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REG - Premier African Min. - Interim Results

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RNS Number : 4429B  Premier African Minerals Limited  30 September 2025

30 September 2025

 

Premier African Minerals Limited

('Premier' or 'the Company')

Unaudited Interim Results for the six months ended 30 June 2025

 

Premier African Minerals Limited ("Premier" or the "Company") is pleased
to announce its unaudited interim results for the six months ended 30 June
2025 ("Period").

 

Statement from the Managing Director

 

Dear Shareholders,

 

The past six months have been a period of transition for Premier, and I am
pleased to report that the business is focused on building momentum. Having
reviewed my predecessor's comments in the 2024 Annual Financial Statements, I
do concur with much of the historic summation. However, our focus is firmly on
the future, in particular the current ongoing plant optimisation at Zulu and
our objective to position the Company for consistent production and growth.

 

While progress continues across Premier's wider portfolio, including active
negotiations at RHA Tungsten, our immediate priority remains Zulu. The
optimisation process is advancing and has already delivered some encouraging
results, but further refinements are required, and there can be no assurance
that the plant will consistently reach its designed performance within the
near term. The discussions around a potential revised offtake and associated
agreements as highlighted in recent announcements are also progressing and
potentially provide a pathway to secure the funding and strategic partnerships
needed to realise Zulu's full potential.

 

I am greatly encouraged by Zulu's fundamentals. Fundamentally, all successful
mines need an adequate Resource, and Zulu hosts an excellent resource which is
both a SAMREC and JORC compliant Mineral Resource Estimate, as well as
important further opportunities in the surrounding area and our various claims
that have now being registered within the EPO area. Zulu also benefits from
excellent infrastructure, utilities, market access, and the availability of
skilled expertise. These are the building blocks of a successful mine, and
Zulu has them in place.

 

The primary focus is now the plant. While Zulu was initially set back by the
underperformance of the original plant design and build, those challenges are
now firmly understood and to a large extent, manageable. In fact, the
optimisation steps undertaken over the past three months, including the
installation of flotation inserts, froth crowders and flow directors have
already resulted in a significant improvement in recoveries. Adjustments are
being made to address spodumene grade, and we are confident that continued
refinements, supported by the OEM, will bring further gains as the plant
steadily moves toward its designed performance.

 

The review of the secondary flotation plant is nearing completion as announced
on the 20 August 2025. Subject to the outcome of the current test run, we
expect to be in a position to update the market on whether the acquisition of
a secondary flotation plant will be required for ongoing operations in either
a primary or supplementary capacity to increase existing designed production
capacity.

 

Looking ahead, the key to unlocking Zulu's full production capacity lies in
the current discussions on a revised offtake agreement and securing the
complementary funding package. Our constructive engagement with the major
trading house referenced in previous announcements is ongoing with the shared
desire to see this through to final agreement both with Premier and
particularly with Canmax. Further site visits to Zulu are expected in the
coming weeks and and we look forward to updating shareholders.

 

Simultaneously, the multi-option approach discussed in the 2024 Annual
Financial Statements continues to be advanced as part of the Company strategy
for Zulu. Active negotiations around our other projects underline our belief
that we hold not only a flagship operation in Zulu but also a portfolio with
meaningful value to unlock.

 

In summary, Zulu has the resource, the infrastructure, and the market access
needed for long-term success. Optimisation is progressing, commercial
discussions are advancing, and the Board and I believe that Premier is taking
the necessary steps to restore value for shareholders.

 

The Period has been extensively reported within post financial year end events
in our annual financial statements that were released just a few months ago.

 

Our interim financial statements for the six-month period to 30 June 2025 are
set out below.

 

Financial and Statutory Information

 

The Group incurred an operating loss of US$7.687 million for the six months
ended 30 June 2025. The loss was principally due to the on-going overheads and
administration costs associated with the construction, installation and
optimisation of the Zulu Lithium mine in Zimbabwe. Cash at hand on 30 June
2025 was US$0.029 million.

 

Premier received continued financial support from its shareholders throughout
the period.

 

These interim statements to 30 June 2025 have not been reviewed by the
auditors.

 

Mr. Graham Hill

Managing Director

30 September 2025

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the
European Union (Withdrawal) Act 2018. The person who arranged the release of
this announcement on behalf of the Company was Graham Hill.

 

For further information please visit www.premierafricanminerals.com
(http://www.premierafricanminerals.com) or contact the following:

 

 Graham Hill                       Premier African Minerals Limited    Tel: +27 (0) 100 201 281
 Michael Cornish / Roland Cornish  Beaumont Cornish Limited            Tel: +44 (0) 20 7628 3396

                                   (Nominated Adviser)
 Douglas Crippen                   CMC Markets UK Plc                  Tel: +44 (0) 20 3003 8632
 Toby Gibbs/Rachel Goldstein       Shore Capital Stockbrokers Limited  Tel: +44 (0) 20 7408 4090

 

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.

 

Forward Looking Statements

Certain statements in this announcement, are, or may be deemed to be, forward
looking statements. Forward looking statements are identified by their use of
terms and phrases such as "believe", "could", "should", "envisage",
"estimate", "intend", "may", "plan", "will" or the negative of those,
variations, or comparable expressions, including references to assumptions.
These forward looking statements are not based on historical facts but rather
on the Directors' current expectations and assumptions regarding the Company's
future growth, results of operations, performance, future capital, and other
expenditures (including the amount, nature, and sources of funding thereof),
competitive advantages, business prospects and opportunities. Such forward
looking statements reflect the Directors' current beliefs and assumptions and
are based on information currently available to the Directors. A number of
factors could cause actual results to differ materially from the results
discussed in the forward looking statements including risks associated with
vulnerability to general economic and business conditions, competition,
environmental and other regulatory changes, actions by governmental
authorities, the availability of capital markets, reliance on key personnel,
uninsured and underinsured losses, and other factors, many of which are beyond
the control of the Company. Although any forward looking statements contained
in this announcement are based upon what the Directors believe to be
reasonable assumptions, the Company cannot assure investors that actual
results will be consistent with such forward looking statements.

CONDENSED CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION

EXPRESSED IN US DOLLARS

 

 

                                                                                                                      31 December
                                                                                     Six months to    Six months to   2024
                                                                                     30 June 2025     30 June 2024     (Audited)
                                                              Notes                  $ 000            $ 000            $ 000
 ASSETS
 Non-current assets
 Intangible assets                                            4                     4,686            4,686            4,686
 Investments                                                  5                     -                501              -
 Property, plant and equipment                                6                     55,643           55,194           55,586
 Loans receivable                                             7                     335              275              284
                                                                                    60,664           60,656           60,556
 Current assets
 Inventories                                                                        713              775              628
 Trade and other receivables                                                        5,354            5,998            5,196
 Cash and cash equivalents                                                          29               243              12
                                                                                    6,096            7,016            5,836
 TOTAL ASSETS                                                                       66,760           67,672           66,392

 LIABILITIES
 Non-current liabilities
 Provisions - rehabilitation                                                        360              360              360
                                                                                    360              360              360
 Current liabilities
 Trade and other payables                                                           60,339           54,652           58,420
 Borrowings                                                   8                     180              180              180
                                                                                    60,519           54,832           58,600
 TOTAL LIABILITIES                                                                  60,879           55,192           58,960

 NET ASSETS                                                                         5,881            12,480           7,432

 EQUITY
 Share capital                                                9                     107,405          98,471           101,268
 Share based payment and warrant reserve                                            3,897            3,532            3,897
 Revaluation reserve                                                                711              711              711
 Foreign currency translation reserve                                               (13,150)         (13,150)         (13,150)
 Accumulated loss                                                                   (79,188)         (63,713)         (71,712)
 Total equity attributed to the owners of the parent company                        19,675           25,851           21,014
 Non-controlling interest                                                           (13,793)         (13,371)         (13,582)

 TOTAL EQUITY                                                                       5,882            12,480           7,432

 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME

EXPRESSED IN US DOLLARS

 

 

                                                                                                                                             31 December
                                                                                                    Six months to        Six months to       2024
 Continuing operations                                                  Notes                       30 June 2025         30 June 2024         (Audited)
                                                                                                    $ 000                $ 000                $ 000

 Revenue                                                                                           -                    -                    -
 Cost of sales excluding depreciation and amortisation expense                                     (1,299)              -                    (12,479)
 Gross profit / (loss)                                                                             (1,299)              -                    (12,479)

 Administrative expenses                                                                           (1,993)              (9,485)              (4,645)
 Operating profit / (loss)                                                                         (3,292)              (9,485)              (17,124)

 Depreciation and amortisation                                          6                          (274)                (70)                 (364)
 Other Income                                                           10                         -                    -                    15
 Loss on disposal of property, plant and equipment                                                 4                    -                    -
 Finance charges                                                                                   (4,125)              (2,472)              (2,263)
 Impairment of investments                                                                         -                    -                    -
                                                                                                   (4,395)              (2,542)              (2,612)

 Profit / (Loss) before income tax                                                                 (7,687)              (12,027)             (19,736)
 Income tax expense                                                     11                         -                    -                    -
 Profit / (Loss) from continuing operations                                                        (7,687)              (12,027)             (19,736)

 Profit / (Loss) for the year                                                                      (7,687)              (12,027)             (19,736)
 Other comprehensive income:
 Items that are or may be reclassified subsequently to profit or loss:
 Foreign exchange loss on translation                                                              -                    -                    -
 Fair Value adjustment on investments                                                              -                    -                    (501)
                                                                                                   -                    -                    (501)
 Total comprehensive income for the year                                                           (7,687)              (12,027)             (20,237)

 Loss attributable to:
 Owners of the Company                                                                             (7,476)              (11,811)             (19,309)
 Non-controlling interests                                                                         (211)                (216)                (427)
                                                                                                   (7,687)              (12,027)             (19,736)

 Total comprehensive income attributable to:
 Owners of the Company                                                                             (7,476)              (11,811)             (19,810)
 Non-controlling interests                                                                         (211)                (216)                (427)

 Total comprehensive income for the year                                                           (7,687)              (12,027)             (20,237)

 Loss per share attributable to owners of the parent (expressed in US cents)
 Basic loss per share                                                   11                         (0.020)              (0.038)              (0.054)
 Diluted loss per share                                                 11                         (0.020)              (0.038)              (0.054)

 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY

EXPRESSED IN US DOLLARS

 

                                            Share capital  Share option and warrant reserve  Revaluation reserve  Foreign currency translation reserve  Accumulated Loss  Total attributable to owners of parent  Non-controlling interest("NCI")  Total equity
                                            $ 000          $ 000                             $ 000                $ 000                                 $ 000             $ 000                                   $ 000                            $ 000
 At 1 January 2024                          88,493         3,532                             711                  (13,150)                              (51,902)          27,684                                  (13,155)                         14,529
 Loss for the period                        -              -                                 -                    -                                     (11,811)          (11,811)                                (216)                            (12,027)
 Other comprehensive income for the period  -              -                                 -                    -                                     -                 -                                       -                                -
 Total comprehensive income for the period  -              -                                 -                    -                                     (11,811)          (11,811)                                (216)                            (12,027)
 Transactions with Owners
 Issue of equity shares                     10,550         -                                 -                    -                                     -                 10,550                                  -                                10,550
 Share issue costs                          (572)          -                                 -                    -                                     -                 (572)                                   -                                (572)
 At 30 June 2024                            98,471         3,532                             711                  (13,150)                              (63,713)          25,851                                  (13,371)                         12,480
 Loss for the period                        -              -                                 -                    -                                     (7,498)           (7,498)                                 (211)                            (7,709)
 Other comprehensive income for the period  -              -                                 -                    -                                     (501)             (501)                                   -                                (501)
 Total comprehensive income for the period  -              -                                 -                    -                                     (7,999)           (7,999)                                 (211)                            (8,210)
 Transactions with Owners
 Issue of equity shares                     2,824          -                                 -                    -                                     -                 2,824                                   -                                2,824
 Share issue costs                          (27)           -                                 -                    -                                     -                 (27)                                    -                                (27)
 Share options expired                      -              -                                 -                    -                                     -                 -                                       -                                -
 Share based payments                       -              365                               -                    -                                     -                 365                                     -                                365
 At 31 December 2024                        101,268        3,897                             711                  (13,150)                              (71,712)          21,014                                  (13,582)                         7,432
 Profit / (Loss) for the period             -              -                                 -                    -                                     (7,476)           (7,476)                                 (211)                            (7,687)
 Other comprehensive income for the period  -              -                                 -                    -                                     -                 -                                       -                                -
 Total comprehensive income for the period  -              -                                 -                    -                                     (7,476)           (7,476)                                 (211)                            (7,687)
 Transactions with Owners
 Issue of equity shares                     6,529          -                                 -                    -                                     -                 6,529                                   -                                6,529
 Share issue costs                          (392)          -                                 -                    -                                     -                 (392)                                   -                                (392)
 At 30 June 2025                            107,405        3,897                             711                  (13,150)                              (79,188)          19,675                                  (13,793)                         5,882

 

 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS

EXPRESSED IN US DOLLARS

 

 

                                                                                   31 December
                                                  Six months to    Six months to   2024
                                                  30 June 2025     30 June 2024     (Audited)
                                                 $ 000            $ 000            $ 000

 Net cash outflow from operating activities      (5,669)          (8,203)          (10,017)

 Investing activities

 Acquisition of property plant and equipment     (331)            (2,031)          (2,716)
 Expenditure on intangible assets                -                -                -
 Loans advanced                                  (51)             (43)             (299)

 Net cash used in investing activities           (382)            (2,074)          (3,015)

 Financing activities
 Proceeds from borrowings granted                -                -                -
 Net proceeds from issue of share capital        6,137            9,978            12,775
 Finance charges                                 (69)             -                (273)

 Net cash from financing activities              6,068            9,978            12,502

 Net decrease in cash and cash equivalents       17               (299)            (530)

 Cash and cash equivalents at beginning of year  12               542              542
 Net cash and cash equivalents at end of year    29               243              12

 

 

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

 

1.    GENERAL INFORMATION

 

Premier African Minerals Limited ("Premier" or "the Company"), together with
its subsidiaries (the "Group"), was incorporated and domiciled in the
Territory of the British Virgin Islands under the BVI Business Companies Act,
2004. The address of the registered office is Craigmuir Chambers, PO Box 71,
Road Town, Tortola, British Virgin Islands. Premier's shares were admitted to
trading on the London Stock Exchange's AIM market on 10 December 2012.

 

The Group's operations and principal activities are the mining, development
and exploration of mineral reserves, primarily on the African continent. The
presentational currency of the condensed consolidated interim financial
statements is US Dollars ("$").

 

2.    BASIS OF PREPARATION

 

These unaudited condensed consolidated interim financial statements for the
six months ended 30 June 2025 were approved by the Board and authorised for
issue on 30 September 2025.

 

These interim financial statements have been prepared in accordance with the
recognition and measurement principles of the International Financial
Reporting Standards ("IFRS") as endorsed by the UK.

 

The accounting policies applied in the preparation of these consolidated
interim financial statements are consistent with the accounting policies
applied in the preparation of the consolidated financial statements for the
year ended 31 December 2024.

 

The figures for the six months ended 30 June 2025 and 30 June 2024 are
unaudited and do not constitute full accounts. The comparative figures for the
year ended 31 December 2024 are extracts from the 2024 audited accounts. The
independent auditor's report on the 2024 accounts was unqualified.

 

Going Concern

 

These consolidated financial statements are prepared on the going concern
basis. The going concern basis assumes that the Group will continue in
operation for the foreseeable future and will be able to realise its assets
and discharge its liabilities and commitments in the normal course of
business.

 

The Directors have prepared cash flow forecasts for the next 12 months, taking
into account working capital, limited revenue from Zulu and expenditure
forecasts for the rest of the Group including reduced overheads and very
limited exploration costs.

 

At the reporting date of 30 June 2025, the Group's total assets exceeded the
total liabilities by $5.881 million and its current liabilities exceeded its
current assets by $54.423 million. The major component of the current
liability excess is the $46.067 million received from the Group's offtake
partner as an advance receipt. This advance receipt will be settled from
proceeds from the sale of SC6 to the offtake partner from production at Zulu
Lithium and Tantalum Project ("Zulu") or alternatively through the issue of
shares into Zulu based on market valuation of US$100 million if not repaid by
31 December 2025.

 

The forecast that forms the basis of the Going Concern has been made on the
following key assumptions:

 

·      The completion of the share consolidation process;

·      The calling of a General Meeting to raise additional capital;

·      Payment terms with certain creditors at the Zulu project; and

·      Implementing one of the following key options regarding the Zulu
project, collectively herein referred to as the ("Investments"):

 

Ø Bringing Zulu into full production;

Ø Securing additional funding from a secondary off-take partner;

Ø The possible sale of Zulu in its entirety,

Ø Secure an investment partner into Zulu via a partial sale;

Ø Enter into a Joint Venture; or

Ø The installation of the additional spodumene float plant based on
self-funding and retention of ownership.

 

The Board continues to believe that it has a valuable asset in Zulu, with an
estimated fair value in accordance with the prepayment and offtake agreement
is US$100 million.

 

In the event that none of the Investments conclude or Premier doesn't receive
the required support from it next General Meeting of shareholders and if the
Company is unable to obtain additional finance for the Group's working capital
and capital expenditure requirements, a material uncertainty may exist which
could cast significant doubt on the ability of the Group to continue as a
going concern and therefore be unable to realise its assets and settle its
liabilities in the normal course of business.

 

3.    SEGMENTAL REPORTING

 

Segmental information is presented in respect of the information reported to
the Directors. The segmental information reports the revenue generating
segments of RHA Tungsten Private Limited ("RHA"), that operates the RHA
Tungsten Mine, and Zulu Lithium Private Limited ("Zulu"). The RHA segment
derives income primarily from the production and sale of wolframite
concentrate. All other segments are primarily focused on exploration and on
administrative and financing segments. Segmental results, assets and
liabilities include items directly attributable to a segment as well as those
that can be allocated on a reasonable basis.

 

As at the reporting date, the company has significant holdings in Zimbabwe. As
indicated in the audited annual financial statements, the Zimbabwean
government mandated that with effect of 1 March 2019 the only functional
currency is the RTGS Dollar. Since the introduction of RTGS Dollars the
Zimbabwean inflation rate has gone into hyperinflationary percentages.
Hyperinflationary accounting requires a restatement of the local currency
assets and liabilities to reflect the effect of the hyperinflation before
translating the local currency to the reporting currency. Refer to the audited
annual financial statements of 31 December 2023 for more detailed information.

 

 By operating segment                    Unallocated Corporate  RHA Tungsten Mine Zimbabwe and RHA Mauritius*  Exploration Zulu Lithium Zimbabwe and Zulu Mauritius  Total continuing operations
 June 2025                               $ 000                  $ 000                                          $ 000                                                 $ 000

 Result
 Revenue                                 -                      -                                              -                                                     -
 Other income                            -                      -                                              (4)                                                   (4)
 Finance charges                         4,120                  -                                              4                                                     4,124
 Impairment of investments and           -                      -                                              -                                                     -

loans receivable
 Loss before taxation                    5,423                  20                                             2,251                                                 7,694
 Assets
 Exploration and evaluation assets       123                    -                                              4,563                                                 4,686
 Investments                             -                      -                                              -                                                     -
 Property, plant and equipment           57                     -                                              55,586                                                55,643
 Loans receivable                        335                    -                                              -                                                     335
 Inventories                             -                      -                                              713                                                   713
 Trade and other receivables             4,005                  10                                             1,339                                                 5,354
 Cash                                    (5)                    -                                              34                                                    29
 Total assets                            4,515                  10                                             62,235                                                66,760
 Liabilities
 Other financial liabilities             -                      -                                              -                                                     -
 Borrowings                              (180)                  -                                              -                                                     (180)
 Bank overdraft                          -                      -                                              -                                                     -
 Trade and other payables                (54,080)               (12)                                           (6,248)                                               (60,340)
 Provisions                              -                      (360)                                          -                                                     (360)
 Total liabilities                       (54,260)               (372)                                          (6,248)                                               (60,880)
 Net assets                              (49,745)               (362)                                          55,987                                                5,880

 Other information
 Depreciation and amortisation           21                     -                                              616                                                   637
 Property plant and equipment additions  -                      -                                              3,047                                                 3,047
 Costs capitalised to intangible assets  446                    -                                              -                                                     446

 

 By operating segment                    Unallocated Corporate  RHA Tungsten Mine Zimbabwe and RHA Mauritius*  Exploration Zulu Lithium Zimbabwe and Zulu Mauritius  Total continuing operations
 December 2024                           $ 000                  $ 000                                          $ 000                                                 $ 000

 Result
 Revenue                                 -                      -                                              -                                                     -
 Operating loss / (income)               2,025                  51                                             15,412                                                17,488
 Other income                            -                      5                                              (20)                                                  (15)
 Fair value movement on investment       501                    -                                              -                                                     501
 Impairment of RHA                       -                      -                                              -                                                     -
 Finance charges                         2,146                  -                                              117                                                   2,263
 Impairment of investments and           -                      -                                              -                                                     -

loans receivable
 Loss before taxation                    4,171                  56                                             15,509                                                19,736
 Assets
 Exploration and evaluation assets       123                    -                                              4,563                                                 4,686
 Investments                             -                      -                                              -                                                     -
 Property, plant and equipment           57                     -                                              55,529                                                55,586
 Loans receivable                        284                    -                                              -                                                     284
 Inventories                             -                      -                                              628                                                   628
 Trade and other receivables             4,000                  10                                             1,186                                                 5,196
 Cash                                    (3)                    4                                              11                                                    12
 Total assets                            4,461                  14                                             61,917                                                66,392
 Liabilities
 Other financial liabilities             -                      -                                              -                                                     -
 Borrowings                              (180)                  -                                              -                                                     (180)
 Bank overdraft                          -                      -                                              -                                                     -
 Trade and other payables                (7,765)                (9)                                            (50,646)                                              (58,420)
 Provisions                              -                      (360)                                          -                                                     (360)
 Total liabilities                       (7,945)                (369)                                          (50,646)                                              (58,960)
 Net assets                              (3,484)                (355)                                          11,271                                                7,432

 Other information
 Depreciation and amortisation           21                     -                                              343                                                   364
 Property plant and equipment additions  -                      -                                              2,716                                                 2,716
 Costs capitalised to intangible assets  446                    -                                              -                                                     446

 

 By operating segment                    Unallocated Corporate  RHA Tungsten Mine Zimbabwe and RHA Mauritius*  Exploration Zulu Lithium Zimbabwe and Zulu Mauritius  Total continued operations
 June 2024                               $ 000                  $ 000                                          $ 000                                                 $ 000

 Result
 Revenue                                 -                      -                                              -                                                     -
 Operating loss / (income)               396                    28                                             9,130                                                 9,554
 Other income                            -                      -                                              -                                                     -
 Finance charges                         2,469                  -                                              3                                                     2,472
 Impairment of investments and           -                      -                                              -                                                     -

loans receivable
 Loss before taxation                    2,866                  28                                             9,132                                                 12,026
 Assets
 Exploration and evaluation assets       123                    -                                              4,563                                                 4,686
 Investments                             501                    -                                              -                                                     501
 Property, plant and equipment           68                     -                                              55,126                                                55,194
 Loans receivable                        275                    -                                              -                                                     275
 Inventories                             -                      -                                              775                                                   775
 Trade and other receivables             3,607                  9                                              2,080                                                 5,696
 Cash                                    141                    15                                             87                                                    243
 Total assets                            4,715                  24                                             62,631                                                67,370
 Liabilities
 Other financial liabilities             -                      -                                              -                                                     -
 Borrowings                              (180)                  -                                              -                                                     (180)
 Trade and other payables                (50,326)               (4)                                            (4,321)                                               (54,651)
 Provisions                              -                      (360)                                          -                                                     (360)
 Total liabilities                       (50,506)               (364)                                          (4,321)                                               (55,191)
 Net assets                              (45,791)               (340)                                          58,310                                                12,179

 Other information
 Depreciation and amortisation           10                     -                                              60                                                    70
 Property plant and equipment additions  -                      -                                              2,030                                                 2,030
 Costs capitalised to intangible assets  -                      -                                              -                                                     -

 

* Represents 100% of the results and financial position of RHA whereas the
Group owns 49%.

 

 4.    INTANGIBLE EXPLORATION AND EVALUATION ASSETS

 

                                                Exploration & Evaluation assets       Total
                                                $ 000                                $ 000

 Opening carrying value 1 January 2024          4,686                                4,686
 Expenditure on Exploration and evaluation      -                                    -
 Closing carrying value 30 June 2024            4,686                                4,686
 Expenditure on Exploration and evaluation      -                                    -
 Closing carrying value 31 December 2024        4,686                                4,686
 Expenditure on Exploration and evaluation      -                                    -
 Closing carrying value 30 June 2025            4,686                                4,686

 

5.    INVESTMENTS

 

                                                      Vortex Limited  Manganese  Total
                                                                      Namibian
                                                                      Holdings
                                                      $ 000           $ 000      $ 000
 Available-for-sale:
 Opening carrying value 1 January 2024                501             -          501
 Shares acquired                                      -               -          -
 Closing carrying value 30 June 2024                  501             -          501
 Shares acquired                                      -               -          -
 Closing carrying value 31 December 2024              501             -          501
 Shares acquired                                      -               -          -
 Impairment of investments                            (501)           -          (501)
 Closing carrying value 30 June 2025                  -               -          -

 Reconciliation of movements in investments
 Opening carrying value 1 January 2023                501             -          501
 Acquisition at fair value                            -               -          -
 Carrying value at 30 June 2023                       501             -          501
 Acquisition at fair value                            -               -          -
 Impairment of investments                            (501)           -          (501)
 Carrying value at 31 December 2023 and 30 June 2024  -               -          -

 

Premier's investment in Vortex is classified as FVOCI and as such is required
to be measured at fair value at each reporting date. As Vortex is unlisted
there are no quoted market prices. The fair value of the Circum shares held by
Vortex was derived using the previous issue price and validating it against
the most recent placing price on 30 December 2022. During the year ended 31
December 2024, the Ethopian Government revoked Circum's mining licence.
Circum's directors have instituted legal action against the Government,
however, pending a favourable legal resolution, Premier's board of directors
have fully impaired the investment in Circum Minerals.

The shares are considered to be level 3 financial assets under the IFRS 13
categorisation of fair value measurements. Premier continues to hold 5,010,333
shares in Vortex currently valued in total at $0 million.

Premier's investment in MN Holdings Limited ('MNH') is classified as an FVOCI
as such is required to be measured at fair value at the reporting date. As MNH
is unlisted there are no quoted market prices. The Fair value of the MNH
shares as at 30 June 2025 and 31 December 2024 was based on most recent
unaudited financial statements of MNH. These financial statements showed
significant operating losses. Accordingly, Premier's investment in MNH has
been fully impaired as at 31 December 2022.

 

6.    PROPERTY, PLANT AND EQUIPMENT

 

                                                 Mine Development  Plant and Equipment  Land and Buildings  Capital Work-in-Progress  Total
                                                 $ 000             $ 000                $ 000               $ 000                     $ 000
 Cost
 At 1 January 2024                               8,912             12,019               1,846               51,263                    74,040
 Foreign Currency Translation effect             -                 -                    -                   -                         -
 Additions                                       22                50                   -                   1,959                     2,031
 At 30 June 2024                                 8,934             12,069               1,846               53,222                    76,071
 Transfer from Capital Work in Progress          5,042             38,674               1,128               (44,844)                  -
 Additions                                       -                 -                    -                   686                       686
 At 31 December 2024                             13,975            50,743               2,974               9,064                     76,756
 Foreign Currency Translation effect             -                 -                    -                   -                         -
 Additions                                       -                 -                    -                   331                       331
 At 30 June 2025                                 13,975            50,743               2,974               9,395                     77,087

 Accumulated Depreciation and Impairment Losses
 At 1 January 2024                               8,422             10,898               1,486               -                         20,806
 Foreign Currency Translation effect             -                 -                    -                   -                         -
 Charge for the year                             -                 63                   8                   -                         71
 At 30 June 2024                                 8,422             10,961               1,494               -                         20,877
 Exchange differences                            -                 -                    -                   -                         -
 Charge for the year                             -                 229                  64                  -                         293
 At 31 December 2024                             8,422             11,190               1,558               -                         21,170
 Foreign Currency Translation effect             -                 -                    -                   -                         -
 Charge for the year                             -                 210                  64                  -                         274
 At 30 June 2025                                 8,422             11,400               1,622               -                         21,444

 Net Book Value
 At 30 June 2024                                 512               1,108                352                 53,222                    55,194
 At 31 December 2024                             5,553             39,553               1,416               9,064                     55,586
 At 30 June 2025                                 5,553             39,343               1,352               9,395                     55,643

 

 7.    LOANS RECEIVABLE

 

 

                                                     31 December
                    Six months to    Six months to   2024
                    30 June 2025     30 June 2024     (Audited)
                   $ 000            $ 000            $ 000

 Li3 Lithium Corp  335              275              284
                   335              275              284

 

During six months to 30 June 2025, the Group advanced $0.060 million (2024:
$0.284 million) to the Group's joint venture with Li3 Lithium Corp to develop
the Licomex claims. The loan value represents the amount due by Li3 Lithium
Corp's in excess of their share of the expenses incurred on this project.

 

8.    BORROWINGS

 

                                                                                    31 December
                                                   Six months to    Six months to    2024
                                                   30 June 2025     30 June 2024     (Audited)
                                                  $ 000            $ 000            $ 000

 Loan - joint venture partner - Li3 Lithium Corp  -                -                -
 Loan - Neil Herbert                              180              180              180
                                                  180              180              180

 

                                                                                           31 December
                                                          Six months to    Six months to    2024
                                                          30 June 2025     30 June 2024     (Audited)
                                                         $ 000            $ 000            $ 000

 Reconciliation of movement in borrowings
 As at 1 January                                         180              180              180
 Investment by joint venture partner - Li3 Lithium Corp  -                -                -
 Loans received                                          -                -                -
 Accrued interest                                        -                -                -
 Total                                                   180              180              180

 Current                                                 180              180              180
 Non-current                                             -                -                -
                                                         180              180              180

 

 

Borrowings comprise loans from a related party and a non-related party.

Neil Herbert, a former director of the Company, made available a loan of
US$180,000 to the Company in August 2021. Under the terms of the Director
Loan, the loan is both unsecured and will not attract any interest and is
repayable in full by the Company on the signing of a new off-take agreement at
Otjozondu. The purpose of the Director Loan was to provide funding to Premier
to allow an amendment to the Otjozondu Loan while Premier, acting collectively
with Otjozondu, looked to secure the best possible off-take funding package.

At 30 June 2025 the off-take funding had not been secured and Mr. Herbert has
agreed to the deferment of the repayment of the loan until such off-take
agreement has been secured.

Premier entered into a joint venture agreement with Li3 Lithium Corp (Li3) for
the purpose of prospecting for additional lithium bearing ore in Zimbabwe. The
net investment by Li3 represents the net amount due to Li3 after apportioning
all expenses and amounts invested by both Premier and Li3.

9.    SHARE CAPITAL

 

Authorised share capital

 

The total number of voting rights in the Company on the 30 June 2024 was
31,381,688,211.

 

Issued share capital

 

                                                 Number of Shares  Value
                                                  '000             $ 000
 As at 1 January 2024                            26,634,455        94,000

 Shares issued under subscription agreement      282,126           729
 Shares issued under subscription agreement      900,000           3125
 Shares issued under subscription agreement      1,212,121         2561
 Shares issued under subscription agreement      588,235           1243
 Shares issued under subscription agreement      781,250           1587
 Shares issued on conversion of fees             983,500           1,305
 As at 30 June 2024                              31,381,688        104,550

 Shares issued on conversion of fees             900,000           721
 Shares issued on conversion of fees             2,000,000         1,382
 Shares issued under subscription agreement      1,746,032         721
 As at 31 December 2024                          36,027,719        107,374

 Shares issued under subscription agreement      2,700,000         673
 Shares issued on conversion of fees             1,099,909         300
 Shares issued under subscription agreement      4,800,000         777
 Shares issued on conversion of fees             1,840,000         477
 Shares issued under subscription agreement      4,500,000         2,098
 Shares issued under subscription agreement      13,125,000        2,137
 Shares issued on conversion of fees             4,166,667         67

 As at 30 June 2025                              68,259,295        113,903

 

 

 Reconciliation to balances as stated in the consolidated statement of
 financial position

                                    Issued           Share Issue    Share Capital
                                    Share Capital    Costs          (Net of Costs)
                                    $ '000           $ '000         $ '000

 As at 31 December 2023 - Audited  94,000           (5,507)        88,493
 Shares issued                     10,550           (572)          9,978
 As at 30 June 2024                104,550          (6,079)        98,471
 Shares issued                     2,824            (27)           2,797
 As at 31 December 2024 - Audited  107,374          (6,106)        101,268
 Shares issued                     6,529            (392)          6,137
 As at 30 June 2025                113,903          (6,498)        107,405

 

 

10.  OTHER INCOME

 

                                                                       31 December
                                      Six months to    Six months to    2024
                                      30 June 2025     30 June 2024     (Audited)
                                     $ 000            $ 000            $ 000

 (Loss) / Profit on disposal of PPE  4                (11)             -
 Prescribed debt                     -                -                137
                                     4                (11)             137

 

 

11.  TAXATION

 

There is no taxation charge for the period ended 30 June 2025 (30 June 2024
and 31 December 2024: Nil) because the Group is registered in the British
Virgin Islands where no corporate taxes or capital gains tax are charged.
However, the Group may be liable for taxes in the jurisdictions of the
underlying operations.

The Group has incurred tax losses in Zimbabwe; however, a deferred tax asset
has not been recognised in the accounts due to the unpredictability of future
profit streams.

The Group operates across different geographical regions and is required to
comply with tax legislation in various jurisdictions. The determination of the
Group's tax is based on interpretations applied in terms of the respective tax
legislations and may be subject to periodic challenges by tax authorities
which may give rise to tax exposures.

 

12.  LOSS PER SHARE

 

                                                                                                                    31 December
                                                                     Six months to                  Six months to    2024
                                                                     30 June 2025                   30 June 2024     (Audited)
                                                                    (Unaudited)                    (Unaudited)      (Audited)

                                                                    $ '000                         $ '000           $ '000

 Net profit / (loss) attributable to owners of the company ($'000)  (7,476)                        (11,811)         (19,309)

 Weighted average number of Ordinary Shares in calculating
 basic earnings per share ('000)                                    38,280,205                     31,381,688       36,027,719

 Basic earnings / (loss) per share (US cents)                       (0.020)                        (0.038)          (0.054)

 

The calculation of loss per share is based on the loss after taxation
attributable to the owners of the parent divided by the weighted average
number of shares in issue during each period.

 

As the Group incurred a loss for the period, there is no dilutive effect from
the share options and warrants in issue or the shares issued after the
reporting date.

 

13.  EVENTS AFTER THE REPORTING DATE

 

In July 2025, Canmax Technologies Co., Ltd ("Canmax") elected to convert
£688,957.63 (US$938,755.14) of the accrued interest due under the Restated
and Amended Offtake and Prepayment Agreement ("Agreement") into 5,741,313,598
new ordinary shares in the Company, in accordance with the terms of the
Addendum to the Agreement as announced on 24 December 2024.

 

In July 2025, the Company issued 1,666,666,667 new ordinary shares in
settlement of accrued but unpaid interest amounting to £200,000 due on the
2023 loan advance made by George Roach to the Company as announced on 21 July
2023.

In August 2025, Premier concluded a direct equity raise of £1,380,000 before
expenses at an issue price of 0.023 pence per new ordinary share.

 

In September 2025, Canmax elected to convert further £272,378.20
(approximately US$368,337) of the accrued interest due under the Agreement
into 1,184,253,059 new ordinary shares in the Company, in accordance with the
terms of the Addendum to the Agreement as announced on 24 December 2024.

 

In September 2025, George Roach resigned from the board of Premier and Graham
Hill agreed to join the board of directors in an executive role as the
Managing Director.

 

 ENDS

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