.2010
* Numbers have changed from the prior year due to the transfer of
options from employees to directors
The estimated fair values were calculated by applying the Black Scholes
pricing model. The model inputs were:
Date of grant 8 April 2022 8 April 2022 8 April 2022
Share price at grant date (pence) 9.35 9.35 9.35
Exercise price (pence) 9.80 10.30 10.80
Date of first exercise 8 April 2023 8 April 2024 8 April 2025
Expiry date 8 April 2027 8 April 2027 8 April 2027
Expected volatility 53% 53% 53%
Expected dividends Nil Nil Nil
Risk-free interest rate 3.70% 3.70% 3.70%
The following employee share options were granted during the period ended 29
February 2024:
Date of grant 1 May 2023 1 May 2023 1 May 2023
Number granted 8 716 355 8 716 355 8 716 355
Vesting period 3 years 3 years 3 years
Contractual life 10 years 10 years 10 years
Estimated fair value per option (pence) 1.7290 1.4820 1.2800
* Numbers have changed from the prior year due to the transfer of
options from employees to directors
The estimated fair values were calculated by applying the Black Scholes
pricing model. The model inputs were:
Date of grant 1 May 2023 1 May 2023 1 May 2023
Share price at grant date (pence) 5.12 5.12 5.12
Exercise price (pence) 7.00 8.00 9.00
Date of first exercise 1 May 2026 1 May 2026 1 May 2026
Expiry date 1 May 2033 1 May 2033 1 May 2033
Expected volatility 53% 53% 53%
Expected dividends Nil Nil Nil
Risk-free interest rate 3.93% 3.93% 3.93%
The following employee share options were granted during the year ended 28
February 2025:
Date of grant 21 February 2025
Number granted 22 330 678
Vesting period 3 years
Contractual life 3 years
Estimated fair value per option (pence) 2.20
The employee share options in issue during the year are as follows:
Outstanding at 28 February 2023 32 171 229
Exercisable at 28 February 2023 27 371 229
Granted during the year 62 167 681
Forfeited during the year -
Exercised during the year (10 789 470)
Expired during the year -
Outstanding at 29 February 2024 83 549 440
Exercisable at 29 February 2024 35 936 753
Granted during the year 22 330 678
Transferred to Directors share options during the year (6 908 616)
Forfeited during the year (3 660 000)
Exercised during the year (800 000)
Expired during the year (15 781 756)
Outstanding at 28 February 2025 78 729 746
Exercisable at 28 February 2025 -
The employee share options outstanding at the year end have an average
exercise price of £0.073, with a weighted average remaining contractual life
of 3.90 years.
The employee must remain in employment with the Company for the share options
to vest.
26. DERIVATIVE FINANCIAL ASSET
During the year, the Group has entered into a series of fixed-for-floating
commodity swap transactions with Standard Bank Namibia Limited to hedge the
variability in cash flows related to tin price fluctuations. Under the
contracts, the Group received a fixed price of US$33 000 per tonne of tin
concentrate for 20 tonnes of material per month. The duration of the contract
was from June 2024 to May 2025 and the gain or loss made was settled monthly
in cash. This derivative asset is classified as a fair value instrument as the
Group is protecting against the risk of changes in the fair value of its
forecasted sales due to fluctuations in the tin price.
The Group uses both prospective and retrospective methods to measure the
relationship between the changes in the price of tin and the commodity swap
contract and in all cases the instrument is considered to be effective.
The gain made on the instrument during the year was recognised in Profit or
Loss.
A derivative financial asset was raised on all open contracts at year end
based on the difference between the LME 3-month tin price at year-end and the
fixed price as per the agreement.
Year ended Year ended
28 February 2025 29 February 2024
£ £
Amounts recognised in the Statement of Profit & Loss
Gains on closed derivative financial asset 252 812 -
Gains on open derivative financial asset 101 313 -
Total included in Other Income (refer to Note 8) 354 125 -
Amounts recognised in the Statement of Financial Position -
Derivative financial asset 101 313 -
101 313 -
27. INVESTMENT IN ASSOCIATE
Earn-in Agreement
Andrada Mining (Mauritius) ("AMM") entered into an Earn-in Agreement dated 7
September 2024 with SQM Australia ("SQM") relating to Grace Simba Investments
("GSI"), a special purpose vehicle established for the exploration and
development activities of Lithium Ridge. GSI operates in Namibia. All
conditions precedent were met on 17 February 2025 when the Namibia Competition
Commission approval was received.
Under the terms of the agreement, SQM may earn up to a 50% equity interest in
GSI through staged funding contributions totalling up to US$40 million. The
earn-in structure comprises three stages:
• Stage 1: 30% interest for US$7 million over 18 months
• Stage 2: Additional 10% interest for US$13 million over 24
months
• Stage 3: Final 10% interest by free-carrying Andrada to a
Definitive Feasibility Study or cumulative expenditure of US$40 million
Governance and Control Assessment
During the first earn-in period, the governance structure includes equal board
representation from Andrada and SQM, with SQM appointing the chairperson who
holds a casting vote. Strategic decisions, including share issuances and
constitutional amendments, require a shareholder resolution passed by at least
75% of the votes or unanimous written consent.
Andrada acts as the Operator of GSI, subject to oversight by a Joint
Development Committee ("JDC") with equal representation and a casting vote
held by SQM. However, all JDC decisions require board ratification and are
subject to reserved matters.
The board and the JDC have the decision-making ability over budgets,
exploration activities and development plans.
Accounting Treatment
In accordance with IFRS 10 - Consolidated Financial Statements, Andrada has
assessed its involvement with GSI and has concluded that it does not have
control of the entity during the first earn-in period. This conclusion is
based on the following:
• Andrada does not have unilateral power over GSI's relevant
activities. These activities include exploration and drilling
programmes.
• While Andrada is exposed to variable returns through its
shareholding, it lacks the ability to use power to affect those returns.
• SQM holds substantive governance rights during the first
earn-in period.
While the Group does not have control of GSI, it does retain significant
influence over the entity due to their shareholding, participation in
governance and decision-making dynamics.
Andrada accounts for its investment in GSI using the equity method under IAS
28. This includes initial recognition at fair value and subsequent adjustments
for its share of profit or loss, OCI, and dividends. Considering that there is
no active market for the for the rights within the entity, the method of fair
value determination will be the Net Asset Valuation, which is equivalent to
the cost of the investment.
The investment is presented as a single line item in the non-current assets
section of the statement of financial position.
According to IFRS 10.25, an entity must recognise the fair value of the
consideration received from the transaction event or circumstances that
resulted in the loss of control. The fee received from SQM on finalisation of
the Earn-in Agreement on has been presented as a single line item on the
statement of comprehensive income.
Year ended
28 February 2025
£
Fair value of consideration received 1 629 200
Fair value of residual interest 1 527 352
3 156 552
Less net assets derecognised (1 527 352)
Gain on loss of control 1 629 200
27. FINANCIAL INSTRUMENTS
The Group is exposed to the risks that arise from its use of financial
instruments. This note describes the objectives, policies and processes of the
Group for managing those risks and the methods used to measure them. Further
quantitative information in respect of these risks is presented throughout
these financial statements.
Capital risk management
The Group manages its capital to ensure that entities in the Group will be
able to continue as a going concern while maximising returns to shareholders.
In order to maintain or adjust the capital structure, the Group may issue new
shares or arrange debt financing.
The capital structure of the Group consists of cash and cash equivalents,
borrowings and equity, comprising issued capital and retained losses. The
Group is not subject to any externally imposed capital requirements.
Significant accounting policies
Details of the significant accounting policies and methods adopted including
the criteria for recognition, the basis of measurement, and the bases for
recognition of income and expenses for each class of financial asset,
financial liability, and equity instrument, are disclosed in Note 2.
Principal financial instruments
The principal financial instruments used by the Group, from which financial
instrument risk arises, are as follows:
• Trade and other receivables
• Cash and cash equivalents
• Derivative financial asset
• Trade and other payables
• Borrowings
• Other financial liabilities
• Lease liability
Categories of financial instruments
The Group holds the following financial assets:
Year ended Year ended
28 February 2025 29 February 2024
£ £
Measured at amortised cost:
Trade and other receivables 2 027 080 3 712 394
Cash and cash equivalents 2 701 260 14 505 800
Measured at fair value through profit or loss:
Trade and other receivables 1 074 555 485 235
Derivative financial asset 101 313 -
Total financial assets 5 904 208 18 703 429
Under its customer sale arrangement, the Group receives a provisional payment
upon satisfaction of its performance obligations based on the spot price at
that date. This occurs prior to the final price determination, with the Group
then subsequently receiving or paying the difference between the final price
and quantity and the provisional payment. As a result of the pricing
structure, the instrument is classified at fair value through profit or loss
and measured at fair value with resulting changes in fair value recorded as
other revenue (refer to Note 4).
Trade receivables at fair value through profit or loss fail the criteria for
being measured at amortised cost owing to the variability resulting from final
pricing adjustments. Financial instruments measured at fair value are
presented by level within which the fair value measurement is categorised. The
levels of fair value measurement are determined as follows:
• Level 1: quoted prices (unadjusted) in active markets for
identical assets or liabilities.
• Level 2: inputs other than quoted prices included in Level 1
that are observable for the asset or liability, either directly (i.e. as
prices) or indirectly (i.e. derived from prices).
• Level 3: inputs for the asset or liability that are not based
on observable market data (unobservable inputs).
The Group's contract receivable at 28 February 2025 is recorded at fair value
through profit or loss and fair valued based on the estimated forward prices
that will apply under the terms of the sales contracts on the product reaching
the port of destination. The trade receivables fair value reflects amounts
receivable from the customer adjusted for forward prices expected to be
realised.
The forward price is based on the expected LME 3-month tin price on the date
of finalisation. Given the short period to final pricing, the time value of
money is not considered to be significant.
Fair value of this trade receivable at fair value through profit or loss is
categorised at Level 1. During the year there were no transfers between levels
of fair value hierarchy.
The Group entered into a series of commodity swap transactions to hedge the
variability in cash flows related to tin price fluctuations. This asset was
designated as a fair value instrument. The asset is categorized at Level 1 as
the calculation is based on the expected LME 3-month tin price on the date of
settlement of the upcoming contracts.
The Group holds the following financial liabilities:
Year ended Year ended
28 February 2025 29 February 2024
£ £
Measured at amortised cost:
Trade and other payables 6 462 247 6 972 744
Borrowings 21 656 811 13 949 663
Lease liability 548 353 713 062
Other financial liabilities 375 760 --
Measured at fair value through profit or loss:
Other financial liabilities 13 553 685 11 352 944
Total financial liabilities 42 596 856 32 988 413
General objectives, policies and processes
The Board has overall responsibility for the determination of the Group's risk
management objectives and policies. The Board receives reports through which
it reviews the effectiveness of the processes put in place and the
appropriateness of the objectives and policies it sets.
The overall objective of the Board is to set policies that seek to reduce risk
as far as possible without unduly affecting the Group's competitiveness and
flexibility. Further details regarding these policies are set out below:
Credit risk
The Group's principal financial assets are bank balances and trade and other
receivables.
Credit risk arises principally from the Group's cash and trade and other
receivables balances. Credit risk is the risk that the counterparty fails to
repay its obligation to the Group in respect of amounts owed. The Group gives
careful consideration to which organisations it uses for its banking services
in order to minimise credit risk.
The concentration of the Group's credit risk is considered by counterparty,
geography and by currency. The Group has split its cash reserves across
multiple banks in an effort to mitigate credit risk. The Pound Sterling, US
Dollar and Rand accounts are held with a bank in South Africa which has a
rating of Baa1 (Moody's) and the Namibian Dollar account is held with a bank
in Namibia with a rating of B1 (Moody's). The banks chosen remain stable and
do not present any further risks.
The concentration of credit risk was as follows:
Year ended Year ended
28 February 2025 29 February 2024
£ £
Sterling 278 404 487 924
USD 3 369 817 4 631 633
South African Rand 240 398 1 648 399
Namibian Dollars 2 015 589 13 779 095
5 904 208 20 547 051
Credit risk relating to trade receivables has also been considered. Credit
verification procedures are undertaken for all customers with whom we trade on
credit. This includes an assessment of the credit quality of the customer,
considering its financial position, historical trading behaviour and other
factors. The trade account receivables comprise a limited customer base.
Ongoing credit evaluation of the financial position of customers is performed
and compliance with credit limits by customers is regularly monitored by
management. Please refer to Note 15 for the concentration of credit risk
relating to trade receivables.
At 28 February 2025, the Group held no collateral as security against any
financial asset. The carrying amount of financial assets recorded in the
financial statements, net of any allowances for losses, represents the Group's
maximum exposure to credit risk without taking account of the value of any
collateral obtained. The Group applies IFRS 9 to measure expected credit
losses for receivables and these are regularly monitored and assessed. No
expected credit losses have been recognised on financial assets during the
year. Management considers the above measures to be sufficient to control the
credit risk exposure.
Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting
its financial obligations as they are all due. Ultimate responsibility for
liquidity risk management rests with the Board of Directors. The Board manages
liquidity risk by regularly reviewing the Group's gearing levels, cash flow
projections and associated headroom and ensuring that excess banking
facilities are available for future use.
An analysis of the Group's liquidity analysis based on undiscounted cash flows
is as follows:
As at 28 February 2025 Up to 3 months Between 3 and Between 1 and Between 2 and Over 5 years Total
12 months
2 years
5 years
Trade and other payables 6 462 247 - - - - 6 462 247
Borrowings and other financial liabilities 2 389 476 7 228 759 6 589 670 14 756 954 39 686 198 70 651 057
Lease liability 80 700 231 877 195 881 92 406 37 113 637 977
8 932 423 7 460 636 6 785 551 14 849 360 39 723 311 77 751 281
As at 29 February 2024 Up to 3 months Between 3 and 12 months Between 1 and 2 years Between 2 and 5 years Over 5 years Total
Trade and other payables 6 972 744 - - - - 6 972 744
Borrowings and other financial liabilities 1 126 574 4 445 122 6 280 427 9 603 673 43 112 279 64 568 075
Lease liability 78 626 226 136 287 472 253 459 - 845 693
8 177 944 4 671 258 6 567 899 9 857 132 43 112 279 72 386 512
The Group maintains good relationships with its banks and its cash
requirements are anticipated via the budgetary process. At 28 February 2025,
the Group had £2 701 260 (FY 2024: £14 505 800) of cash reserves and had
drawn down £885 317 (FY 2024: nil) of its bank overdraft facility.
Market risk
The Group's activities expose it primarily to the financial risk of changes in
foreign currency exchange rates, interest rates and the commodity prices.
Interest rate risk
The Group has interest bearing assets in the form of cash and cash
equivalents. The Group does not earn significant interest on the cash
balances.
The Group is exposed to interest rate risk as entities within the Group borrow
funds at both fixed and variable interest rates.
• Fixed-rate instruments: £ 10 843 146 (FY 2024: £8 295 155)
• Variable-rate instruments: £ 10 813 663 (FY 2024: £5
654 509)
Sensitivity Analysis
A change of 100 basis points in interest rates at the reporting date would
have increased/(decreased) equity and profit or loss by the amounts shown
below. This analysis assumes that all other variables remain constant.
• Increase of 100 basis points: £108 137 increase in finance
costs (FY 2024: £139 497)
• Decrease of 100 basis points: £108 137 decrease in finance
costs (FY 2024: £139 497)
Foreign exchange risk
The Group has foreign currency denominated assets and liabilities and is
therefore exposed to exchange rate fluctuations. The carrying amounts of the
Group's foreign currency denominated monetary assets and liabilities, all in
Pound Sterling, are shown below.
Year ended Year ended
28 February 2025 29 February 2024
£ £
Cash and cash equivalents 2 683 488 14 082 465
Trade and other receivables 2 841 003 4 123 825
Derivative financial asset 101 313 -
Trade and other payables (5 768 998) (6 673 925)
Borrowings (19 894 357) (13 949 663)
Other financial liabilities (13 929 445) (11 352 944)
(33 966 996) (13 770 242)
The Group operates on an international basis therefore, foreign exchange risk
exposures arise from transactions denominated in foreign currencies. The Group
is exposed to foreign currency risk on fluctuations related to financial
instruments that are denominated in British Pounds, US Dollars, South African
Rand and Namibian Dollars. The Group does not enter into any derivative
financial instruments to manage its exposure to foreign currency risk.
The following table details the Group's sensitivity to a 10% increase and
decrease in the Pound Sterling against the Rand and the Namibian Dollar. 10%
is the sensitivity rate used when reporting foreign currency risk internally
to key management personnel and represents management's assessment of the
reasonable possible change in foreign currency rates. The sensitivity analysis
includes only outstanding foreign currency denominated monetary items and
adjusts their translation at year end for a 10% change in foreign currency
rates.
28 February 2025 Rand denominated monetary items Rand currency impact Rand currency impact
£ Strengthening Weakening
£ £
Assets 240 398 264 438 216 359
Liabilities (809 941) (890 935) (728 947)
(569 543) (626 497) (512 588)
Namibian Dollar denominated monetary items Namibian Dollar currency impact Strengthening Namibian Dollar currency impact
£ £ Weakening
£
Assets 2 015 589 2 217 148 1 814 030
Liabilities (16 148 480) (17 763 328) (14 533 632)
(14 132 891) (15 546 180) (12 719 602)
US Dollar denominated monetary items US Dollar currency impact Strengthening US Dollar currency impact
£ £ Weakening
£
Assets 3 369 817 3 706 798 3 032 835
Liabilities (22 634 379) (24 897 817) (20 370 941)
(19 264 562) (21 191 019) (17 338 106)
29 February 2024 Rand Rand currency impact Strengthening Rand currency impact Weakening
denominated monetary items £ £
£
Assets 1 366 770 1 503 447 1 230 093
Liabilities (1 167 534) (1 284 287) (1 050 781)
199 236 219 160 179 312
Namibian Dollar denominated monetary items Namibian Dollar currency impact Strengthening Namibian Dollar currency impact
£ £ Weakening
£
Assets 12 207 887 13 428 676 10 987 098
Liabilities (21 102 135) (23 212 348) (18 991 921)
(8 894 248) (9 783 672) (8 004 823)
US Dollar denominated monetary items US Dollar currency impact Strengthening US Dollar currency impact Weakening
£ £ £
Assets 4 613 633 5 094 797 4 168 470
Liabilities (7 553 915) (8 309 306) (6 798 523)
(2 940 282) (3 214 509) (2 630 053)
29. EVENTS AFTER REPORTING DATE
Subscription & placing
On 26 June 2025, the Group raised £4.5 million (before expenses) at a price
of 3 pence per share through an equity subscription of 150 000 000 Ordinary
Shares by Talent10 Resources (Pty) Ltd, a new strategic investor. Talent10 has
reached a shareholding of 8.16% of issued share capital of the Group as
enlarged by the Subscription and the Placing.
An additional total of 16 666 666 Placing Shares have been placed at 3 pence
with institutional and professional investors. The Placing has raised a total
of £0.5 million (before expenses) for the Group.
The Subscription and Placing raised gross proceeds of £5 million (c. US$ 6.9
million) through the issuance of 166 666 666 new ordinary shares.
Derivative financial asset
The Group entered a 12-month fixed-for-floating tin price swap contract with
Standard Bank, from June 2024 to May 2025. The contract is structured at a
fixed price of US$34 400 per tonne for a total of 240 tonnes of contained tin
for the period, with monthly settlements.
Value-added tax refunds received
On 12 August 2025, Uis Tin Mining Company received N$25.9 million (c. £1.1
million) from the Namibian Revenue Agency for prior period VAT refunds that
were due.
Jig plant construction completed
Construction of the Jig Plant, located adjacent to the existing tin processing
facility, was completed in August 2025, with commissioning scheduled for the
last week of August 2025. The modular design allows for scalable expansion
while operating independently, ensuring uninterrupted production at the
primary processing plant. The Jig Plant is designed for a nameplate capacity
of 80 to 100 tonnes per hour, with a potential to process up to 40 000 tonnes
of ore per month at a potential recovery rate of 70%. Actual operating
parameters will be confirmed during the commissioning process. Initial
feedstock will be sourced from the Uis proximal pegmatites with grades of
between 0.14% and 0.3% tin, and existing stockpiles. Andrada has also secured
an ore supply agreement with Goantagab mining to provide up to 20 000 tonnes
of ore at a grade of 1.5% tin.
Shares issued in lieu of interest on convertible loan notes
On 15 August 2025, the Group issued 31 981 474 ordinary shares at a price of
2.9293 pence per ordinary share to convertible loan holders in lieu of cash
interest payments. The interest is payable either in cash or by the issue of
ordinary shares at a price equivalent to the 30-day VWAP prior to the
anniversary date of the loan notes. The total interest payable is £936 833.
30. RELATED-PARTY TRANSACTIONS
Balances and transactions between the Group and its subsidiaries, which are
related parties, have been eliminated on consolidation and are not disclosed
in this note.
Key management Personnel
The remuneration of the key management personnel of the Group, which includes
the Directors, and the senior management (C-suite) is set out below and in the
remuneration implementation report in the Annual Report
28 February 2025 (£) Share option charge Shares to be issued in relation to Director fees/salary Board fees/ Bonus payment & accruals Other fees Total
salary
Non-Executive Directors
Glen Parsons (Chairman) 11 489 - 55 000 - - 66 489
Gida Nakazibwe Sekandi 4 205 - 40 000 - - 44 205
Laurence Robb 11 489 - 35 000 - 24 000(3) 70 489
Michael Rawlinson 11 489 - 45 000 - - 56 489
Terence Goodlace 11 489 - 50 000 - - 61 489
Executive Director
Anthony Viljoen (CEO) 32 227⁴ - 170 612 105 550 - 308 389
Hiten Ooka (CFO) 25 080⁴ - 136 084 62 914 - 224 078
Other key management personnel
Frans van Daalen (Chief Strategy Officer)(2) 25 080 - 151 196 66 144 - 242 420
Christoffel Smith (Chief Operations Officer)(2) 21 985 - 136 084 63 076 - 221 145
Total 154 533 - 818 976 297 684 24 000 1 295 193
29 February 2024 (£) Share option charge Shares to be issued in relation to Director fees/salary Board fees/ Bonus payment & accruals Other fees Total
salary
Non-Executive Directors
Glen Parsons (Chairman) 20 293 - 55 000 - - 75 293
Gida Nakazibwe Sekandi(1) 3 502 - 31 210 - - 34 712
Laurence Robb 20 293 18 000 16 587 - 24 000(3) 78 880
Michael Rawlinson 20 293 - 45 000 - - 65 293
Terence Goodlace 20 293 - 45 834 - - 66 127
Executive Director
Anthony Viljoen (CEO) 53 652⁴ - 162 456 125 091 - 341 199
Hiten Ooka (CFO) 42 338⁴ - 129 562 63 237 - 235 137
Other key management personnel
Frans van Daalen (Chief Strategy Officer)(2) 42 338 - 143 957 66 485 - 252 780
Christoffel Smith (Chief Operations Officer)(2) 35 202 - 129 562 63 401 - 228 165
Total 258 204 18 000 759 168 318 214 24 000 1 377 586
1 Appointed NED on 10 May 2023.
2 Appointed COO & CSO on 1 January 2023.
3 Exploration consulting fees. Laurence Robb is a seasoned
geology professor at Oxford University with vast knowledge of pegmatite
mineralogy. He has valuable input to the exploration strategy across all
assets.
4 Share options vest on 1 May 2026 for a period of seven
years. The Executive Directors have a holding period after vesting to 1 May
2028 before exercising subject to additional conditions being satisfied as
determined by the Remuneration Committee.
Investment in Associate
The Group holds a 100% shareholding in GSI, as associate over which it has
significant influence. GSI is considered a related party under IAS 24.
The carrying amount of the investment at 28 February 2025 was £1 527 352 (FY
2024: nil).
A gain on the loss of control of the entity of £1 629 200 (FY 2024: nil) was
recognised.
There were no further transactions with GSI during the year.
31. CAPITAL COMMITMENTS
Significant capital expenditure contracted for at the end of the reporting
period but not recognised as liabilities is as follows:
Year ended Year ended
28 February 29 February
2025 2024
£ £
Exploration and evaluation projects 1 514 141 584 681
Property, plant and equipment 1 662 168 2 163 018
3 176 309 2 747 699
32. RESERVES WITHIN EQUITY
Share capital
Ordinary shares are classified as equity. Incremental cost directly
attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds.
Convertible loan note reserve
The convertible loan note reserve represents proceeds on issue of convertible
loan notes relating to equity component plus accrued interest on the
convertible loan notes. These notes were settled in full during the financial
year.
Warrant reserve
The warrant reserve represents the cumulative charge to date in respect of
unexercised share warrants at the reporting date.
Share-based payment reserve
The share-based payment reserve represents the cumulative charge to date in
respect on unexercised share options at the reporting date as well as
fees/salaries owed to Directors/employees to be settled through the issuing of
shares.
Foreign currency translation reserve
The foreign currency translation reserve comprises all foreign exchange
differences arising from the translation of entities with a functional
currency other than Pound Sterling.
Retained earnings/accumulated deficit
The retained earnings/accumulated deficit represent the cumulative profit and
loss net of distribution to owners.
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