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REG - Bradda Head Lithium - Unaudited Results for 3 months ended 31 May 2023

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RNS Number : 9714K  Bradda Head Lithium Ltd  31 August 2023

31 August 2023

Bradda Head Lithium Ltd

("Bradda Head", "Bradda", or the "Company")

Unaudited Interim Results for the three months ended 31 May 2023

 

Bradda Head Lithium Ltd (AIM: BHL), the North America-focused lithium
development group, is pleased to announce that it has today published its
unaudited financial results for the three months ended 31 May 2023, and the
Management's Discussion and Analysis for the same period.

Both of the above have been posted on the Company's
website www.braddaheadltd.com (http://www.braddaheadltd.com)  and are also
available on SEDARplus (www.sedarplus.ca/landingpage
(http://www.sedarplus.ca/landingpage) ).

Financial and operational highlights for the first quarter

·      the Company commenced sonic drilling at the Basin project on 16
March 2023, with up to 25 holes planned at Basin East Extension ("BEE"), Basin
East ("BE") and Basin North ("BN");

·      Highlights from the first set of assay results received during
May 2023 includes:

-       63.12m @ 954ppm Li in BES-23-03 with 24.32m @ 1,327ppm

-       66.92m @ 1,077ppm Li in BES-23-04, with 18.30m @ 1,602 ppm

-       63.71m @ 944ppm Li in BES-23-05, with 32.93m @ 1,029ppm

-       The highest-grade assay received to date of 2,676ppm Li over
1.8m was recorded in hole BES-23-05 at a depth of 109.32m.

·      Concluded a claims dispute mediation with Arizona Lithium Limited
("AZL"). Following the settlement, AZL will transfer 66 federal lode
unpatented mining claims to Bradda Head, and Bradda Head will transfer 55
federal lode unpatented mining claims to AZL, increasing the total land
package in the Wikieup area to approximately 46km(2). The Company expects the
transfer of title to be completed during H2 2023;

·      Completed a maiden drill programme at the Company's San Domingo
pegmatite project on 10 March 2023. Highlights from second and third/final set
of assays include:

-       Central Claims

·      9.54m @ 1.85% Li(2)O, 3.02m @1.49% Li(2)O, and 2.90m @ 3.03%
Li(2)O in SD-DH23-037

·      7.35m @ 0.68% Li(2)O, 4.79m @ 0.87% Li(2)O, 3.20m @ 1.22% Li(2)O,
and 3.21m @ 0.75% Li(2)O in SD-DH23-036

·      9.85m @ 0.86% Li(2)O in SD-DH23-034

·      4.02m @ 1.27% Li(2)O in SD-DH23-035

·      5.94m @ 1.22% Li(2)O in SD-DH23-046

·      4.72m @ 0.67% Li2O in SD-DH23-038a

 

-       Northern Claims

·      3.75m @ 2.37% Li2O, 0.85m @ 2.44% Li2O, 1.10m @ 0.82% Li2O, and
0.67m @ 1.77% Li2O in SD-DH22-025

·      6.52m @ 1.24% Li2O in SD-DH23-041

·      2.74m @ 2.12% Li2O in SD-DH23-042

·      1.77m @ 1.10% Li2O in SD-DH23-040

·      The Company strengthened its land package at the San Domingo
project by acquiring a 100% interest in three inlier lode claims in the middle
of its Central San Domingo claim block, for a total increase in land area
owned by 60 acres;

·      Appointed Panmure Gordon (UK) as joint broker, with Panmure
having a wealth of expertise in the mining and the lithium space.

 

Ian Stalker, Chairman of Bradda Head, commented:

 

"The first quarter of the financial year has been very busy for the Company.
Drilling finished at our San Domingo pegmatite asset, with promising assay
results received which have been used to design a second drill programme in
the district, which commenced during Q2 2023. We also commenced our fourth
drill programme at our Basin lithium in clay project during March 2023, with
very promising assay results received to date, which include our highest-grade
assay received to date. Post quarter end, drilling at Basin finished with the
results being fed into an upgraded Mineral Resource Estimate which is
anticipated in mid-September 2023.

 

The pace of development will continue through the the second half of the year,
and we look forward to updating our shareholders as we receive the exploration
results."

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET
ABUSE REGULATION (EU No.596/2014) AS IT FORMS PART OF UK DOMESTIC LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPONTHE PUBLICATION OF
THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE
INFORMATION IS NOWCONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL
THEREFORE CEASE TO BE IN POSSESSION OF INSIDEINFORMATION.

 

For further information please visit the Company's website:
www.braddaheadltd.com (http://www.braddaheadltd.com)

 

For further information, please contact:

 

 Bradda Head Lithium Limited        +44 (0) 1624 639 396
 Ian Stalker, Chairman

 Denham Eke, Finance Director

 Beaumont Cornish (Nomad)           +44 20 7628 3396

 James Biddle/Roland Cornish

 Panmure Gordon (Joint Broker)      +44 20 7886 2500
 John Prior

 Hugh Rich

 Shard Capital (Joint Broker)       +44 207 186 9927
 Damon Heath

 Isabella Pierre

 Red Cloud (North American Broker)  +1 416 803 3562
 Joe Fars

 Tavistock (PR)                     + 44 20 7920 3150
 Nick Elwes                         braddahead@tavistock.co.uk

 Adam Baynes

 

About Bradda Head Lithium Ltd.

Bradda Head Lithium Ltd. is a North America-focused lithium development group.
The Company currently has interests in a variety of projects, the most
advanced of which are in Central and Western Arizona: The Basin Project (Basin
East Project, and the Basin West Project) and the Wikieup Project.

 

The Basin East Project has an Indicated Mineral Resource of 21.2 Mt at an
average grade of 891 ppm Li and 3.5% K for a total of 100 kt LCE and an
Inferred Mineral Resource of 73.3 Mt at an average grade of 694 ppm Li and
3.2% K for a total of 271 kt LCE. In the rest of the Basin Project SRK has
estimated an Exploration Target of between 300 to 1,300 Mt of material
grading between 600 to 850 ppm Li which is equivalent to a range of between
1 to 6 Mt LCE. The Group intends to continue to develop its three phase one
projects in Arizona, whilst endeavouring to unlock value at its other
prospective pegmatite and brine assets in Arizona, Nevada, and Pennsylvania.
All of Bradda Head's licences are held on a 100% equity basis and are in close
proximity to the required infrastructure.

 

The Mineral Resource statement for the Basin Project was authored by Martin
Pittuck, CEng, MIMMM, FGS who works for SRK Consulting (UK) Ltd, an
independent mining consultancy. Mr. Pittuck has over 25 years' experience
undertaking and reviewing Mineral Resource estimates and has worked on lithium
clay estimates for over 5 years. Mr. Pittuck consents to the inclusion of the
technical information in this press release and context in which they appear.
Reference is made to the report entitled "Independent technical report on the
Basin and Wikieup Lithium clay projects, Arizona, USA" dated October 18, 2022
with an effective date of June 10, 2022 was prepared by Martin Pittuck, CEng,
MIMMM, FGS, and Kirsty Reynolds MSci, PhD, FGS and reviewed by Nick Fox MSc,
ACA, MIMMM. The Report is available for review on SEDARplus
(www.sedarplus.ca/landingpage (http://www.sedarplus.ca/landingpage) ) and the
Company's website www.braddaheadltd.com (http://www.braddaheadltd.com) .

 

Bradda Head is quoted on the AIM of the London Stock Exchange with the ticker
of BHL, on the TSX Ventures exchange with a ticker of BHLI, and on the US
OTCQB market with a ticker of BHLIF.

 

Forward-Looking Statements

Neither TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release. This News Release
includes certain "forward-looking statements" which are not comprised of
historical facts. Forward-looking statements include estimates and statements
that describe the Company's future plans, objectives or goals, including words
to the effect that the Company or management expects a stated condition or
result to occur. Forward-looking statements may be identified by such terms as
"believes", "anticipates", "intends to", "expects", "estimates", "may",
"could", "would", "will", or "plan". Since forward-looking statements are
based on assumptions and address future events and conditions, by their very
nature they involve inherent risks and uncertainties. Although these
statements are based on information currently available to the Company, the
Company provides no assurance that actual results will meet management's
expectations. Risks, uncertainties and other factors involved with
forward-looking information could cause actual events, results, performance,
prospects and opportunities to differ materially from those expressed or
implied by such forward-looking information. Forward looking information in
this news release includes, but is not limited to, following: The Company's
objectives, goals or future plans. Factors that could cause actual results to
differ materially from such forward-looking information include, but are not
limited to: failure to identify mineral resources; failure to convert
estimated mineral resources to reserves; delays in obtaining or failures to
obtain required regulatory, governmental, environmental or other project
approvals; political risks; future operating and capital costs, timelines,
permit timelines, the market and future price of and demand for lithium, and
the ongoing ability to work cooperatively with stakeholders, including the
local levels of government; uncertainties relating to the availability and
costs of financing needed in the future; changes in equity markets, inflation,
changes in exchange rates, fluctuations in commodity prices; delays in the
development of projects, capital and operating costs varying significantly
from estimates; an inability to predict and counteract the effects of COVID-19
on the business of the Company, including but not limited to the effects of
COVID-19 on the price of commodities, capital market conditions, restriction
on labour and international travel and supply chains; and the other risks
involved in the mineral exploration and development industry, and those risks
set out in the Company's public documents filed on SEDAR. Although the Company
believes that the assumptions and factors used in preparing the
forward-looking information in this news release are reasonable, undue
reliance should not be placed on such information, which only applies as of
the date of this news release, and no assurance can be given that such events
will occur in the disclosed time frames or at all. The Company disclaims any
intention or obligation to update or revise any forward-looking information,
whether as a result of new information, future events or otherwise, other than
as required by law.

Bradda Head Lithium Limited

 

Management discussion and analysis for the three-month period ended May 31,
2023

 

This management's discussion and analysis ("MD&A") reports on the
operating results and financial condition of the Company for the three-month
ended May 31, 2023, and is prepared as of August 31, 2023. The MD&A should
be read in conjunction with Bradda Head Lithium Limited's (the "Company" or
"Bradda Head") audited consolidated financial statements for the year ended
February 28, 2023, and the notes thereto which were prepared in accordance
with International Financial Reporting Standards ("IFRS").

 

All dollar amounts referred to in this MD&A are expressed in United States
dollars except where indicated otherwise.

(a)     Overview

Bradda Head Lithium Limited was incorporated on October 28, 2009, in the
British Virgin Islands under the British Virgin Islands Companies Act with
registered number 1553975 with the name Copper Development Corporation. On
October 5, 2015, the Company changed its name from Copper Development
Corporation to Life Science Developments Limited, and on April 18, 2018, the
Company changed its name to Bradda Head Holdings Limited.  On September 15,
2021, the Company changed its name to Bradda Head Lithium Limited.

 

The Company has one business segment, being mineral exploration. The Company
is focused on appraising and developing lithium mining projects within North
America and currently has interests in a variety of projects in the United
States.

 

Corporate and Exploration Highlights

 

Exploration Highlights

 

Set forth in this section is a description of the Company's material mineral
projects. All scientific and technical data contained in this MD&A has
been reviewed and approved by Joey Wilkins, B.Sc., P.Geo., who is Chief
Operating Officer at Bradda Head and a Qualified Person as defined by National
Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI
43-101").

 

Arizona Sedimentary Hosted Lithium Projects

 

Basin Project

 

On 16 March 2023, the Company commenced sonic drilling at the Basin project.
As part of the 2023 Basin drill programme, the Company expects to drill up to
25 holes in the coming months at Basin East Extension ("BEE"), Basin East
("BE") and Basin North ("BN"). The goal of the 2023 Basin drill programme is
to increase coverage over as much of the Project's 17km(2) area as possible.
To date, approximately 1.4km(2) of the area has been drilled, leading to a
Mineral Resource of 371kt of LCE, as noted below.

 

During the drilling programme the Company will continue to guarantee that all
efforts are focused on ensuring that work is carried out in these areas with
as little disturbance as possible. Bradda Head is using sonic drilling, which
is more environmentally sensitive as it uses very little water compared to
diamond core or reverse circulation drilling.

 

During May 2023, the assay results from the first five drill holes were
received. This set of results delivered the highest grade assays from all four
drill programmes to date, and confirms that lithium bearing clay continues and
thickens to the west, northwest and north into its BEE lease.

 

Highlights from the first set of assay results includes:

·      63.12m @ 954ppm Li in BES-23-03 with 24.32m @ 1,327ppm

·      66.92m @ 1,077ppm Li in BES-23-04, with 18.30m @ 1,602 ppm

·      63.71m @ 944ppm Li in BES-23-05, with 32.93m @ 1,029ppm

 

 

The highest-grade assay received to date of 2,676ppm Li over 1.8m was recorded
in hole BES-23-05 at a depth of 109.32m.

 

The first four drill holes (south of the creek) located in BEE and BE have
continued to demonstrate that the upper clay unit is significantly higher
grade than the lower clay unit, and thickens to the North and North-west
direction into BEE. Drill holes 05, 06 and 07 (the first on the north side of
the Creek) confirm this, have a similar upper clay thickness to drill holes 03
and 04, and also demonstrate the upper clay thickens to the north, northwest,
and west as well towards Basin West ("BW"). Drill hole 07, on the western
border of BEE and BW, confirms the upper clay unit continues to thicken to the
west, which is very positive for resource expansion potential into BW. The
total upper clay unit is 78m, 67m, 69m, and 79m, thick for an average of 73m,
in drill holes 03, 04, 05, and 06 respectively. To put that in context, the
average thickness of the upper clay unit is 34m in all the previous 34 holes
that intercepted upper clay in the last 3 drill programmes (2018, 2021 and
2022).

 

The Company expects to provide the geological results of the remaining drill
holes and assays when received, and a revised resource estimate will follow
once the drill programme is completed.

 

Positive progress is also being made on the metallurgical testing side of our
lithium-bearing clays at Basin. New and existing technologies are being
trialled, which may qualify for funding grants under the Biden
administration's recent clean energy initiatives.

 

Basin East 2023 Mineral Resource Estimate

 

 Classification  Domain         Tonnes  Mean Grade        Contained Metal
                 Mt                     Li (ppm)  K (%)   LCE (kt)  K (Mt)
 Indicated       Upper Clay     16.0    738       3.6     63        0.6
                 Upper Clay HG  5.2     1,354     3.0     38        0.2
                 Lower Clay     -       -         -       -         -
                 Sub Total      21.2    891       3.5     100       0.7
 Inferred        Upper Clay     31.7    767       3.6     129       1.2
                 Upper Clay HG  2.3     1,448     3.5     18        0.1
                 Lower Clay     39.3    592       2.9     124       1.1
                 Sub Total      73.3    694       3.2     271       2.4
 Total                          94.5    738       3.3     371       3.1

 

-       Mineral Resource statement has an effective date of 13 October
2022.

-       A Mineral Resource is reported using a cut-off grade of
300 ppm Li and constraining the model to an optimised open pit shell, which
was generated using the following assumptions: lithium carbonate metal prices
of 18,000 USD/tLCE; State of Arizona royalty (selling cost) of 6%; operating
costs of 5,000 USD/ tLCE or 27 USD/ tore; Li recovery of 75%; mining
dilution and recovery of 5% and 95%; and pit slope angle of 45°.

-       Tonnages are reported in metric units.

-       Rounding as required by reporting guidelines may result in
apparent summation differences between tonnes, grade and contained metal
content.

-       Conversion factor of Li metal to lithium carbonate equivalent
(LCE) = 5.323

 

Wikieup Project

 

On March 1, 2023, the Company announced the conclusion of a claims dispute
mediation with Arizona Lithium Limited ("AZL"). The mediation process was
initiated by Bradda Head during 2021 (as disclosed in the AIM Admission
document and the Company's Listing Application for purposes of its listing on
the TSX Venture Exchange). A final binding confidential settlement agreement
and mutual release has been executed. Bradda Head and AZL reached a mutually
agreeable claim exchange, allowing both parties to proceed with the
development of each of their respective lithium projects in the area.

 

Following the settlement, AZL will transfer 66 federal lode unpatented mining
claims to Bradda Head, and Bradda Head will transfer 55 federal lode
unpatented mining claims to AZL. The transfer of the 55 claims to AZL will not
have any material effect on the development of the Company's Wikieup lithium
project, with the Company holding a total land package in Wikieup area of
approximately 46km(2). As of May 31, 2023, the process of transfering the
claim ownership is still in progress.

The updated claims map can be found on the Company website
here: https://www.braddaheadltd.com/media
(https://www.braddaheadltd.com/media)

 

Arizona Pegmatite District

San Domingo Project

 

The second and third (being the final) assay results were received during
March and May 2023 from the maiden drill programme, which was completed on
March 10, 2023, at the Company's San Domingo pegmatite project. Further
significant intercepts of high grade lithium bearing minerals have been
identified at multiple locations from the second set of assay results. Lithium
bearing minerals (spodumene and some lepidolite) have been identified in c.60%
of the total holes completed, and importantly the programme has only tested
just over 1% of the 23km(2) that Bradda Head holds at the San Domingo
project.

 

Out of the planned 7,000m, 7,300m (47 holes completed) have been drilled with
positive results demonstrating high-grade intersections.

 

Highlights from second and third/final set of assays include:

 

Central Claims

·      9.54m @ 1.85% Li(2)O, 3.02m @1.49% Li(2)O, and 2.90m @ 3.03%
Li(2)O in SD-DH23-037

·      7.35m @ 0.68% Li(2)O, 4.79m @ 0.87% Li(2)O, 3.20m @ 1.22% Li(2)O,
and 3.21m @ 0.75% Li(2)O in SD-DH23-036

·      9.85m @ 0.86% Li(2)O in SD-DH23-034

·      4.02m @ 1.27% Li(2)O in SD-DH23-035

·      5.94m @ 1.22% Li(2)O in SD-DH23-046

·      4.72m @ 0.67% Li2O in SD-DH23-038a

 

Northern Claims

·      3.75m @ 2.37% Li2O, 0.85m @ 2.44% Li2O, 1.10m @ 0.82% Li2O, and
0.67m @ 1.77% Li2O in SD-DH22-025

·      6.52m @ 1.24% Li2O in SD-DH23-041

·      2.74m @ 2.12% Li2O in SD-DH23-042

·      1.77m @ 1.10% Li2O in SD-DH23-040

 

Large spodumene crystals with scattered lepidolite are observed in all six
holes drilled on the Jumbo target. Results from Jumbo include 9.54m @
1.85% Li(2)O in SD-DH23-037 and 4.02m @ 1.27% Li(2)O in SD-DH23-035, both at
shallow depths.

 

Based on the success of Phase 1 at the Northern Claim block, as detailed
above, Phase 2 commenced at the Central Claim block, which included a detailed
soil survey over the 23km(2) San Domingo land package. The wider soil survey
programme was completed in late February 2023.  The soil sampling assay
results received during May 2023 are very promising, showing priority targets
along the complete 9km mineralised trend. Bradda Head's geologists have begun
ground-truthing the identified soil anomalies, finding new spodumene bearing
outcrops not previously recorded, and further strengthening the district scale
potential at San Domingo.

 

In order to further strengthen the land package held at the San Domingo
project, the Company acquired 100% of three inlier lode claims in the middle
of its Central San Domingo claim block, for a total increase in land area
owned by 60 acres. No royalties are associated with the lode claims or any of
Bradda's San Domingo claims and leases.

 

The lode claim owners granted written permission for Bradda Head to drill on
their claims prior to acquisition, upon which the final hole, SD-DH23-046, was
drilled into a pegmatite (Lower Jumbo Target) and encountered abundant visible
spodumene, with assays pending.

 

The Lower Jumbo mine (which is located on the border of one of the inlier lode
claims) has a 1.5m long spodumene cast in outcrop and historic mining that
reportedly produced c.155 tonnes at a grade of 5.3% Li(2)O in the 1950's. The
acquisition of the inlier claims allows Bradda Head to fully explore the whole
9km trend without encumbrance.

 

Nevada Lithium Brine Projects

 

Wilson Project

 

A gravity survey was undertaken over the project with lines run East-West. The
data and depth of basin is consistent with the MT (magnetotellurics). A
decision to drill for brine mineralization is pending.

 

Eureka Project

 

No significant work has been undertaken on this project during the 3-month
period.

 

Corporate Highlights

 

On April 26, 2023, the Company announced the appointment of Panmure Gordon
(UK) as joint broker. Panmure have a wealth of expertise in mining and the
lithium space, and the Company looks forward to working with them as we
progress our work programmes across our portfolio of assets.

 

Issuance of Stock Options and director share dealings

 

On April 6, 2023, the Company announced that it awarded a total of 4,800,000
options to acquire ordinary shares (the "Options") at an exercise price of
£0.06 to management and certain Board members. Options for management and
directors, are subject to the following conditions:

-       Options vest immediately;

-       The options have no performance or non-performance conditions
attached to them;

-       Are exercisable for a period of five years from date of issue;
and

-       The options issued to each participant should lapse upon any
participant no longer being an employee or connected person remunerated by the
Company.

Directors included in the award are detailed in the table below:

 Director          Total options awarded  Total options held at May 31, 2023  Total shares held at May 31, 2023  Total diluted percentage holding at May 31, 2023
 Ian Stalker       1,000,000              18,250,000                          3,870,140                          5.66%
 Charlies FitzRoy  1,000,000              11,000,000                          13,265                             2.82%
 Joey Wilkins      1,500,000              1,500,000                           -                                  0.38%
 Piotr Schabik     250,000                1,000,000                           -                                  0.26%
 Total             3,750,000              31,750,000                          3,883,765                          9.12%

 

On April 14, 2023, James Mellon, a director and shareholder of the Company,
acquired 8,000,000 ordinary shares on the open market. The shares were
acquired by Galloway Limited, which is indirectly wholly owned by James
Mellon and of which Denham Eke is a director.

 

 Director      Holding of Existing Ordinary Shares  Number of Shares Purchased  Number of Ordinary Shares held following Purchase  Total diluted percentage holding at May 31, 2023
 James Mellon  65,097,004                           8,000,000                   73,097,004                                         18.71%

 

(b)     Selected Financial Information

The following table sets forth selected financial information with respect to
the Company for the 3-month period ended May 31, 2023 and the year ended
February 28, 2023. The selected financial information has been derived from
the audited financial statements for the period indicated.  The following
should be read in conjunction with the said financial statements and related
notes that are available on the Company's website - www.braddaheadltd.com.

 

The annual financial statements and interim financial statements are presented
in US dollars and are prepared in accordance with IFRS, See "Summary Financial
Data" and "Currency Information".

 

                                                       Period ended May 31, 2023  Year ended February 28, 2023
                                                       (Audited)                  (Audited)

                                                       (US$)                      (US$)
 Statement of Operations:
 Total Operating Expenses (net of other income)        (1,143,294)                (3,899,858)
 Net Finance income                                    59,102                     12,270
 Net Loss                                              (1,084,192)                (3,887,588)
 Loss per Share (cents)                                (0.278)                    (1.018)
 Balance Sheet Data:
 Cash & cash equivalents, including cash deposits      4,998,440                  7,746,519
 Total Assets                                          16,630,429                 18,198,559
 Total Liabilities                                     549,059                    1,213,619
 Accumulated Deficit                                   (14,535,003)               (13,631,433)
 Total Shareholder's Equity                            16,081,370                 16,984,940

 

MANAGEMENT DISCUSSION AND ANALYSIS: QUARTER ENDED MAY 31, 2023

(c)     Introduction
(d)     This interim Management Discussion and Analysis (the "interim MD&A") should be read in conjunction with the audited financial statements of the Company for the year ended February 28, 2023, and related notes. This MD&A is made as of August 31, 2023.
(e)     Results of Operations for the three-months ended May 31, 2023

The Company's net loss after tax for the three-month period to May 31, 2023
was US$ 1,084,192, compared to a profit of US$ 120,089 for the comparative
period ended May 31, 2022.  The major expenses for the three-month period
ended May 31, 2023 were operational expenses incurred on the Company's
exploration projects, and are broken down in the respective projects as
follows:

 

 Project              Expensed Exploration Expenditure
                      Three-Month Period Ended May 31, 2023  Three-Month Period Ended May 31, 2022

                      (Unaudited)                            (Unaudited)

                      US$                                    US$
 Basin Project        249,399                                367,757
 San Domingo Project  286,782                                56,758
 Wikieup Project      12,274                                 65,542
 Other projects       3,413                                  75,769
 TOTAL                551,868                                565,826

 

During this time period, the Company incurred and capitalised exploration
expenditures of US$1,228,739, compared to US$ 607,185 for the comparative
three-month period to May 31, 2022.

 

The capitalied exploration costs for the three-month period ended May 31, 2023
have been allocated amongst the Company's exploration projects in
approximately the following amounts:

 

 Project              Capitalised exploration costs          Capitalised expenditures for licences and permits  Capitalised exploration costs          Capitalised expenditires for licences and permits
                      Three-Month Period Ended May 31, 2023  Three-Month Period Ended May 31, 2023              Three-Month Period Ended May 31, 2022  Three-Month Period Ended May 31, 2022

                      (Unaudited)                            (Unaudited)                                        (Unaudited)                            (Unaudited)

                      US$                                    US$                                                US$                                    US$
 Basin Project        421,013                                -                                                  187,714                                9,740
 San Domingo Project  527,432                                250,000                                            42,130                                 13,062
 Wikieup Project      -                                      -                                                  69,722                                 -
 Other Project        -                                      30,294                                             13,195                                 271,622
 TOTAL                948,445                                280,294                                            312,761                                294,424

 

The exploration expenditures have been primarily costs associated with
drilling, assaying, resource and mining consultants, metallurgical testing,
environmental studies, project team fees, acquisition of new leases, and
annual renewal of existing leases.

 

General and administrative expenses for the three-month period to May 31, 2023
totalled US$ 1,258,841, compared to US$ 1,205,529 for the comparative
three-month period to May 31, 2022. General and administrative expenses are
broken down as follows:

 

 Project                                     General and administrative expenditures
                                             Three-Month Period Ended May 31, 2023  Three-Month Period Ended May 31, 2022

                                             (Unaudited)                            (Unaudited)

                                             US$                                    US$
 Auditors' fees                              19,600                                 81,841
 Directors and management fees and salaries  137,541                                132,674
 Legal and accounting                        83,613                                 100,306
 Contractor costs                            551,868                                565,826
 Professional and marketing costs            204,203                                307,328
 Other administrative costs                  262,016                                17,554
 TOTAL                                       1,258,841                              1,205,529

 

During the three-month period to May 31, 2023, there have been no changes in
financial performance or other elements that relate to non-core business
activities and operations.

 

(f)      Cash flows

During the three-month period ended May 31, 2023, the Company had net cash
outflows of US$ 6,790,136, compared to inflows of US$ 9,154,462 during the
comparative three-month period to May 31, 2022. Net cash outflows for the
current 3-month period ended May 31, 2023, include placing cash amounts on
short term deposits, totalling US$ 3,905,582. The cashflows for the two
periods are shown below:

 

 

                                              Three-Month Period Ended May 31, 2023  Three-Month Period Ended May 31, 2022

                                              (Unaudited)                            (Unaudited)

                                              US$                                    US$
 Statement of cashflows
 Cash flows from operating activities         (1,581,692)                            (1,935,866)
 Cash flows from investing activities         (1,225,489)                            (665,856)
 Cash flows from financing activities *       (3,846,480)                            11,756,184
 Net cash flows during the period             (6,653,661)                            9,154,462
 Cash balances at beginning of the period     7,746,519                              7,327,303
 Effect of foreign exchange on cash balances  -                                      (316,171)
 Cash balances at the end of the period       1,092,858                              16,165,594

 

* includes US$ 3,905,582 placed on short term deposit.

 

(g)     Liquidity and Capital Resources

As at May 31, 2023, the Company had cash and cash equivalents (including short
term cash deposits) of US$ 4,998,440, and a working capital surplus of US$
5,003,874. As of February 28, 2023, the Company had cash and cash equivalents
of US$ 7,746,519, and a working capital surplus of US$ 7,135,119.

 

(h)     Outstanding Share Data

As of May 31, 2023, the following securities were outstanding:

 

 Shares                            390,609,439
 Warrants                          81,698,305
 Stock options                     37,831,304
 Fully diluted shares outstanding  510,139,048

 

The Company's objectives when managing capital are to safeguard its ability to
continue as a going concern, so that it can continue to provide returns for
shareholders, benefits for other stakeholders and to maintain an optimal
capital structure to reduce the cost of capital.

The capital structure of the Company includes cash and cash equivalents,
equity attributable to equity holders comprised of contributed equity,
reserves and accumulated losses.  In order to maintain or adjust the capital
structure, the Company may issue new shares, sell assets or adjust the level
of activities undertaken by the Company.

 

The Company monitors capital based on cash flow requirements for operational,
exploration and evaluation expenditures.  The Company has no debt or other
borrowings as at the date of this Application. The Company will continue to
use capital market issuances to satisfy anticipated funding requirements.

 

The availability of equity capital, and the price at which additional equity
could be issued, is dependent upon the success of the Company's exploration
activities, and upon the state of the capital markets generally.  Additional
financing may not be available on terms favourable to the Company or at all.
If the Company does not receive future financing, it may not be possible for
the Company to advance the exploration and development of its mineral
exploration properties.  If the Company is not able to fund these minimum
expenditures, it may not be able to maintain part or all of its mineral
exploration property interests.  See "Risk Factors".

 

(i)      Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

 

(j)      Transactions with Related Parties

The Company has conducted transactions with officers, directors and persons or
companies related to directors or officers and paid or accrued amounts as
follows:

 

Edgewater Associates Limited ("Edgewater")

 

During the three-month period ended May 31, 2023, Directors' and Officers'
insurance was obtained on an arms-length basis through Edgewater, which is a
100% subsidiary of Manx Financial Group ("MFG"). James Mellon and Denham Eke
are Directors of both the Company and MFG.

 

During the period, the premium payable on the policy was US$ Nil (year ended
February 28, 2023: US$ 49,318). A total of US$ 1,699 was prepaid as at the
period end (February 28, 2023: US$ 14,497).

 

(k)     Critical Accounting Estimates

The preparation of financial statements in conformity with IFRS requires
management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and reported amounts of revenues and
expenses during the reporting period.  Such estimates and assumptions affect
the carrying value of assets, and impact decisions as to when exploration and
development costs should be capitalized or expensed.

As at May 31, 2023, the Company had incurred capitalised exploration
expenditures, including capitalised licence and permit costs, of US$
10,803,005. Changes in management's judgment as to the prospective nature,
assessment of the existence or otherwise of economically recoverable reserves,
technical feasibility and/or commercial viability of the relevant tenements
and the Company's intentions with respect to the relevant tenements, could
affect the assessment of the recoverable amount.

 

The Company regularly reviews its estimates and assumptions: however, actual
results could differ from these estimates and these differences could be
material.

 

Bradda Head Lithium Limited

Unaudited Condensed Consolidated Interim Financial Statements

For the three-month period ended May 31, 2023

 

Condensed Interim Consolidated Statement of Comprehensive Income

for the period ended May 31, 2023

 

                                                                            Three-month period ended May 31, 2023  Three-month period ended May 31, 2022

                                                                            (unaudited)                            (unaudited)

                                                                     Notes  US$                                    US$
 Expenses
 General and administrative                                          2      (1,258,841)                            (1,205,529)
 Share based payment and warrant expense                             10     (180,622)                              (1,194,204)
 Foreign exchange gain/(loss)                                               136,475                                (310,522)
                                                                            ────────                               ────────
 Operating loss                                                             (1,302,988)                            (2,710,255)

 Other income
 Warrant fair value re-measurement                                   11     146,585                                2,830,344
 Unrealised gain on Investment at fair value through profit or loss         13,109                                 -
                                                                            ────────                               ────────
 (Loss)/profit before finance income                                        (1,143,294)                            120,089

 Finance income                                                             59,102                                 -
                                                                            ────────                               ────────
 (Loss)/profit before income tax                                            (1,084,192)                            120,089

 Income tax expense                                                         -                                      -
                                                                            ────────                               ────────
 Total comprehensive (loss)/profit for the period                           (1,084,192)                            120,089
                                                                            ══════                                 ══════

 Basic and diluted (loss)/profit per share (US cents)                12     (0.278)                                0.04

 

 

The accompanying notes are an integral part of these consolidated interim
financial statements.

 

Condensed Interim Consolidated Statement of Financial Position

as at May 31, 2023

 

                                                  Notes      May 31, 2023           February 28, 2023

                                                             (unaudited)            (audited)
                                                             US$                    US$
 Non-Current assets
 Deferred mining and exploration costs            3          8,410,296              7,461,851
 Exploration permits and licences                 4          2,392,709              2,112,415
 Plant and equipment                              8          118,681                79,602
 Advances and deposits                            6          50,941                 104,192
 Investment at fair value through profit or loss             104,869                91,761
                                                             ───────                ───────
 Total non-current assets                                    11,077,496             9,849,821
                                                             ───────                ───────
 Current assets
 Cash and cash equivalents                                   3,905,582              7,746,519
 Cash deposits                                               1,092,858              -
 Advances and deposits                            6          385,624                385,624
 Trade and other receivables                      6          168,869                216,595
                                                             ───────                ───────
 Total current assets                                        5,552,933              8,348,738
                                                             ───────                ───────
 Total assets                                                16,630,429             18,198,559
                                                             ═══════                ═══════
 Equity
 Share premium                                    9          30,616,373             30,616,373
 Retained deficit                                            (14,535,003)           (13,631,433)
                                                             ───────                ───────
 Total equity                                                16,081,370             16,984,940
                                                             ───────                ═══════
 Current liabilities
 Trade and other payables                         7          465,443                983,418
 Warrant liability                                11         83,616                 230,201
                                                             ───────                ───────
 Total current liabilities                                   549,059                1,213,619
                                                             ───────                ───────
 Total equity and liabilities                                16,630,429             18,198,559
                                                             ═══════                ═══════

 

The accompanying notes are an integral part of these consolidated interim
financial statements.

 

These condensed interim consolidated financial statements were approved by the
Board of Directors on August 30, 2023 and were signed on their behalf by:

 

Denham
Eke

Director

 

Condensed Interim Consolidated Statement of Changes in Equity

for the period ended May 31, 2023

 

                                                    Share premium          Retained deficit       Total
                                                    US$                    US$                    US$

 Balance at March 1, 2023 (audited)                 30,616,373             (13,631,433)           16,984,940

 Total comprehensive loss for the period
 Loss for the period                                -                      (1,084,192)            (1,084,192)
                                                    ──────                 ───────                ───────
 Total comprehensive loss for the period            -                      (1,084,192)            (1,084,192)

 Transactions with owners of the Company
 Equity settled share-based payments (note 10)      -                      180,622                180,622
                                                    ──────                 ───────                ──────
 Total transactions with owners of the Company      -                      180,622                180,622
                                                    ──────                 ───────                ──────
 Quarter ended May 31, 2023 (unaudited)             30,616,373             (14,535,003)           16,081,370
                                                    ═══════                ═══════                ═══════

 

The accompanying notes are an integral part of these consolidated interim
financial statements.

 

Condensed Interim Consolidated Statement of Changes in Equity

for the period ended May 31, 2023 (continued)

 

                                                                    Share premium                   Retained deficit                Total
                                                                    US$                             US$                             US$

 Balance at 1 March 2022 (audited)                                  23,434,385                      (11,177,220)                    12,257,165

 Total comprehensive profit for the period
 Profit for the period                                              -                               120,089                         120,089
                                                                    ──────                          ───────                         ───────
 Total comprehensive income for the period                          -                               120,089                         120,089

 Transactions with owners of the Company
 Issue of ordinary shares (note 9 and note 11)                      7,581,351                       -                               7,581,351
 Share issue costs capitalised (note 9)                             (547,916)                       -                               (547,916)
 Equity settled share-based payments (note 10)                      -                               1,194,204                       1,194,204
                                                                    ──────                          ───────                         ──────
 Total transactions with owners of the Company                      7,033,435                       1,194,204                       8,227,639
                                                                    ──────                          ───────                         ──────
 Quarter ended 31 May 2022 (unaudited)                              30,467,820                      (9,862,927)                     20,604,893
                                                                    ═══════                         ═══════                         ═══════

The accompanying notes are an integral part of these consolidated interim
financial statements.

 

Condensed Interim Consolidated Statement of Cash Flows

for the period ended May 31, 2023

                                                                                     Three-month period ended May 31, 2023  Three-month period ended May 31, 2022

                                                                             Notes   (unaudited)                            (unaudited)

                                                                                     US$                                    US$
 Cash flows from operating activities
 (Loss)/profit before income tax                                                     (1,084,192)                            120,089

 Adjusted for non-cash and non-operating items:
 Depreciation                                                                8       10,921                                 4,643
 Unrealised (gain)/loss on investment                                                (13,109)                               -
 Interest income                                                                     (59,102)                               -
 Equity settled share based payments expense                                 10, 11  180,622                                1,194,204
 Warrant fair value re-measurement                                           11      (146,585)                              (2,830,344)
 Unrealised FX gain on cash balances                                                 -                                      316,171
                                                                                     ───────                                ───────
                                                                                     (1,111,445)                            (1,195,237)

 Change in trade and other receivables                                               47,727                                 10,996
 Change in trade and other payables                                                  (517,974)                              (751,625)
                                                                                     ───────                                ───────
 Net cash flows used by operating activities                                         (1,581,692)                            (1,935,866)

 Cash flows from investing activities
 Amounts paid for deferred mining and exploration costs                      3       (948,445)                              (312,761)
 Amounts paid for licences and permits                                       4       (280,294)                              (294,424)
 Equipment purchased                                                         8       (50,000)                               (58,671)
 Advances and deposits - cash returned                                               53,250                                 -
                                                                                     ───────                                ───────
 Net cash flows used by investing activities                                         (1,225,489)                            (665,856)

 Cash flows from financing activities
 Cash received from shares and warrants issued                               9, 11   -                                      12,304,100
 Share issue costs paid                                                      9       -                                      (547,916)
 Interest income received                                                            59,102                                 -
 Bank deposits not considered cash and cash equivalents (net)                        (3,905,582)                            -
                                                                                     ───────                                ───────
 Net cash flows from financing activities                                            (3,846,480)                            11,756,184
                                                                                     ───────                                ───────
 Increase / (decrease) in cash and cash equivalents                                  (6,653,661)                            9,154,462

 Cash and cash equivalents at beginning of period                                    7,746,519                              7,327,303

 Effect of foreign exchange on cash balances                                         -                                      (316,171)
                                                                                     ───────                                ───────
 Cash and cash equivalents at end of period                                          1,092,858                              16,165,594
                                                                                     ═══════                                ═══════

The accompanying notes are an integral part of these consolidated interim
financial statements.

 

Bradda Head Lithium Limited

 

Notes to the condensed consolidated interim financial statements for the
period ended May 31, 2023

 

1    Reporting Entity and basis of preparation

Bradda Head Lithium Limited (the "Company") is a company domiciled in the
British Virgin Islands. The address of the Company's registered office is
Craigmuir Chambers, Road Town, Tortola, British Virgin Islands. The Company
and its subsidiaries together are referred to as the "Group".

 

The Company is a lithium exploration Group focused on developing its projects
in the USA.

 

These interim financial statements have been prepared in accordance with IAS
34 Interim Financial Reporting and should be read in conjunction with the last
annual consolidated financial statements as at and for the year ended February
28, 2023 ("last annual financial statements"). They do not include all of the
information required for a complete set of IFRS financial statements. However,
selected explanatory notes are included to explain events and transactions
that are significant to an understanding of the changes in the Group's
financial position and performance since the last annual financial statements.

 

The financial information in this report has been prepared in accordance with
the Company's accounting policies and in consistency with the last annual
financial statements. Full details of the accounting policies adopted by the
Company are contained in the financial statements included in the Company's
annual report for the year ended February 28, 2023, which is available on the
Group's website: www.braddheadltd.com (http://www.braddheadltd.com) , and on
SEDARplus (www.sedarplus.ca/landingpage (http://www.sedarplus.ca/landingpage)
). These unaudited condensed consolidated interim financial statements should
be read in conjunction with the audited Consolidated Financial Statements for
the year ended February 28, 2023.

 

2    General and administrative

 

The Group's general and administrative expenses include the following:

 

                                             Three-month period ended May 31, 2023  Three-month period ended May 31, 2022

                                             (unaudited)                            (unaudited)

                                             US$                                    US$

 Auditors' fees                              19,600                                 81,841
 Directors and management fees and salaries  137,541                                132,674
 Legal and accounting                        83,613                                 100,306
 Contractor costs                            551,868                                565,826
 Professional and marketing costs            204,203                                307,328
 Other administrative costs                  262,016                                17,554
                                             ───────                                ───────
 Total                                       1,258,841                              1,205,529
                                             ═══════                                ═══════

 

3  Deferred mine exploration costs

The schedule below details the exploration costs capitalised to date:

                                 Total
                                 US$
 Cost and net book value
 At February 28, 2022 (audited)  4,183,744

 Capitalised during the year     3,278,107
                                 ───────
 At February 28, 2023 (audited)  7,461,851
                                 ───────
 Capitalised during the period   948,445
                                 ───────
 At May 31, 2023 (unaudited)     8,410,296
                                 ═══════
 Cost and net book value
 At May 31, 2023 (unaudited)     8,410,296
 At February 28, 2023 (audited)  7,461,851
                                 ═══════

The recoverability of the carrying amounts of exploration and evaluation
assets is dependent on the successful development and commercial exploitation
or sale of the respective area of interest, as well as maintaining the assets
in good standing. The Group assessed the DMEC relating to areas for which
licenses and permits are held, for impairment as at May 31, 2023. The Board
concluded that no facts and circumstances have been identified which suggest
the recoverable amount of these assets would not exceed the carrying amount
and, as such, no impairment was recognised during the period.

 

During the year ended February 28, 2023, an impairment charge of US$ Nil was
recognised.

 

4    Exploration permits and licences

 

The schedule below details the exploration permit and licence costs
capitalised to date:

                                 Total
                                 US$
 Cost and net book value
 At February 28, 2022 (audited)  1,549,076

 Capitalised during the year     582,809
 Impairment                      (19,470)
                                 ───────
 At February 28, 2023 (audited)  2,112,415

 Capitalised during the period   280,294
                                 ───────
 At May 31, 2023 (unaudited)     2,392,709
                                 ═══════
 Cost and net book value
 At May 31, 2023 (unaudited)     2,392,709
 At February 28, 2023 (audited)  2,112,415
                                 ═══════

 

The Group assessed the carrying amount of the licences and permits held for
impairment as at May 31, 2023. The Board concluded that no facts and
circumstances have been identified which suggest the recoverable amount of
these assets would not exceed the carrying amount and, as such, no impairment
was recognised during the period.

 

During the year ended February 28, 2023, an impairment charge of US$ 19,470
was recognised as a result of project licences and permits that were not
renewed.

 

5  Investment in subsidiary undertakings

As at May 31, 2023, the Group had the following subsidiaries:

 

 Name of company       Place of incorporation  Ownership interest  Principal activity
 Bradda Head Limited*  BVI                     100%                Holding company of entities below
 Zenolith (USA) LLC    USA                     100%                Holds USA lithium licences and permits
 Verde Grande LLC      USA                     100%                Holds USA lithium licences and permits
 Gray Wash LLC         USA                     100%                Holds USA lithium licences and permits
 San Domingo LLC       USA                     100%                Holds USA lithium licences and permits

*   Held directly by the Company. All other holdings are indirectly held
through Bradda Head Limited

 

The condensed interim consolidated financial statements include the results of
the subsidiaries for the full interim period from March 1, 2023 to May 31,
2023, and up to the date that control ceases.

 

6    Trade and other receivables and advances and deposits

 

      Non-current

                        May 31, 2023        February 28, 2023

                        (unaudited)         (audited)
                        US$                 US$
 Advances and deposits  50,941              104,192
                        ══════              ══════

Current

                                May 31, 2023        February 28, 2023

                                (unaudited)         (audited)
                                US$                 US$
 Prepayments and other debtors  168,869             216,595
 Advances and deposits          385,624             385,624
                                ══════              ══════

7    Trade and other payables

                                      May 31, 2023        February 28, 2023

                                      (unaudited)         (audited)
                                      US$                 US$
 Trade payables                       367,370             904,944
 Accrued expenses and other payables  98,073              78,474
                                      ──────              ──────
                                      465,443             983,418
                                      ══════              ══════

8  Plant and equipment

                                     Motor vehicle       Total
 Cost                                US$                 US$
 As at March 1, 2022 (audited)       55,718              55,718
 Additions during the year           58,672              58,672
                                     ──────              ──────
 As at February 28, 2023 (audited)   114,390             114,390

 Additions during the period         50,000              50,000
                                     ──────              ──────
 As at May 31, 2023 (unaudited)      164,390             164,390
                                     ══════              ══════
                                     Motor vehicle       Total

 Accumulated depreciation            US$                 US$
 As at March 1, 2022 (audited)       (1,548)             (1,548)
 Depreciation charge for the year    (33,240)            (33,240)
                                     ──────              ──────
 As at February 28, 2023 (audited)   (34,788)            (34,788)

 Depreciation charge for the period  (10,921)            (10,921)
                                     ──────              ──────
 As at May 31, 2023 (unaudited)      (45,709)            (45,709)
                                     ══════              ══════
 Carrying amount
 As at May 31, 2023 (unaudited)      118,681             118,681
 As at February 28, 2023 (audited)   79,602              79,602
                                     ══════              ══════

9    Share premium

 

      Authorised

      The Company is authorised to issue an unlimited number of nil par
value shares of a single class.

                                         Shares                                   Share capital          Share premium
 Issued ordinary shares of US$0.00 each                                           US$                    US$

 At February 28, 2022 (audited)                            317,413,879            -                      23,434,385
                                                           ═══════                ═══════                ═══════

 Shares issued for cash                  73,195,560                               -                      7,729,904
 Share issue costs capitalised           -                                        -                      (547,916)
                                                           ───────                ───────                ───────
 At February 28, 2023 (audited)                            390,609,439            -                      30,616,373
                                         ═══════                                  ═══════                ═══════

 At May 31, 2023 (unaudited)             390,609,439                              -                      30,616,373
                                         ═══════                                  ═══════                ═══════

On 13 April 2022, the Company completed a fundraise, issuing 73,195,560
ordinary shares for gross proceeds of US$ 12.9 million and issued 73,195,560
warrants for ordinary shares to participating shareholders. Refer to note 11.

 

10  Equity settled share based payments

 

The cost of equity settled transactions with certain Directors of the Company
and other participants ("Participants") is measured by reference to the fair
value at the date on which they are granted. The fair value is determined
based on the Black-Scholes option pricing model.

 

Options and warrants

The total number of share options and warrants in issue as at the period end
is set out below.

 

 Recipient                   Grant                    Term       Exercise     Number at March 1, 2023 (audited)  Number Issued          Number Lapsed/ cancelled/expired  Number Exercised       May 31, 2023 (unaudited)  Fair value

                             Date                     in years   Price
 Options                                                                                                                                                                                                                   US$
 Directors and Participants  April 2018               5          US$ 0.15668  1,606,304                          -                      -                                 -                      1,606,304                 24,028
 Directors and Participants  June 2021                5          US$ 0.048    18,000,000                         -                      -                                 -                      18,000,000                1,110,556
 Directors and Participants  September 2021           5          £0.09        3,500,000                                                 -                                 -                      3,500,000                 314,962
 Directors and Participants  April 2022               5          £0.18        8,925,000                                                 -                                 -                      8,925,000                 1,089,312
 Directors and Participants  December 2022            5          £0.105       1,000,000                                                 -                                 -                      1,000,000                 273,727
 Directors and Participants  April 2023               5          £0.060       -                                  4,800,000              -                                 -                      4,800,000                 180,622

 Warrants
 Supplier warrants                      July 2021     5          £0.0550      1,818,182                          -                      -                                 -                      1,818,182                              124,482
 Supplier warrants                      July 2021     3          £0.0825      2,254,545                          -                      -                                 -                      2,254,545                              8,275
 Shareholder warrants        December 2021            2          £0.0885      1,185,687                          -                      -                                 -                      1,185,687                 44,858
 Supplier warrants           April 2022               2          £0.1350      3,244,331                          -                      -                                 -                      3,244,331                 284,918
                                                                              ───────                            ───────                ───────                           ───────                ───────                   ───────
                                                                              41,534,049                         4,800,000              -                                 -                      46,334,049                3,455,740
                                                                              ═══════                            ═══════                ═══════                           ═══════                ═══════                   ═══════

 

10   Equity settled share based payments (continued)

The amount expensed in the income statement has been calculated by reference
to the fair value at the grant date of the equity instrument and the estimated
number of equity instruments to vest after the vesting period.

 

                              Three-month period ended May 31, 2023  Three-month period ended May 31, 2022

                              (unaudited)                            (unaudited)

                              US$                                    US$
 Share based payments charge  180,622                                1,194,204
                              ═══════                                ═══════

 

The inputs used in the measurement of the fair values at grant date of the
equity-settled share-based payment plans issued during the period are as
follows:

 

April 2023 options

                                                          Award date and exercise price
 Fair value at grant date                                 £0.030
 Exercise price                                           £0.060
 Weight average expected volatility                       78.50%
 Weighted average expected life (years)                   5
 Risk-free interest rate (based on comparable companies)  3.82%

 

Terms of the issued options are as follows:

-  4,800,000 options have been granted that vest fully on grant date. All
un-exercised options expire after a period of 5 years from admission date. It
is assumed that options are exercised within 5 years from date of grant. The
applied volatility is based on historical volatility.

 

 

11  Warrants

The cost of equity warrants granted during the period are measured by
reference to the fair value at the date on which they are granted. The fair
value is determined based on the Black-Scholes option pricing model.

 

During the three-month period ended May 31, 2023, no new warrants were
issued.

 

The total number of warrants in issue as at the period end is set out below.

 

 Recipient             Grant       Term       Exercise  Warrants at March 1, 2023 (audited)  Number of Warrants Issued  Number of Warrants Lapsed/ cancelled/expired  Number  of Warrants Exercised   Number  of Warrants at May 31, 2023 (unaudited)   Fair value

                       Date        in years   Price
 Warrants                                                                                                                                                                                                                                               US$
 Shareholder warrants  April 2022  2          £0.2100   73,195,560                           -                          -                                             -                               73,195,560                                        83,616
                                                        ───────                              ───────                    ───────                                       ───────                         ───────                                           ───────
                                                        73,195,560                           -                          -                                             -                               73,195,560                                        83,616
                                                        ═══════                              ═══════                    ═══════                                       ═══════                         ═══════                                           ═══════

 

The fair value applied to the shareholder warrants has been classified as a
financial liability. At the date of grant the fair value of shareholder
warrants of US$ 4,748,671 was deducted from the gross proceeds raised against
share premium. At period end, the warrant liability has been re-measured to
fair value, with a corresponding entry to profit and loss of US$ 146,585 (31
May 2022: US$ 2,830,344) within Warrant Fair Value Re-Measurement.

 

Reconciliation of warrant liability fair value:

                            Fair value
                            US$
 Balance at March 1, 2023   230,201
 Fair value re-measurement  (146,585)
                            ───────
 Balance at May 31, 2023    83,616
                            ═══════

11  Warrants (continued)

 

April 2022 shareholder warrants

 

 Grant date fair value                                    Award date and exercise price
 Fair value at grant date                                 £0.0492
 Exercise price                                           £0.21
 Weight average expected volatility                       81.90%
 Weighted average expected life (years)                   2
 Risk-free interest rate (based on comparable companies)  0.80%

 

 May 31, 2023 fair value                                  Award date and exercise price
 Fair value                                               £0.00009
 Exercise price                                           £0.21
 Weighted average expected volatility                     79.2%
 Weighted average expected life remaining (years)         0.88
 Risk-free interest rate (based on comparable companies)  4.40%

 

As part of the fundraise completed during April 2022, all participating
shareholders received a warrant on 1:1 basis for shares acquired. As a result,
73,195,560 warrants have been issued. All un-exercised warrants expire after a
period of 2 years from grant date. It is assumed that warrants are exercised
within 2 years from date of grant. The applied volatility is based on
historical volatility.

 

12   Basic and diluted loss per share

The calculation of the basic loss per share is based on the earnings
attributable to ordinary shareholders divided by the weighted average number
of shares in issue during the year.

 

The calculation of diluted earnings per share is based on the basic earnings
per share, adjusted to allow for the issue of shares, on the assumed
conversion of all dilutive share options.

 

An adjustment for the dilutive effect of share options in the current year has
not been reflected in the calculation of the diluted loss per share, as the
effect would have been anti-dilutive, due the Company recognising a loss for
the year.

                                                           May 31, 2023          May 31, 2022

                                                           (unaudited)           (unaudited)

                                                           US$                   US$
 (Loss)/profit for the period                              (1,084,192)  120,089
                                                           No.                   No.

 Weighted average number of ordinary shares in issue       390,609,439           342,690,043
 Dilutive element of share options if exercised (note 15)  37,831,304            32,031,304
 Diluted number of ordinary shares                         428,440,743           374,721,347
 Basic (loss)/earnings per share (cents)                   (0.278)      0.04
 Diluted (loss)/earnings per share (cents)                 (0.278)      0.04

 

For the period ended May 31, 2023, the earnings applied are the same for both
basic and diluted earnings calculations per share as there are no dilutive
effects to be applied.

 

13   Related party transactions and balances

Edgewater Associates Limited ("Edgewater")

During the three-month period ended May 31, 2023, Directors' and Officers'
insurance was obtained on an arms-length basis through Edgewater, which is a
100% subsidiary of Manx Financial Group ("MFG"). James Mellon and Denham Eke
are Directors of both the Company and MFG.

 

During the period, the premium payable on the policy was US$ Nil (year ended
February 28, 2023: US$ 49,318). A total of US$ 1,699 was prepaid as at the
period end (February 28, 2023: US$ 14,497).

 

14   Commitments and contingent liabilities

The Group has certain obligations to expend minimum amounts on exploration
works on mining tenements in order to retain an interest in them, equating to
approximately US$ 432,029 during the next 12 months. This includes annual fees
in respect of licence renewals. These obligations may be varied from time to
time, subject to approval and are expected to be filled in the normal course
of exploration and development activities of the Company.

15   Events after the reporting date

No post balance sheet events have occurred that required disclosure.

 

ENDS

 

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