Picture of Tungsten West logo

TUN Tungsten West News Story

0.000.00%
gb flag iconLast trade - 00:00
Basic MaterialsHighly SpeculativeMicro CapMomentum Trap

REG - Tungsten West PLC - Results for the year ended 31 March 2022

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220808:nRSH2308Va&default-theme=true

RNS Number : 2308V  Tungsten West PLC  08 August 2022

08 August 2022

 

Tungsten West Plc

 

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

Final Results for the year ended 31 March 2022,

Availability of Annual Report and Notice of Annual General Meeting

 

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

 

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

 

Financial Summary

 

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

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

 

Operational Summary

 

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

Seven Ore Sorters delivered in the UK.

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

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

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

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

 

 

Corporate Summary

 

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

 

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

 

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

 

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

 

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

 

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

 

Stephen Fabian stepped down from the Board in September 2021.

 

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

 

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

 

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

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

 

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

 

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

 

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

 

Enquiries

 

 Tungsten West                                                            Strand Hanson

 Mark Thompson                                                            (Nominated Adviser and Financial Adviser)

 Tel: +44 (0) 203 178 7385                                                James Spinney / James Dance / Abigail Wennington

                                                                          Tel: +44 (0) 207 409 3494
 Camarco                                                                  Hannam & Partners

 (Financial PR)                                                           (Joint Broker)

 Gordon Poole / Emily Hall                                                Andrew Chubb / Nilesh Patel

 Tel: +44(0) 20 3757 4980                                                 +44 (0)20 7907 8500

 Email: tungstenwest@camarco.co.uk (mailto:tungstenwest@camarco.co.uk)

                                                                          VSA Capital Group plc

                                                                          (Joint Broker)

                                                                          Andrew Raca / Andrew Monk

                                                                          +44 (0)20 3005 5000

Follow us on twitter @TungstenWest

 

CHAIRMAN'S STATEMENT

 

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

 

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

 

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

 

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

 

CORPORATE MILESTONES

 

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

 

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

 

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

 

OPERATIONAL MILESTONES

 

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

 

 

 

 

OUR TEAM

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

 

RESPECTING OUR COMMUNITY

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

RESPONSIBILITY TO THE ENVIRONMENT

 

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

 

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

 

MARKET OVERVIEW

 

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

 

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

 

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

 

OUTLOOK

 

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

 

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

 

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

 

 

 

Robert Ashley

Chairman

 

YEAR IN REVIEW

 

OUR FOCUS

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

THE MINING OPERATIONS

 

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

 

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

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

·      Lower power requirement for plant

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

 

THE MINERAL PROCESSING FACILITY

 

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

 

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

 

 Process                         Changes                                                                         Key benefits
 Primary crushing and screening  Direct tipping into modular crushing and screening plant, located outside the   Reduced capex, faster route to production, lower opex
                                 mineral processing facility
 Ore sorters                     Utilise minimum number of ore sorters, by optimising mass pull                  Reduce capex, less maintenance, lower power draw, less waste processed in the
                                                                                                                 plant
 Dense Media Separation          Streamline to run a smaller DMS circuit - bypass primary DMS and upgrade        Scalable at a later date if required, tried and tested equipment, lower capex
                                 secondary DMS and scavenger DMS
 Refinery                        Deploy wet magnetic separation technology (WHIMS) instead of the roasting kiln  Lower opex, lower diesel consumption, reduced emissions, higher overall
                                                                                                                 recovery.

 

 

AGGREGATES

 

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

 

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

 

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

 

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

 

FUND RAISING

 

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

 

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

 

 

ESG

 

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

 

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

 

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

 

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

 

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

 

 

OUR TEAM

 

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

 

LOOKING FORWARD

 

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

 

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

 

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

 

Mark E Thompson

Executive Vice Chairman

Tungsten West plc

Consolidated Statement of Comprehensive Income

Year Ended 31 March 2022

                                   Note  2022          Restated 2021

£
£
 Revenue                                 673,509       40,170

                                   5
 Cost of sales                           (4,028,123)   (3,202,134)
 Gross loss                              (3,354,614)   (3,161,964)
 Administrative expenses                 (7,998,774)   (3,736,495)
 Other operating income            6     4,237         3,612
 Other gains/(losses)              7     (846,373)     (24,301)
 Operating loss                    8     (12,195,524)  (6,919,148)
 Finance income                          120,002       112,005
 Finance costs                           (913,466)     (1,174,640)
 Net finance cost                  9     (793,464)     (1,062,635)
 Loss before tax                         (12,988,988)  (7,981,783)
 Income tax credit                 13    -             -
 Loss for the year                       (12,988,988)  (7,981,783)
 Total comprehensive loss                (12,988,988)  (7,981,783)
 Profit/(loss) attributable to:
 Owners of the Company                   (12,988,988)  (7,981,783)

                                         Pence         Pence
 Basic and diluted loss per share  14    (0.11)        (0.14)

The above results were derived from continuing operations.

 

 

Tungsten West plc

Consolidated Statement of Financial Position as at 31 March 2022
                                               Note    31 March      31 March

2022
2021

£
£
 Assets
 Non-current assets
 Property, plant and equipment                 15      8,469,610     4,367,271
 Right of use assets                           16      1,743,736     1,611,788
 Intangible assets                             17      4,993,254     4,919,853
 Deferred tax assets                           13      1,397,789     1,067,978
 Escrow funds receivable                       19      8,370,024     10,058,470
                                                       24,974,413    22,025,360
 Current assets
 Trade and other receivables                   20      3,827,509     544,297
 Inventories                                   22      156,944       -
 Cash and cash equivalents                     21      28,755,388    3,499,580
                                                       32,739,841    4,043,877
 Total assets                                          57,714,254    26,069,237
 Equity and liabilities                                                                57,387,223
 Equity
 Share capital                                 27      1,793,682     6,856
 Share premium                                         51,610,414    12,327,484
 Share option reserve                                  241,861       67,840
 Warrant reserve                                       1,408,730     754,586
 Retained earnings                                     (14,187,446)  (11,413,116)
 Equity attributable to owners of the Company          40,867,241    1,743,650
 Non-current liabilities
 Loans and borrowings                          24      1,440,630     11,728,780
 Provisions                                    25      9,526,485     9,964,824
 Deferred tax liabilities                      13      1,397,789     1,067,978
                                                       12,364,904    22,761,582
 Current liabilities
 Trade and other payables                      23      4,289,623     1,487,721
 Loans and borrowings                          24      192,486       76,284
                                                       4,482,109     1,564,005
 Total liabilities                                     16,847,013    24,325,587
 Total equity and liabilities                          57,714,254    26,069,237

Tungsten West plc

Consolidated Statement of Changes in Equity

Year Ended 31 March 2022

                                             Share capital  Share premium  Share option reserve  Warrant reserve  Retained earnings  Total

£
£
£
£
£
£
 At 1 April 2021                             6,856          12,327,484     67,840                754,586          (11,413,116)       1,743,650
 Total comprehensive income                  -              -              -                     -                (12,988,988)       (12,988,988)
 Capital reduction of share premium account  -              (10,000,000)   -                     -                10,000,000         -
 Issue of bonus shares                       752,513        (752,513)      -                     -                -                  -
 Conversion of convertible debt              359,352        10,421,208     -                     -                -                  10,780,560
 New share capital subscribed                674,961        40,310,822     -                     -                -                  40,985,783
 Issue of warrants                           -              (696,587)      -                     785,144          -                  88,557
 Exercise of warrants                        -              -              -                     (131,000)        131,000            -
 Issue of share options                      -              -              298,878               -                -                  298,878
 Forfeiture of share options                 -              -              (41,199)              -                -                  (41,199)
 Exercise of share options                   -              -              (83,658)              -                83,658             -
 At 31 March 2022                            1,793,682      51,610,414     241,861               1,408,730        (14,187,446)       40,867,241

 

 

Tungsten West plc

Consolidated Statement of Changes in Equity

Year Ended 31 March 2021

 

                               Share capital  Share premium  Share option reserve  Warrant reserve  Retained earnings  Total

£
£
£
£
£
£
 At 1 April 2020               5,139          5,991,124      4,896                 61,000           (3,431,333)        2,630,826
 Loss for the year             -              -              -                     -                (7,981,783)        (7,981,783)
 Total comprehensive income    -              -              -                     -                (7,981,783)        (7,981,783)
 New share capital subscribed  1,717          7,029,946      -                     -                -                  7,031,663
 Warrant issue                 -              (693,586)      -                     693,586          -                  -
 Issue of share options        -              -              62,944                -                -                  62,944
 At 31 March 2021              6,856          12,327,484     67,840                754,586          (11,413,116)       1,743,650

Tungsten West plc

Consolidated Statement of Cash Flows

Year Ended 31 March 2022

                                                             Note  2022          2021

£
£
 Cash flows from operating activities
 Loss for the year                                                 (12,988,988)  (7,981,783)
 Adjustments to cash flows from non-cash items
 Depreciation and amortisation                               8     209,233       170,506
 Impairment of property plant and equipment                  8     -             79,478
 Fair value losses on Escrow account                               1,783,221     -
 Fair value gains on restoration                                   (786,849)     -
 Finance income                                              9     (120,002)     (112,005)
 Finance costs                                               9     913,466       1,174,640
 Share based payment transactions                                  174,021       62,944
 Founder incentives                                                (149,999)     -
 Income tax expense                                          13    -             -
                                                                   (10,965,897)  (6,606,220)
 Working capital adjustments
 (Increase) in trade and other receivables                   20    (3,283,213)   (147,786)
 Increase/(decrease) in trade and other payables             23    2,952,165     759,352
 (Increase)/decrease in inventories                                (156,944)     -
 Net cash outflow from operating activities                        (11,453,889)  (5,994,654)
 Cash flows from investing activities
 Interest received                                           9     1,134         2,707
 Acquisitions of property plant and equipment                15    (4,203,803)   (135,437)
 Acquisitions of Intangibles                                       (80,000)      -
 Net cash outflows from investing activities                       (4,282,669)   (132,730)
 Cash flows from financing activities
 Interest paid                                               9     (4,955)       (66,591)
 Proceeds from issue of ordinary shares, net of issue costs        41,021,204    7,031,663
 Proceeds from the exercise of warrants                            126,577       -
 Proceeds from the exercise of share options                       3,472         -
 Payments to lease liabilities                                     (153,932)     (59,987)
 Net cash inflows from financing activities                        40,992,366    6,905,085
 Net increase in cash and cash equivalents                         25,255,808    777,701
 Cash and cash equivalents at 1 April                              3,499,580     2,721,879
 Cash and cash equivalents at 31 March                             28,755,388    3,499,580

Tungsten West plc

Notes to the Consolidated Financial Statements

Year Ended 31 March 2022

 1  General information

Tungsten West plc ("the Company") is a public limited Company, incorporated in
England and Wales and domiciled in the United Kingdom.

The address of its registered office is:

Shakespeare Martineau LLP

6th Floor

60 Gracechurch Street

London

EC3V 0HR

United Kingdom

 

The principal place of business is:

Hemerdon Mine

Drakelands

Plympton

Devon

PL7 5BS

 2  Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these
financial statements are set out below. These policies have been consistently
applied to all the years presented, unless otherwise stated.

Basis of preparation

The Group financial statements have been prepared in accordance with
International Accounting Standards as adopted in the United Kingdom ("UK
adopted IAS") and those parts of the Companies Act 2006 that are applicable to
companies which apply UK adopted IAS. The Group previously applied EU adopted
IFRS however there are no adjustments required on transition to UK adopted
IAS.

The financial statements are presented in Sterling, which is the functional
currency of the Group and Company.

Going concern

The Group is still in the pre-production phase of operations and meets its day
to day working capital requirements by utilising cash reserves from investment
made in the Group. In October 2021, the Group raised £36 million by way of an
initial public offering and at the year-end, had £28.8 million in cash
reserves and £22 million at the date of signing.

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

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

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

·      Model 1 - Capital build basis

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

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

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

·      Model 2 - Operational readiness basis

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

·      Model 3 - Care and maintenance basis

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

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

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

Basis of consolidation

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

A subsidiary is an entity controlled by the Company. Control is achieved where
the Company has the power to govern the financial and operating policies of an
entity so as to obtain benefits from its activities. Accounting policies of
subsidiaries have been changed where necessary to ensure consistency with the
policies adopted by the Group.

The purchase method of accounting is used to account for business combinations
that result in the acquisition of subsidiaries of the Group. The cost of a
business combination is measured as the fair value of the assets given, equity
instruments issued and liabilities incurred or assumed as at the date of
exchange. Identifiable assets acquired and liabilities and contingent
liabilities assumed in a business combination are measured initially at their
fair values at the acquisition date, including deferred tax if required. Any
excess of the cost of the business combination over the acquirer's interest in
the net fair value of the identifiable assets, liabilities and contingent
liabilities is recognised as goodwill.

Changes in accounting policy

None of the standards, interpretations and amendments effective for the first
time from 1 April 2021 have had a material effect on the financial statements.

Restated Profit and Loss

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

Revenue recognition

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

Tax

Income tax expense consists of the sum of current tax and deferred tax.

Current tax is based on taxable profit for the year. Taxable profit differs
from profit as reported for accounting purposes because of items of income or
expense that are taxable or deductible in other years and items that are never
taxable or deductible.

Current tax is calculated using tax rates that have been enacted or
substantively enacted by the end of the reporting period. A provision is
recognised for tax matters that are uncertain if it is considered probable
that there will be a future outflow of funds to a tax authority. The provision
is measured at the best estimate of the amount expected to become payable. The
assessment is based on the judgement of tax professionals within the Company

Deferred tax liabilities are generally recognised for all taxable temporary
differences and deferred tax assets are recognised to the extent that it is
probable that taxable profits will be available against which deductible
temporary differences can be utilised. Such assets and liabilities are not
recognised if the temporary difference arises from the initial recognition of
goodwill or from the initial recognition (other than in a business
combination) of other assets and liabilities in a transaction that affects
neither the taxable profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting date
and reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be
recovered. Deferred tax is calculated at the tax rates that are expected to
apply in the period when the liability is settled or the asset is realised
based on tax laws and rates that have been enacted or substantively enacted at
the reporting date.

The Group intends to submit research and development tax credit claims. The
Group accounts for a claim at the point it considers the claim to be
unchallenged by HMRC.

Property, plant and equipment

Land and buildings are stated at the cost less any depreciation or impairment
losses subsequently accumulated (cost model). Land and buildings have been
uplifted to fair value on consolidation.

Plant and equipment is stated in the statement of financial position at cost,
less any subsequent accumulated depreciation and subsequent accumulated
impairment losses.

The asset under construction relates to costs incurred to the upgrade the
mineral processing facility and in accordance with IAS16, have capitalised
costs if it is probable that future economic benefits associated with the item
will flow to the entity and the cost can be measured reliably.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land
and assets under construction over their estimated useful lives, as follows:

 Asset class                          Depreciation method and rate
 Land                                 None
 Building                             2% Straight Line
 Furniture, fittings and equipment    5% - 20% Straight Line
 Plant, machinery and other property  20% Straight Line
 Motor vehicles                       33% Straight Line
 Computer equipment                   33% Straight Line

Goodwill

Goodwill is recognised at cost and reviewed for impairment annually.

Intangible assets

Contractual mining rights as set out in the mining lease are recognised as a
separate intangible asset on consolidation under IFRS3.

The mining rights are subject to amortisation over the useful life of the mine
which is 23 years. Amortisation will be charged from the date the mine is
brought into use.

Software is amortised on a straight line basis using a rate of 33%.

Right-of-use asset

Right-of-use assets consist of a lease for the Hemerdon Mine and three
property leases under IFRS 16. These assets are depreciated over the shorter
of the lease term and the useful life of the underlying asset. Depreciation
starts at the commencement date of the lease.

 

Research and development activities

All research costs are expensed. Costs related to the development of products
are capitalised when they meet the following conditions:

(i) It is technically feasible to complete the development so that the product
will be available for use or sale.

(ii) It is intended to use or sell the product being developed.

(iii) The Group is able to use or sell the product being developed.

(iv) It can be demonstrated that the product will generate probable future
economic benefits.

(v) Adequate technical, financial and other resources exist so that product
development can be completed and the product subsequently used or sold.

(vi) Expenditure attributable to the development can be reliably measured.

All other development expenditure is recognised as an expense in the period in
which it is incurred.

Capitalised development costs are stated at cost less accumulated amortisation
and accumulated impairment losses (cost model). Amortisation is recognised
using the straight-line basis and results in the carrying amount being
expensed in profit or loss over the estimated useful lives which range from 5
to 15 years.

Exploration for and evaluation of mineral resources

Costs relating to the exploration for and evaluation on mineral resources are
expensed.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other
short-term highly liquid investments that are readily convertible to a known
amount of cash and are subject to an insignificant risk of changes in value.

Trade receivables

Trade and other receivables where payment is due within one year do not
constitute a financing transaction and are recorded at the undiscounted amount
expected to be received, less attributable transaction costs. Any subsequent
impairment is recognised as an expense in profit or loss.

All trade and other receivables are subsequently measured at amortised cost,
net of impairment.

Escrow funds

These funds are held with a third party to be released to the Group as it
settles its obligation to restore the mining site once operations cease. The
debtor has been discounted to present value assuming the funds will be
receivable in 24 years' time which assumes 1 year of set up and 23 year useful
life of mining operations.

Trade payables

Trade and other payables are initially recognised at fair value less
attributable transaction costs. They are subsequently measured at amortised
cost.

Convertible debt

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

Provisions

Provisions are recognised when the Group has a present obligation (legal or
constructive) as a result of a past event, it is probable that the Group will
be required to settle that obligation and a reliable estimate can be made of
the amount of the obligation.

Provisions are measured at the directors' best estimate of the expenditure
required to settle the obligation at the reporting date and are discounted to
present value where the effect is material.

This includes a provision for the obligation to restore the mining site once
mining ceases.

Leases

At inception of the contract, the Group assesses whether a contract is, or
contains, a lease. It recognises a right-of-use asset and a corresponding
lease liability with respect to all material lease arrangements in which it is
the lessee. The right-of-use assets and the lease liabilities are presented as
separate line items in the statement of financial position.

The lease liability is initially measured at the present value of the lease
payments that are not paid at the commencement date, discounted by using the
rate implicit in the lease. If this rate cannot be readily determined, the
Group uses its incremental borrowing rate. It is subsequently measured by
increasing the carrying amount to reflect interest on the lease liability
(using the effective interest method) and by reducing the carrying amount to
reflect the lease payments made.

Short term or low value leases, in accordance with the available exemption in
IFRS16, are not capitalised on the statement of financial position and instead
recognised as an expense, on a straight line or other systematic basis.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at
the fair value of the cash or other resources received or receivable, net of
the direct costs of issuing the equity instruments. If payment is deferred and
the time value of money is material, the initial measurement is on a present
value basis.

Share options

Share options granted to shareholders classified as equity instruments are
accounted for at the fair value of cash received or receivable. Share options
granted to shareholders which represent a future obligation for the Company
outside of its control are recognised as a financial liability at fair value
through profit and loss.

Share options granted to employees are fair valued at the date of grant with
the cost recognised over the vesting period. If the employee is employed in a
subsidiary Company the cost is added to the investment value, in the financial
statements of the parent, and the expense recognised in staff costs in the
statements of the subsidiary.

Warrants issued in return for a service are classified as equity instruments
and measured at the fair value of the service received. Where the service
received relates to the issue of shares the cost is debited against the
proceeds received in share premium.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions
are paid into a separate entity and has no legal or constructive obligations
to pay further contributions if the fund does not hold sufficient assets to
pay all employees the benefits relating to employee service in the current and
prior periods.

For defined contribution plans contributions are paid publicly or privately
administered pension insurance plans on a mandatory or contractual basis. The
contributions are recognised as employee benefit expense when they are due. If
contribution payments exceed the contribution due for service, the excess is
recognised as an asset.

Financial instruments

Initial recognition

Financial assets and financial liabilities comprise all assets and liabilities
reflected in the statement of financial position, although excluding property,
plant and equipment, intangible assets, deferred tax assets, prepayments,
deferred tax liabilities and the mining restoration provision.

The Group recognises financial assets and financial liabilities in the
statement of financial position when, and only when, the Group becomes party
to the contractual provisions of the financial instrument.

Financial assets are initially recognised at fair value. Financial liabilities
are initially recognised at fair value, representing the proceeds received net
of premiums, discounts and transaction costs that are directly attributable to
the financial liability.

All regular way purchases and sales of financial assets and financial
liabilities classified as fair value through profit or loss ("FVTPL") are
recognised on the trade date, i.e., the date on which the Group commits to
purchase or sell the financial assets or financial liabilities. All regular
way purchases and sales of other financial assets and financial liabilities
are recognised on the settlement date, i.e., the date on which the asset or
liability is received from or delivered to the counterparty. Regular way
purchases or sales are purchases or sales of financial assets that require
delivery within the time frame generally established by regulation or
convention in the marketplace.

Subsequent to initial measurement, financial assets and financial liabilities
are measured at either amortised cost or fair value.

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

Derecognition

Financial assets

The Group derecognises a financial asset when:

-     the contractual rights to the cash flows from the financial asset
expire

-     it transfers the right to receive the contractual cash flows in a
transaction in which substantially all of the risks and rewards of ownership
of the financial asset are transferred; or

-     the Group neither transfers nor retains substantially all of the
risks and rewards of ownership and it does not retain control of the financial
asset.

On derecognition of a financial asset, the difference between the carrying
amount of the asset and the sum of the consideration received is recognised as
a gain or loss in the profit or loss.

Financial liabilities

The Group derecognises a financial liability when its contractual obligations
are discharged, cancelled, or expire.

Significant accounting estimates and judgements

The preparation of the financial statements requires management to make
estimates and judgements that affect the reported amounts of certain financial
assets, liabilities, income and expenses.

The use of estimates and judgements is principally limited to the
determination of provisions for impairment and the valuation of financial
instruments as explained in more detail below:

Significant accounting judgement

Impairment of non-current assets

To consider the impairment of the Group's non-current assets, Management have
calculated a  value in use of the Group's cash-generating unit which
comprises the Hemerdon Mine. This was  determined using a discounted cashflow
approach, supported by project cash-flow forecasts prepared by management.

The previous model under the Bankable Feasibility Study has been adapted to
reflect the changes in inputs and assumptions as a result of the project
re-evaluation. (BFS). The inputs and key assumptions that were used in the
determination of value in use were discount rate, metal prices, metal
recoveries and foreign exchange.

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

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

 

Capitalisation of Research and development costs

Directors have reviewed any costs relating to evaluating the technical
feasibility of processing the extracted tungsten ore and have expensed these
costs in line with the current policy. Directors have also reviewed Research
and development costs and concluded that these costs fail to meet to criteria
set out in IAS 38 for the capitalisation of development costs as they still
consider that they are in the research phase. The Group will commence
capitalisation of development costs at the point when available finance has
been secured to complete the project in accordance with IAS 38. Development
costs that are capitalised in accordance with the requirements of IFRS are not
treated, for dividend purposes, as a realised loss. The group has currently
capitalised no research and development costs in accordance with IAS38. The
group has only capitalised costs associated with the tangible improvement and
installation of property, plant and equipment under IAS16.

 

Capitalisation of asset under construction costs

Directors have reviewed any costs relating to the upgrade of the mineral
processing facility in accordance with IAS16 and have capitalised costs if it
is probable that future economic benefits associated with the item will flow
to the entity and the cost can be measured reliably. At the year end, £3.9m
(2021: £Nil) of costs have been capitalised.

 

Founder options

The directors consider the non-EMI portion of the founder options meet the
definition of equity in the financial statements of the Group on the basis
that the 'fixed for fixed' condition is met and that they were awarded to
shareholders relating to investing in the share capital of the Group. The
accounting treatment has been applied in accordance with IAS 32, which
requires initial recognition at fair value less costs.  As there was no
consideration received at inception, the value of the options are nil. When
exercised the shares are recognised at option price.

 

Key sources of estimation uncertainty

Restoration Provision

The restoration provision is the contractual obligation to restore the mining
site back to its original state once mining ceases. The provision is equal to
the expected outflows that will be incurred at the end of the mine's useful
life discounted to present value. As the restoration work will predominantly
be completed at the end of the mine's useful life, these calculations are
subject to a high degree of estimation uncertainty. The key assumptions that
would lead to significant changes in the provision  are the discount rate,
useful life of the mine and the estimate of the restoration costs.

A 1% change in the discount rate on the Group's restoration estimates would
result in an impact of £1.9m (2021: £1.8m) on the restoration provision. A
5% change in cost on the Group's restoration estimates would result in an
impact of £0.5m (2021: £0.5m) on the provision for restoration.

 

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

 

Escrow Account

These are funds being held under escrow with a third party and will be
released back to the Company on the cessation of mining once restoration works
have been completed.

The key assumptions that would lead to significant changes in the escrow
account fair value  are the discount rate and the useful life of the mine

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

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

 

Discount Rates

The Group has had to assess reasonable discount rates based on market factors
to use under IFRS. These discount rates have been used on the Right-of-use
assets, Escrow funds and the Restoration provision. The discount rate on the
Right-of-use asset is the rate for an equivalent debt instrument. The Escrow
funds are discounted at the yield on an equivalent long-term UK government
bond. The Restoration provision is discounted at the risk free rate plus a
premium based on the specific risk associated with this liability.

The UK risk free rate increased over the financial year to 2.0% (2021: 1.1%).

 3  Financial Risk Management

Group

This note presents information about the Group's exposure to financial risks
and the Group's management of capital.

Credit risk

In order to minimise credit risk, the Group has adopted a policy of only
dealing with creditworthy counterparties (banks and debtors) and it obtains
sufficient collateral, where appropriate, to mitigate the risk of financial
loss from defaults. The most significant credit risk relates to customers that
may default in making payments for goods they have purchased.

To date the Group has only made a small number of sales and therefore the
credit risk exposure has been low

Liquidity risk

The directors regularly monitor forecast and actual cash flows and to match
the maturity profiles of financial assets and liabilities to ensure proper
liquidity risk management for the day to day working capital requirements.

In the view of the directors, the key risk to liquidity is raising the
additional capital required to meet its estimate capex spend. The Group's
continued future operations depend on the ability to raise sufficient capital
through the issue of debt. At present is does not have sufficient capital to
fund its estimated capex spend therefore the is a liquidity risk which would
result in the Group having to pause its future operations were it to not raise
the necessary capital. At present, the Group is in discussions with financing
partners to provide this additional capital.

Market risk

Interest Rate Risk

The Group is exposed to interest rate risk through the impact of rate changes
on interest-bearing borrowings. The interest rates and terms of repayment are
disclosed in note 18 to the financial statements. The Company's policy is to
obtain the most favourable interest rates available for all liabilities.
Except as outlined above, the Group has no significant interest-bearing assets
and liabilities.

Foreign Exchange Risk

The Group in the future will also be exposed to exchange rate risk on the
basis that tungsten prices are principally denominated in USD. The Group will
seek to manage this risk through the supply contracts it agrees with future
customers.

The Group does not use any derivative instruments to reduce its economic
exposure to changes in interest rates or foreign currency exchange rates at
the current time.

Price Risk

The Group is exposed to the price fluctuation of its primary products being
tungsten and tin. Given the Group is current in the development phase and is
not yet producing any revenue, the costs of managing exposure to commodity
price risk exceed any potential benefits. The Directors monitor this risk on
an ongoing basis and will review this as the group moves towards production.

Inflation Risk

The Group is exposed to inflationary pressures that impact the core materials
required for the operations, mainly being reagents, power and diesel costs.
The Directors monitor this risk on an ongoing basis and will review this as
the group moves towards production.

 

 4  Operating Segments

The Chief Economic Decision Maker of the Group is the Board of Directors who
consider that the Group is comprised of one operating segment representing the
Group's mining activities at the Hemerdon Mine.

All operations and assets are located in the United Kingdom and all revenues
are originated in the United Kingdom.

Revenue from customers accounting for 10% or more of Group revenue was as
follows

             2022     2021

£
£
 Customer A  384,000  -
 Customer B  83,000   -
 Customer C  144,000  -

 

 5  Revenue from contracts with customers

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

                2022     2021

£
£
 Tungsten       232,940  13,220
 Aggregates     440,569  26,950
 Sale of goods  673,509  40,170

 

 6 Other income

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

                             2022      2021

£
£
 Sale of scrap metal         4,327     -
 Sub lease rental income     -         3,612

 7             Other gains and losses

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

                                                                                                                                         2022         2021

£
£
 Gain on restoration provision due to                                                                                                    786,849      -

 change in discount rate
 Loss on escrow account due to change in discount                                                                                        (1,783,221)  -
 rate
 Gains/(losses) on founder share                                                                                                         149,999      (24,301)
 incentives
 Other gains and losses                                                                                                                  (846,373)    (24,301)

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

 8                                                                   Operating profit

Arrived at after charging/(crediting)

                                                2022       2021

£
£
 Depreciation of property, plant and equipment  101,464    82,729
 Depreciation of right of use assets            101,169    87,777
 Impairment of property, plant and equipment    -          79,478
 Amortisation of intangibles                    6,599      -
 Staff costs                                    2,465,924  1,831,050

 

 9                         Finance income and costs
                                                     2022       2021

£
£
 Finance income
 Interest income on the escrow funds receivable      94,775     112,005
 Other interest income                               1,134      -
 Foreign exchange gains                              24,093     -
                                                     120,002    112,005
 Finance costs
 Interest expense on other financing liabilities     (556,558)  (830,431)
 Interest cost on the restoration provision          (348,507)  (344,209)
 Other interest                                      (1,133)    -
 Bank charges                                        (3,823)    -
 Foreign exchange losses                             (3,445)    -
 Total finance costs                                 (913,466)  (1,174,640)
 Net finance costs                                   (793,464)  (1,062,635)

 

 10  Staff costs

 

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

                                             2022       2021

£
£
 Wages and salaries                          2,114,626  1,649,726
 Social security costs                       234,915    118,725
 Pension costs, defined contribution scheme  116,383    62,599
                                             2,465,924  1,831,050

 

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

                                                   2022  2021

No.
No.
 Project, maintenance, administration and support  52    29
 Directors                                         6     5
                                                   58    34

 11  Directors' remuneration

The directors' remuneration for the year was as follows:

                          2022     2021

£
£
 Remuneration             524,125  332,000
 Pension contribution     13,974   -
 Benefits in kind         7,483    -
 Total cash remuneration  545,582  332,000
 Share based payment      182,997  -
 Total Remuneration       728,579  332,000

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

Remuneration by each director is as follows:

                    2022                                                                                        2022                                                  2022                                              2022

£
£
£
£
                    Salary                                                                                      Pension                                               Benefits                                          Share based payment
 Francis Johnstone                                                                                                                    -                                                     -                                                 -
                    24,000
 Stephen Fabian                                                                                                                       -                                                     -                                                 -
                    18,000
 Richard M Maxey                                                                                                                      -                                                     -                                                 -
                    24,000
 Max Denning**                                                                                                  8,500                                                 6,256                                             163,046
                    170,000
 Mark Thompson                                                                                                   -                                                     -                                                 -
                    132,500
 Nigel Widdowson                                                                                                                      4,856                           1,227                                             19,951
                    97,115
 Robert Ashley                                                                                                                        -                                                     -                                                 -
                    23,333
 David Cather                                                                                                                        73                                                     -                                                 -
                    17,013
 Grace Stevens                                                                                                                        545                                                   -                                                 -
                    18,164
                    524,125                                                                                     13,974                                                7,483                                             182,997

 

** Denotes the highest paid director

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

The share based payment is an IFRS2 cost charged for options issued. No cash
benefit is received by the Directors. No director exercised any options during
the year. Please see note 28 for more information.

 

 

                    2021                                                                                  2021                                                                                                            2021

£
£
£
                    Salary                                                                                Pension                                                                                                         Benefits
 Francis Johnstone
                    36,000                                                                                -                                                                                                               -
 Stephen Fabian
                    20,000                                                                                -                                                                                                               -
 Richard M Maxey
                    6,000                                                                                                                       -                                                                         -
 Max Denning
                    120,000                                                                               -                                                                                                               -
 Mark Thompson**
                    150,000                                                                               -                                                                                                               -
 Nigel Widdowson     -
                                                                                                          -                                                                                                               -
 Robert Ashley       -
                                                                                                          -                                                                                                               -
 David Cather        -
                                                                                                          -                                                                                                               -
 Grace Stevens       -
                                                                                                          -                                                                                                               -
                    332,000                                                                               -                                                                                                               -

 

 

 

** Denotes the highest paid director

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

 

 12                       Auditors' remuneration
                                                   2022      2021

£
£
 Audit of these financial statements               54,000    19,700
 Other fees to auditors
 Audit-related assurance services                  85,000    14,300
 Auditor's remuneration - Accounts preparation     10,500    6,000
                                                   95,500    20,300

 

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

 

 13  Income tax

Tax charged/(credited) in the income statement

                                                                 2022  2021

£
£
 Deferred taxation
 Arising from origination and reversal of temporary differences  -     -

 

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

                                                                                2022          2021

£
£
 Loss before tax                                                                (12,988,988)  (7,981,783)
 Corporation tax at standard rate                                               (2,467,908)   (1,516,539)
 Increase from effect of expenses not deductible in determining taxable profit  90,608        48,964
 (tax loss)
 Income not taxable                                                             (24,709)
 Decrease (increase) from tax losses for which no deferred tax asset was        2,402,009     1,467,575
 recognised
 Total tax credit                                                               -             -

 

Deferred tax

Group

 2022
                             Intangibles                                             Tangibles                            Losses                        Other                  Total
                             £                                                       £                                    £                             £                      £
 At 1 April 2021             730,423                                                 337,554                              (1,020,857)                   (47,120)               -
 Charged to profit and loss                          230,660                                        99,152                          (376,932)                   47,120                                 -
 At 31 March 2022                                    961,083                                      436,706                        (1,397,789)            -                                              -

 

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

 

 

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

 

 13  Income tax continued

 

 2021
                             Intangibles                                 Tangibles                                   Losses                                          Other                                        Total
                             £                                           £                                           £                                               £                                            £
 At 1 April 2020             730,423  343,211  (1,026,514)  (47,120)  -  343,211  343,211  (1,026,514)  (47,120)  -  (1,026,514)  343,211  (1,026,514)  (47,120)  -  (47,120)  343,211  (1,026,514)  (47,120)  -  -  343,211  (1,026,514)  (47,120)  -
 Charged to profit and loss  -                                           (5,657)                                     5,657                                           -                                            -
 At 31 March 2021            730,423                                     337,554                                     (1,020,857)                                     (47,120)                                     -

 343,211  343,211  (1,026,514)  (47,120)  -

 (1,026,514)  343,211  (1,026,514)  (47,120)  -

 (47,120)  343,211  (1,026,514)  (47,120)  -

 -  343,211  (1,026,514)  (47,120)  -

Charged to profit and loss

-

(5,657)

5,657

-

-

At 31 March 2021

730,423

337,554

(1,020,857)

(47,120)

-

 

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

 

 14  Basic and diluted loss per share

Basic and diluted loss per share is calculated as follows:

                                             2022          2021

£
£

 Loss for the year                           (12,988,988)  (7,981,783)

 Weighted average number of shares in issue  119,017,666   55,993,256

 Basic and diluted loss per share            (0.11)        (0.14)

 

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

The diluted loss per share calculations exclude the effects of share options,
warrants and convertible debt on the basis that such future potential share
transactions are anti-dilutive. Information on share options and warrants is
disclosed in note 27.

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

 

 15  Property, plant and equipment

Group

 

                      Land and buildings  Furniture, fittings and equipment  Computer equipment £   Motor vehicles  Other property, plant and equipment  Assets under construction  Total

£
£
£
£

£
                                                                                                                                                         £
 Cost or valuation
 At 1 April 2020      4,416,300           -                                  -                      -               -                                    -                          4,416,300
 Additions            -                   34,289                             -                      8,740           92,408                               -                          135,437
 At 31 March 2021     4,416,300           34,289                             -                      8,740           92,408                               -                          4,551,737
 Additions            30,450              25,279                             171,420                -               72,106                               3,904,548                  4,203,803
 Reclassifications    -                   (32,241)                           -                      -               32,241                               -                          -
 At 31 March 2022     4,446,750           27,327                             171,420                8,740           196,755                              3,904,548                  8,755,540
 Depreciation
 At 1 April 2020      22,259              -                                  -                      -               -                                    -                          22,259
 Charge for year      66,776              1,516                              -                      2,163           12,274                               -                          82,729
 Impairment           79,478              -                                  -                      -               -                                    -                          79,478
 At 31 March 2021     168,513             1,516                              -                      2,163           12,274                               -                          184,466
 Charge for the year  67,284              1,271                              9,932                  2,884           20,093                               -                          101,464
 Reclassifications    -                   (1,209)                            -                      -               1,209                                -                          -
 At 31 March 2022     235,797             1,578                              9,932                  5,047           33,576                               -                          285,930
 Carrying amount

 At 31 March 2022     4,210,953           25,749                             161,488                3,693           163,179                              3,904,548                  8,469,610
 At 31 March 2021     4,247,787           32,773                             -                      6,577           80,134                               -                          4,367,271
 At 1 April 2020      4,394,041           -                                  -                      -               -                                    -                          4,394,041

 

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

Impairment

Land and buildings

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

 

 

 16          Leases
                         Property   Total

£
£
 Cost or valuation
 At 1 April 2020         1,667,951  1,667,951
 Additions               54,116     54,116
 At 31 March 2021        1,722,067  1,722,067
 At 1 April 2021         1,722,067  1,722,067
 Additions               233,117    233,117
 At 31 March 2022        1,955,184  1,955,184
 Depreciation
 At 1 April 2020         22,502     22,502
 Charge for year         87,777     87,777
 At 31 March 2021        110,279    110,279
 At 1 April 2021         110,279    110,279
 Charge for the year     101,169    101,169
 At 31 March 2022        211,448    211,448
 Carrying amount
 At 31 March 2022        1,743,736  1,743,736
 At 31 March 2021        1,611,788  1,611,788

 

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

 16  Leases continued

Lease liabilities

 2022                  Future lease payments  Discount     Lease liability

£
£
£
 Within one year        282,507               (90,021)      192,486
 In two to five years   457,214               (313,511)     143,703
 In over five years     2,568,335             (1,271,408)   1,296,927
                        3,308,056             (1,674,940)   1,633,116

 

 

 2021                  Future lease payments  Discount     Lease liability

£
£
£
 Within one year       148,231                (71,947)     76,284
 In two to five years  442,680                (321,759)    120,921
 In over five years    2,665,907              (1,369,888)  1,296,019
                       3,256,818              (1,763,594)  1,493,224

 

The lease liabilities are presented as follows:

                          31 March     31 March

2022
2021

£
£
 Current liabilities       192,486     76,284
 Non-current liabilities   1,440,630   1,416,940
                           1,633,116   1,493,224

 

 17  Intangible assets

Group

                                              Goodwill          Mining rights     Software          Total

£
£
£
£
 Cost
 At 01 April 2020                             1,075,520         3,844,333         -                 4,919,853
 At 1 April 2021                              1,075,520         3,844,333         -                 4,919,853
 Additions                                    -                 -                 80,000            80,000
 At 31 March 2022                             1,075,520         3,844,333         80,000            4,999,853

 Amortisation
 At 01 April 2020                             -                 -                 -                 -
 At 1 April 2021                              -                 -                 -                 -
 Amortisation charged to the profit and loss  -                 -                 6,599             6,599
 At 31 March 2022                             -                 -                 6,599             6,599

 Carrying amount
 At 31 March 2022                             1,075,520         3,844,333         73,401            4,993,254
 At 31 March 2021                             1,075,520         3,844,333         -                 4,919,853
 At 31 March 2020                             1,075,520         3,844,333         -                 4,919,853

 The carrying amount of intangible assets which is considered as having an                                            -  80,000  80,000
 indefinite useful life is £1,075,520. The whole balance is attributable to
 goodwill.

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

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

Impairment

The value in use of the Group's cash-generating unit which comprises the
Hemerdon Mine was determined using a discounted cash flow approach, supported
by project cash-flow forecasts prepared by management. The previous model
under the Bankable Feasibility Study has been adapted to reflect the changes
in inputs and assumptions as a result of the project re-evaluation. (BFS). The
following inputs and key assumptions were used in the determination of value
in use:

                                         2022       2021
 Discount rate                           5%         5%
 Expected duration of mining activities  23 years   23 years
 Tungsten grade                          0.19-0.20  0.19-0.20
 Tungsten metal price                    $340       $275-$330
 Foreign exchange rate                   1.22       1.38

 

Management have prepared a sensitised NPV calculation which under the updated
project plans, calculated a value in excess of the carrying amount of the
group's assets, The underlying assumptions that were stress tested include the
discount rate, FX and metal price. Management were satisfied in the
recoverability of the Group's assets and no impairment is required.

 

 18  Investments

Group subsidiaries

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

 Name of subsidiary               Principal activity              Registered office              Proportion of ownership interest and voting rights held  2021

2022
 Drakelands Restoration Limited*  Mining of tungsten and tin      Shakespeare Martineau LLP      100%                                                     100%

6th Floor

60 Gracechurch Street London

United Kingdom

EC3V0HR

                                                                  England and Wales
 Tungsten West Services Limited*  Provision of services to Group  Shakespeare Martineau LLP      100%                                                     100%

6th Floor

60 Gracechurch Street London

United Kingdom

EC3V0HR

                                                                  England and Wales
 Aggregates West Limited*         Sales of aggregates             Shakespeare Martineau LLP      100%                                                     100%

6th Floor

60 Gracechurch Street London

United Kingdom

EC3V0HR

                                                                  England and Wales

* indicates direct investment of Tungsten West plc in the subsidiary

 

 

 19       Escrow funds

                             31 March   31 March

2022
2021

£
£
 Non-current financial assets
 Escrow funds                8,370,024  10,058,470

 

These are funds being held under escrow with a third party and will be
released back to the Group on the cessation of mining once restoration works
have been completed. The funds have been discounted to present value over the
expected useful life of the mine plus two years start up. During the year, the
discount rate was revised to 2.0% (2021: 1.1%) resulting in a loss of
£1,783,221 (2021: £nil). The actual funds held in the escrow account at year
end were £13,203,139 (2021: £13,201,256).

 20         Trade and other receivables

                                       31 March   31 March

2022
2021

£
£
 Trade receivables                     153,390    34,675
 Deposits                              2,340,738  -
 Prepayments                           1,018,274  15,841
 Other receivables                     315,107    493,781
                                       3,827,509  544,297

 

The average credit period on sales of goods is 30 days. No interest is charged
on outstanding trade receivables. The carrying amount of trade and other
receivables approximates the fair value.

As the Group is in the early phases of operations and making a few minor
sales, bad debt is being considered on customer by customer basis. No
irrecoverable debts were identified as at year end.

 

 21                        Cash and cash equivalents

                                                                     31 March    31 March

2022
2021

£
£
 Cash at bank                                                        28,755,388  3,499,580

 22 Inventories
                                                                     31 March    31 March

2022
2021

£
£
 Inventories                                                         156,944     -

 23                        Trade and other payables

                                                                     31 March    31 March

2022
2021

£
£
 Trade payables                                                      694,320     491,871
 Accrued expenses                                                    3,383,300   295,020
 Social security and other taxes                                     147,927     58,220
 Outstanding defined contribution pension costs                      30,960      12,611
 Other payables                                                      33,116      629,999
                                                                     4,289,623   1,487,721

 

Trade payables and accruals comprise amounts outstanding for trade purchases
and ongoing costs. The average credit period for trade purchases is 45 days
(2021 - 45 days). No interest is charged on overdue amounts.

The carrying amount of trade and other payables approximates the fair value.

 

 24         Loans and borrowings

                                     31 March   31 March

2022
2021

£
£
 Non-current loans and borrowings
 Lease liabilities                   1,440,630  1,416,940
 Convertible debt                    -          10,311,840
                                     1,440,630  11,728,780

                                     31 March   31 March

2022
2021

£
£
 Current loans and borrowings
 Lease liabilities                   192,486    76,284

Convertible bonds

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

Movement in liability

                             31 March      31 March

2022
2021

£
£
 Brought forward             10,311,840    9,548,000
 Interest expense            468,720       763,840
 Converted to equity shares  (10,780,560)  -
                             -             10,311,840

 

 25  Provisions

Group

                                                                      Restoration provision  Total

£
£
 At 1 April 2021                                                      9,964,824              9,964,824
 Change in inflation and discount rate                                (786,849)              (786,849)
 Increase (decrease) due to passage of time or unwinding of discount  348,510                348,510
 At 31 March 2022                                                     9,526,485              9,526,485
 Non-current liabilities                                              9,526,485              9,526,485

 

This provision is for the obligation to restore the mine to its original state
once mining operations cease discounted back to present value based on the
estimated life of the mine. Prior to discounting the Directors estimate the
provision at current costs to be £13,201,256 (2021: £13,201,256).

The provision has been discounted using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific
to the asset. The ultimate costs to restore the mine are uncertain, and cost
estimates can vary in response to many factors, including estimates of the
extent and costs of rehabilitation activities, technological changes,
regulatory changes, cost increases as compared to the inflation rates and
changes in discount rates.

Management has considered these risks and used a discount rate of 4% (2021:
3.5%), an inflation rate of 2.5-7% (2021: 2%) and an estimated mining period
of 1 year set up and 23 years mining (2021 - 25 years). At the reporting date
these assumptions represent managements best estimate of the present value of
the future restoration costs.

 

 26  Pension and other schemes

Defined contribution pension scheme

The Group operates a defined contribution pension scheme. The pension cost
charge for the year represents contributions payable by the Group to the
scheme and amounted to £116,383 (2021 - £62,599).

Contributions totalling £30,960 (2021 - £12,611) were payable to the scheme
at the end of the year and are included in creditors.

 

 27  Share capital

Allotted, called up and fully paid shares

                                   31 March                31 March

2022
2021
                                   No.          £          No.         £
 Ordinary shares of £0.0001 each   -            -          68,560,000  6,856
 Ordinary shares of £0.01 each     179,368,215  1,793,682  -           -

 

The holders of ordinary shares are entitled to receive dividends as declared
from time to time and are entitled to one vote per share at meetings of the
Company. All ordinary shares rank equally with regard to the Company's
residual assets.

A reconciliation of the number of shares outstanding at the end of each year
is presented as follows:

                                                        31 March         31 March

2022
2021

£
£
 Number of shares brought forward                       68,560,000       51,390,000
 Issue of shares to 22 July 2021                        7,349,832        17,170,000
 Capitalisation of share premium account (bonus issue)  7,525,125,729    -
 Effect of share consolidation (see above)              (7,525,024,190)  -
                                                        76,011,371       68,560,000
 Issue of shares on admission to AIM                    65,125,000       -
 Conversion of convertible debt                         35,935,200       -
 Options exercised                                      197,200          -
 Warrants exercised                                     442,244          -
 Founder options exercised                              1,657,200        -
                                                        179,368,215      68,560,000

 

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

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

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

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

 

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

 

 28  Share-based payments

Warrants

Details and movements

Warrants have been issued to certain shareholders and intermediaries as
commission for introducing capital to the Company.

Warrants can be exercised at any point before the expiry date for a fixed
number of shares.

The movements in the number of warrants during the year were as follows:

                             31 March   31 March

2022
2021

Number
Number
 Outstanding, start of year  2,310,681  220,000
 Granted during the year     2,226,760  2,090,681
 Exercised during the year   (442,222)  -
 Outstanding, end of year    4,095,219  2,310,681

 

The warrants have been valued using the Black Scholes model as management have
judged it not possible to reliably estimate the fair value of service
received. Inputs to the pricing model were as follows:

 

 Date of grant                   2022
 Share price at date of grant    £0.45-£0.60
 Exercise price                  £0.01-£0.60
 Risk free interest rate         1.5%
 Expected life of warrants       2 years
 Volatility                      33%

 

The exercise price of warrants outstanding at 31 March 2022 ranged between
£0.01 and £0.60 and their remaining contractual life was 1 month to 21
months.

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

Founder share incentives

Details and movements

The founder shareholders have a right to receive shares at a nominal value
once certain milestones are hit.

The movements in the number of share options during the year were as follows:

                                                      31 March     31 March

2022
2021

Number
Number
 Outstanding, start of year                           6,963,000    5,139,000
 Granted during the year                              671,137      1,824,000
 Terminated on admission to AIM                       (7.634,137)  -
 Replacement share awards following admission to AIM  19,886,344   -
 Exercised during the year                            (1,657,196)  -
 Outstanding, end of year                             18,229,148   6,963,000

 

Upon admission to AIM, the original founder agreement was terminated and the
Company granted replacement Founder Options to the Founder Shareholders with
effect from admission.

The founder options meet the definition of equity in the financial statements
of the Company on the basis that the 'fixed for fixed' condition is met. No
consideration was received for the founder options at grant date, therefore no
accounting for the issue of the equity instruments is required under IFRS. On
exercise, the shares are recognised at the fair value of consideration
received, being the option price of £0.01p.

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

 

 

 

 28  Share-based payments

EMI share options

Details and movements

Share options have been issued to key employees as an incentive to stay with
the Company. These options can be exercised within 4 years following the grant
date once the option has vested.

The movements in the number of share options during the year were as follows:

                                     31 March   31 March

2022
2021

Number
Number
 Outstanding, start of year          1,233,333  833,333
 Granted during the year             1,097,228  400,000
 Exercised/(lapsed) during the year  (647,226)  -
 Outstanding, end of year            1,683,335  1,233,333

 

Share options have been valued using the Black Scholes model. Inputs to the
pricing model were as follows:

 Date of grant                   2022
 Share price at date of grant    £0.45-£0.60
 Exercise price                  £0.01-£0.45
 Risk free interest rate         1.5%
 Expected life of options        4 years
 Volatility                      33%

Volatility has been estimated based upon observable market volatilities of
similar entities.

The exercise price of share options outstanding at 31 March 2022 ranged
between £0.01 and £0.45 (2021 - £0.0001 and £0.30) and their remaining
contractual life was 22 months to 39 months (2021: 4 years).

 

 

                                     31 March                 31 March                                                       31 March                 31 March

2022
2022
2021
2021

Average Exercise Price
                           Options
Average Exercise Price
                           Options
 Outstanding, start of year          0.23                     1,233,333                                                      0.30                     833,333
 Granted during the year             0.43                     1,097,228                                                      0.08                     400,000
 Exercised/(lapsed) during the year  (0.21)                   (647,226)                                                      -                        -
 Outstanding, end of year            0.36                     1,683,335                                                      0.23                     1,233,333

 29  Commitments

Capital commitments

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

Other financial commitments

The total amount of other financial commitments not provided in the financial
statements was £11,329,000 (2021 - £12,329,000) payable on the commencement
of mining operations and represented contractual amounts due to the mining
contractor and further committed payments to the funds held in the escrow
account under the escrow agreement. Included within other financial
commitments is £5,000,000 which is considered to be payable between one to
five years after mining operations commence.

 

 30                Reconciliation of liabilities arising from financing activities
                                                                      Non-cash changes
                               At 1 April 2021  Financing cash flows  New finance leases  Other changes  Converted to equity  At 31 March 2022

£
£
£
£
£
 Long term borrowings          10,311,840       -                     -                   468,720        (10,780,560)         -
 Lease liabilities             1,493,224        (153,932)             205,987             87,837         -                    1,633,116
                               11,805,064       (153,932)             205,987             556,557        (10,780,560)         1,633,116

 

                                                              Non-cash changes
                       At 1 April 2020  Financing cash flows  New finance leases  Other changes  At 31 March 2021

£
£
£
£
£
 Long term borrowings  9,548,000        -                     -                   763,840        10,311,840
 Lease liabilities     1,498,876        (59,987)              54,335              -              1,493,224
                       11,046,876       (59,987)              54,335              763,840        11,805,064

 

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

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

                              2022                                     2021                                     2022                             2021
                              Financial assets at amortised cost       Financial assets at amortised cost       Financial assets at FVTPL        Financial assets at FVTPL
                              £                                        £                                        £                                £
 Assets
 Non-current assets
 Escrow funds receivable      -                                        -                                                   8,370,024  10,058,470
 Current assets
 Trade and other receivables  2,809,335                                528,456
 Cash and cash equivalents    28,755,388                               3,499,580
                              31,564,723                               4,028,036                                           8,370,024  10,058,470
                              Financial liabilities at amortised cost  Financial liabilities at amortised cost

                                                                                                                Financial                        Financial

                                                                                                                liabilities at FVTPL             liabilities at FVTPL
 Liabilities                  £                                        £                                        £                                £
 Non-current liabilities
 Loans and borrowings         (1,440,630)                              (11,729,780)                             -                                -
 Current liabilities
 Trade and other payables     (4,289,573)                              (1,337,722)                              -                                (149,999)
 Loans and borrowings         (192,486)                                (76,284)                                                                  `
                              (5,922,689)                              (13,143,786)                             -                                (149,999)

 

 32  Financial risk review

Group

This note presents information about the Group's exposure to financial risks
and the Group's management of capital.

Credit risk

In order to minimise credit risk, the Group has adopted a policy of only
dealing with creditworthy counterparties (banks and debtors) and it obtains
sufficient collateral, where appropriate, to mitigate the risk of financial
loss from defaults. The most significant credit risk relates to customers that
may default in making payments for goods they have purchased.

To date the Group has only made a small number of sales and therefore the
credit risk exposure has been low.

Liquidity risk

The directors regularly monitor forecast and actual cash flows and match the
maturity profiles of financial assets and liabilities to ensure proper
liquidity risk management and to maintain adequate reserves, and borrowing
facilities. In the view of the directors, the key risk to liquidity is in
meeting short term cash flow needs. All amounts repayable on demand or within
three months are covered by the Company's cash and accounts receivable
balances, which gives the directors confidence that funds will be available to
settle liabilities as they fall due.

Market risk

The Group has no significant interest-bearing assets and liabilities. The
Group in the future will also be exposed to exchange rate risk on the basis
that tungsten prices are principally denominated in USD. The Company will seek
to manage this risk through the supply contracts it agrees with future
customers.

The Group does not use any derivative instruments to reduce its economic
exposure to changes in interest rates or foreign currency exchange rates at
the current time.

The Group may require future borrowings to support its mineral processing
facility upgrades and therefore has an exposure to future interest rate rises.

 33  Related party transactions

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

Convertible bonds

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

Key management personnel

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

 34  Application of new and revised UK adopted International Financial Reporting
     Standards (UK adopted IFRS)

New and amended Standards and Interpretations applied

None of the new or amended IFRS Standards had an effect on the financial
statements.

New and revised Standards and Interpretations in issue but not yet effective

At the date of authorisation of these financial statements, the Company has
not early adopted the following amendments to Standards and Interpretations
that have been issued but are not yet effective:

 Standard or Interpretation                                                      Effective for annual periods commencing on or after
 Narrow scope amendments to IFRS 3, IAS 16 and IAS 37                            1 January 2022
 Annual improvements to IFRS Standards 2018-2020                                 1 January 2022
 Amendments to IAS 1: Classification of Liabilities as Current or Non-Current    1 January 2023
 Amendments to IAS 1 and IFRS Practice Statement 2: Disclosure of Accounting     1 January 2023
 Policies
 Amendments to IAS 8: Definition of Accounting Estimates                         1 January 2023
 Amendments to IAS 12: Deferred Tax Related to Assets and Liabilities arising    1 January 2023
 from a Single Transaction.

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

 35  Post balance sheet events
 On 21st April 2022, the Group decided to pause development to re-optimise the
 project.

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

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

 .

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  FR KZGGRNRDGZZG

Recent news on Tungsten West

See all news