REG - Zinnwald Lithium PLC - Final Results
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RNS Number : 7106Y Zinnwald Lithium PLC 31 March 2026
Zinnwald Lithium plc / EPIC: ZNWD.L / Market: AIM / Sector: Mining
31 March 2026
Zinnwald Lithium plc
('Zinnwald Lithium' or the 'Company')
Final Results
Zinnwald Lithium plc, the European focused lithium company developing the
integrated Zinnwald Lithium Project (the 'Project') in Germany, is pleased to
announce its final audited results for the year ended 31 December 2025.
The Company's Annual Report and Financial Statements for the year ended 31
December 2025 will be posted to shareholders today and will be available on
the Company's website www.zinnwaldlithium.com (http://www.zinnwaldlithium.com)
.
HIGHLIGHTS
12 Months to 31 December 2025
· Pre-Feasibility Study published confirming the technical and
financial viability of a fully integrated mining and processing operation.
· Robust project economics demonstrated, including:
o €3.3 billion pre-tax NPV (8% discount).
o 23.6% pre-tax IRR.
o Post-tax NPV of €2.2 billion and IRR of 19.8%.
· Maiden Ore Reserve declared of 128 Mt grading 4,428ppm (0.44%)
Li(2)O, establishing the Project as one of the largest lithium reserves in
Europe.
· Long-life, scalable project:
o Mine life in excess of 40 years.
o Phase 1 production of 18,000 tpa battery grade lithium hydroxide.
o Phase 2 expansion to 35,100 tpa within existing footprint.
· Permitting and ESG milestones achieved, including publication of
Environmental and Social Impact Assessment ("ESIA") Scoping Study and
stakeholder engagement frameworks.
· Strong government backing:
o Saxon State Government recognition as a project of "outstanding
importance".
o Federal Government support aligned with strategic raw materials priorities
and advocacy for recognition at European level.
· £3.4 million fundraise completed to support ongoing development
and strengthen the balance sheet.
· addition of the Liebenau licence extends licence footprint to c.
13,000 hectares of continuous coverage from main ore body to planned
processing area
· Awarded 3-year extension of exploration licence at Falkenhain.
· Strategic partnerships being established, including:
o LOI with Solar-Bau to explore long-term clean power offtake.
o MOU for by-product utilisation in green cement.
· Continued proactive engagement with local communities through
regular dialogue and organised events.
· Continued technical optimisation, including process testwork and
development of geometallurgical model.
· Continued strengthening of German team with appointment of new
permitting manager
Post period end to 27 March 2026
· Completion of spatial planning process / impact assessment for
the proposed mining and processing project, supporting progression into the
next stages of permitting.
· Strengthened board with the appointment of Dominik Simler as a
Non-Executive Director.
· Confirmation of German research allowance tax credit of up to
£1.9 million
Jeremy Martin, Non-Executive Chairman, commented: "2025 has been a key year
for Zinnwald Lithium, marked by the publication of our Pre-Feasibility Study,
which confirmed the scale, longevity and robust economics of the Project. With
a strong technical foundation, increasing government support and improving
market dynamics, we are well positioned to advance one of Europe's most
strategically important lithium developments and play a meaningful role in
securing domestic supply of critical raw materials."
*ENDS*
For further information, visit the Zinnwald Lithium website at
www.zinnwaldlithium.com
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Anton du Plessis Zinnwald Lithium plc info@zinnwaldlithium.com
Cherif Rifaat
David Hart Allenby Capital Limited Nominated Adviser +44 (0) 20 3328 5656
Michael Seabrook Oberon Capital +44 (0) 20 3179 5300
Adam Pollock Broker
Jessica Cave
Isabel de Salis St Brides Partners Ltd zinnwald@stbridespartners.co.uk
Paul Dulieu Financial PR
CHAIR'S STATEMENT
As Germany and the European Union intensify efforts to secure domestic
supplies of critical raw materials, your Company has made solid progress over
the past year advancing one of Europe's most strategically important lithium
projects, the Zinnwald Lithium Project, which is positioned to deliver locally
sourced, battery grade lithium hydroxide ('LHM').
We began the year with the publication of a Pre-Feasibility Study ('PFS') for
the Zinnwald Lithium Project (the 'Project'). This confirmed the technical and
financial viability of a fully integrated mining and processing operation,
supporting a mine life of more than 40 years and establishing Zinnwald Lithium
as a potential major European producer of LiOH. The study also validated a
phased development approach, with initial production of approximately 18,000
tonnes per annum ('tpa') of battery-grade LHM, expanding to over 35,000 tpa
within the existing project footprint. The PFS included a maiden ore reserve
that placed Zinnwald as the largest amongst all European lithium projects
based on all published studies to date.
The Project's strong sustainability credentials were also reinforced by the
PFS's findings. Underground mining, the use of a circa 9 km long underground
ore transport tunnel, zero liquid discharge processing, and the planned reuse
or backfilling of material streams reflect our commitment to responsible
development in a region with a long mining heritage and high environmental
standards. This approach was further reinforced by the execution of a Letter
of Intent with solar developer Solar-Bau to explore long-term clean power
offtake, and a Memorandum of Understanding with a local green cement producer
to assess opportunities for third-party utilisation of selected by-products.
Permitting activities continued to advance during the year and, as part of
this pathway, in December 2025 we published the Environmental and Social
Impact Assessment ('ESIA') Scoping Study and associated stakeholder engagement
frameworks. These represent an important step in defining the scope of the
full ESIA and demonstrate our intention to meet both German regulatory
requirements and international financing standards. The subsequent completion
of the spatial planning process post period end further supports the
development concept outlined in the PFS and provides a clear basis to progress
into the next stages of permitting.
Community engagement is a core part of our approach, and ongoing dialogue with
local stakeholders plays an important role in the development of the Project.
Through the ESIA process, we have established a structured and transparent
mechanism for engagement, ensuring that stakeholder feedback is considered in
the Project's design and in the identification and management of environmental
and social impacts. This supports responsible project development and helps
build constructive, long-term relationships with the communities in which we
operate.
As the Project has advanced, we have progressively strengthened our team in
Germany. Furthermore, post period end, this focus on capability was extended
at Board level with the appointment of Dominik Simler as a Non-Executive
Director, adding strategic depth and German market experience.
Political and institutional support for the Project has continued to
strengthen at both regional and federal levels. The Saxony State Government
has consistently recognised the Project as being of outstanding importance,
reflecting its contribution to regional development, industrial resilience and
supply chain security. This has been reinforced by the German Federal
Government, which has acknowledged the Project's alignment with national
strategic raw material priorities and has committed to advocating for its
recognition at European level. Site visits by senior representatives from the
Federal Ministry for Economic Affairs and Energy underline the Project's
relevance within Germany's broader industrial and energy transition
strategy. We were also pleased to be awarded a Research Allowance for work
done on our geological and processing development of up to €1.9m.
At European level, initiatives on critical raw materials, supply chain
resilience and strategic stockpiling signal a clear shift towards greater
self-sufficiency in materials such as lithium, reducing exposure to external
suppliers and geopolitical risk. Zinnwald Lithium has been planned with this
objective in mind and is well positioned to support Europe's ambitions.
After a period of oversupply and weak pricing, 2026 has seen the lithium
market beginning to stabilise as demand strengthens. Electric vehicles remain
the dominant driver, supported by rising use of batteries in energy storage,
renewable power systems, and the electricity needs of data centres and
artificial‑intelligence infrastructure, as well as specialised applications
in defence. Declining battery pack costs are also enabling broader adoption.
Meanwhile, new high‑quality supply is failing to keep up with demand,
particularly in regions with tighter environmental and regulatory requirements
such as Europe, once again highlighting the need to progress responsibly
planned projects such as ours.
While there have been early signs of improvement in market sentiment,
conditions during the period remained challenging. We were therefore delighted
to complete a £3.4 million fundraise in June 2025 supported by existing
shareholders and strategic investors. This strengthened the balance sheet and
enabled us to continue to progress technical studies, permitting, and
stakeholder engagement. The Board remains focused on disciplined capital
allocation and prudent cash management as the Project advances.
Zinnwald Lithium enters the next phase of development with a strong technical
foundation, increasing policy alignment, and an improving lithium market
backdrop. Europe's need for secure, domestic lithium supply has become a
strategic imperative that will shape industrial and energy policy for decades;
your Company is well positioned to contribute to this objective.
On behalf of the Board, I would like to thank our shareholders for their
continued support, as well as our employees, partners and stakeholders whose
commitment and professionalism underpin the progress we have made.
Jeremy Martin
Non-Executive Chairman
30 March 2026
THE ZINNWALD LITHIUM PROJECT
The Zinnwald Lithium project is located in east Germany, some 35 km from
Dresden and adjacent to the border with the Czech Republic. Zinnwald
Lithium's strategy is to focus on advancing a large scale fully integrated
operation that produces battery-grade Lithium Hydroxide product ('LHM'); to
optimise the Project from a cost perspective; and to minimise the potential
impact on the environment and local communities. All aspects of the Project
from mining through to production of the LHM are located near to the deposit
itself in an area with developed infrastructure, energy sources, services,
facilities, and access roads and rail. Power and water are provided by
existing regional supply networks. It is also located close to the heart
of the German automotive and chemical industries.
Project location and license areas
The Project falls entirely within the municipality of Altenberg, which covers
an area of 145.8 km2. The municipality had a population of less than 8,000 in
2023. The orebody covered by Zinnwald Lithium's primary licence is located
beneath the village of Zinnwald which is some 4 km south of the small
ex-mining town of Altenberg. Altenberg is the largest town in the municipality
with a population of less than 2,000. The proposed process plant site is
located to the north of the village of Liebenau. The terrain rises gradually
to the south and creates a natural barrier between the village and the plant
site. Liebenau is a small village, also in the municipality of Altenberg, and
located approximately 7 km northeast of the town of Altenberg.
The Project is in a granite hosted Sn/W/Li belt that has been mined
historically for tin, tungsten and lithium at different times over the past
400 years. Lithium is contained in lithium-bearing mica, which is called
"zinnwaldite" taking its name from the nearby village. The Project comprises
five license areas that total ~13,000 hectares, but the core license area
where the Project's resource has been defined is the Zinnwald license. This
is a mining license which covers 256.5 ha and is valid to 31 December 2047.
Regional Map Map of Zinnwald License areas
Geology: Resource and Reserves
Zinnwald conducted an 84 hole, 27,000m drill programme in 2022-2023 that
culminated in an updated Mineral Resource Estimate (MRE) in 2024 prepared by
Snowden Optiro. The Mineral Resource totals 193.5 Mt at 2,220 ppm Li
(429 kt contained lithium metal) in the Measured and Indicated category at a
cut-off grade of 1,100 ppm Li. The updated MRE established the Project as
one of the largest lithium projects in the EU both in terms of resource size
and contained lithium content.
Classification Tonnes Mean grade Contained metal
(Mt)
Li (ppm) Li(2)O (ppm) Li (kt) LCE (kt)
Measured 36.3 2,500 5,380 91 483
Indicated 157.2 2,150 4,630 338 1,802
MEASURED + INDICATED TOTAL 193.5 2,220 4,780 429 2,285
INFERRED TOTAL 33.3 2,140 4,610 71 379
As part of the PFS, Snowden prepared a maiden Mineral Ore Reserve that totals
128 Mt (grading 2,056ppm Li) supporting a phased development strategy of
18,000 tpa of LHM in Phase 1 and increasing to a forecast peak production of
35,100 tpa LHM, effectively doubling the capacity within Phase 1 project
footprint.
Classification Tonnes Grade Contained metal
(Mt)
Li (ppm) Li(2)O (ppm) Li (kt) LCE (kt)
Proven 27.2 2,188 4,711 60 317
Probable 100.9 2,021 4,351 204 1,085
Total 128.1 2,056 4,428 263 1,402
Technical concept
The Project encompasses the following main phases:
· Bulk underground mining and primary crushing.
· Ore transport from the mine to the mineral processing plant via a
9.1km tunnel
· Beneficiation stage comprising grinding, wet magnetic separation
and dewatering resulting in the production of a Zinnwaldite concentrate (grade
of circa 1.14% Lithium metal) as well as a quartz sand tailings partially
backfilled underground and partially stored on TSF (if unable to be sold).
· Pyrometallurgical stage with calcination of concentrate
· Hydrometallurgical stage where the calcined material is leached
with subsequent purification and crystallisation into battery grade Lithium
Hydroxide. It includes output of saleable chemicals, such as calcium
silicate, calcium fluoride, calcium carbonate and potassium chloride
· The processing plant has been designed to achieve Zero Liquid
Discharge.
· Analcime residue, the main processing by-product, either used for
backfilling the mined areas underground or potentially sold to the
construction industry
Pre-Feasibility Study and production plans
In March 2025, the Company published its PFS that demonstrates the financial
viability of the Project with a Pre-tax Net Present Value (NPV) of €3.3
billion and a pre-tax Internal Rate of Return (IRR) of 23.6%. The after tax
NPV is €2.2 billion and post-tax IRR is 19.8%. The Project has a mine life
of over 40 years and the payback period is less than five years post
commencement of production. This PFS included a development concept
conceived as a multi-stage approach where Phase 1 will establish the necessary
infrastructure, develop the mine and deliver approximately 18,000 tonnes of
LHM per annum. Phase 2 will double production capacity and sees production
peak at approximately 35,100 tonnes LHM per annum utilising the initial mining
and tunnel infrastructure and benefiting from economies of scale.
Permitting / ESIA
The Project will be permitted under German Mining Law and will follow an
integrated permitting procedure under one unitary body, the Saxony Mining
Authority ('SOBA'). A Spatial Planning Procedure was completed in December
2025 as a pre-cursor to the overarching permit, the General Operating Plan
('GOP'). As part of the GOP process, the Project will complete an
Environmental Impact Assessment ('EIA'). The GOP requires various supporting
documents including the EIA and other related documentation (e.g. Natura 2000
Impact Assessments, Landscape Management Plan and various environmental
technical reports).
The Project has also commenced its work to produce an Environmental and Social
Impact Assessment that will meet both the requirements for permitting under
German Federal law as well as being completed to a level suitable for the
purposes of seeking finance from International Financing Institutions, which
are signatories to the Equator Principles 4 (and related standards).
Site selection and impact on local communities
The Project has been designed to minimise the impact on local communities, the
environment and protected areas in the vicinity (Natura 2000 and UNESCO World
Heritage). This has been done despite a generally higher cost. This
includes underground mining and continuous backfilling with mined waste,
rather than open-pit mining; ore haulage via a tunnel to be constructed,
rather than via truck transport on local roads or overland conveyor; and the
selection of an area of ground adjacent to the A17 Highway as the main
industrial site. This site is not in a protected area (such as Natura 2000)
and is also not directly visible from the nearest village, Liebenau. The
site is also well located with access to the A17 Highway and is near a planned
solar park with the potential to supply a significant portion of the Project's
electrical power needs from a renewable source.
STRATEGIC REPORT
Extracts from the Company's Strategic Report are set out below.
Operational Review
2025 saw Zinnwald Lithium continue to accelerate its development strategy for
the Project, including achieving two key milestones. Firstly, the
publication of the PFS that demonstrated both the scale of the Project, its
long mine life and the robust economics. Secondly, the publication for
formal stakeholder engagement of the Scoping Study for its E SIA, including
associated stakeholder engagement plans and associated policies.
PRE-FEASIBILITY STUDY
In March 2025, the Group published a PFS for the Project on a phased project
basis with a mine life in excess of 40 years. The Project includes an
underground mine with associated processing of mined ore to produce
battery-grade LHM. Processing including beneficiation, pyrometallurgy and
hydrometallurgy will be carried out at an industrial facility to be
established near the village of Liebenau. Ore haulage from the mine to the
processing facility is via electric conveyor in a 9.1 km tunnel that will be
constructed utilising a tunnel boring machine ('TBM') to reduce the Project's
impact on local communities.
The Project development concept has been conceived as a multi-stage approach
where Phase 1 will establish the necessary infrastructure, develop the mine
and deliver approximately 18,000 tonnes of LHM per annum. Phase 2 will double
production capacity and sees production peak at approximately 35,100 tonnes
LHM per annum utilising the initial mining and tunnel infrastructure and
benefiting from economies of scale.
The planned underground mine has been designed as a conventional longhole open
stoping operation with paste backfill, utilising regional pillars to mitigate
surface subsidence risks. Primary crushing will occur underground before ore
is transported through the 9.1 km tunnel via conveyor to the industrial
facility.
At the industrial facility, ore will be initially processed using conventional
high intensity wet magnetic separation to recover a zinnwaldite concentrate.
Benign quartz sand waste from this stage will either be returned to the mine
for use as backfill material underground, stored on the adjacent tailings
storage facility or sold to third parties for use in the construction
industry.
Subsequent processing stages will include calcination of the zinnwaldite
concentrate in a rotary kiln, pressure leaching and bicarbonation utilising a
proprietary process developed by Metso and subsequent evaporation and
crystallisation. The primary end product will be battery grade lithium
hydroxide which will be shipped via the nearby autobahn to end-users in the
German or EU battery chain. A number of by-products including analcime,
calcium silicate, calcium fluoride, calcium carbonate and potassium chloride
will also be produced. The process plant is designed to achieve zero liquid
discharge.
In Phase 1, the Project is expected to deliver approximately 1.6 million
tonnes per annum ('tpa') run of mine (ROM), providing approximately
300,000 tpa zinnwaldite concentrate which will be further processed into
approximately 18,000 tpa LHM. Given the scale of the resource and the
capacity of the planned processing site, the Project considers expansion
through development of Phase 2, doubling capacity and allowing output to peak
at approximately 35,100 t/a LHM after allowing for the forecast reduction in
feed grade over the LOM. The Project implementation plan envisages the
permitting and build-out of Phase 1 to demonstrate the viability of the
Project before proceeding with Phase 2, assumed to begin operation in Year 7.
Economic Analysis in the PFS
The economic analysis included in the PFS (summarised below) demonstrates the
financial viability of the Project with a pre-tax Net Present Value ("NPV") of
€3.3 billion and a pre-tax Internal Rate of Return ("IRR") of 23.6%. The
post-tax NPV is €2.2 billion and post-tax IRR is 19.8% The Project has a
mine life of over 40 years and the payback period is less than five years post
commencement of production.
PFS Key Financial Model Metrics Unit Value
Pre-tax NPV (at 8 % discount) EUR €m 3,328
Pre-tax IRR % 23.6%
Post-tax NPV (at 8 % discount) EUR €m 2,187
Post-tax IRR % 19.8%
Simple Payback (years post start of production) Years 4.6
Initial Construction Capital Cost EUR €m 1,048
Average LOM Unit Operating Costs (pre by-product credits) EUR/t LHM 9,505
Average LOM Unit Operating Costs (post by-product credits) EUR/t LHM 8,403
Average LOM Revenue EUR €m p.a. 741
Average Annual EBITDA with by-products EUR €m p.a 484
Annual Average LHM Production KTonnes per annum 27
LiOH Price assumed in model EUR/t LHM 26,288
MRE and Reserve
Zinnwald conducted an 84 hole, 27,000m drill programme in 2022-2023 that
culminated in an updated Mineral Resource Estimate ('MRE') in 2024 (see table
below) prepared by Snowden Optiro. The Mineral Resource totals 193.5 Mt at
2,220 ppm Li (429 kt contained lithium metal) in the Measured and Indicated
category at a cut-off grade of 1,100 ppm Li. The updated MRE established
the Project as the second largest hard rock lithium project in the EU both in
terms of resource size and contained lithium content.
As part of the PFS, Snowden Optiro prepared a Mineral Reserve (see table
below) estimated using accepted industry practices for underground mines. The
identified economic mineralisation was subjected to detailed mine design,
scheduling and the development of a cashflow model incorporating technical and
economic projections for the mine for the duration of the Reserves case, which
is the mining base case. This Maiden Ore Reserve totals 128 Mt grading
2,056ppm Li supporting a phased development strategy of 18,000 tpa of LHM in
Phase 1 and increasing to a forecast peak production of 35,100 tpa LHM,
effectively doubling the capacity within Phase 1 project footprint.
Classification Tonnes Mean Grade Contained Metal
(MT) Li (ppm) Li(2)O (ppm) Li (Kt) LCE (Kt)
Resource (Jun 2024 MRE)
Measured 36.3 2,500 5,380 91 483
Indicated 157.2 2,150 4,630 338 1,802
MEASURED + INDICATED TOTAL 193.5 2,220 4,780 429 2,285
INFERRED TOTAL 33.3 2,140 4,610 71 379
Reserve (Mar 2025 PFS)
Proven 27.2 2,188 4,711 60 317
Probable 100.9 2,021 4,351 204 1,085
Total 128.1 2,056 4,428 263 1,402
Under Ni 43-101, a Mineral Reserve is defined as the economically mineable
part of a measured and/or Indicated Mineral Resource. It includes diluting
materials and allowances for losses, which may occur when the material is
mined or extracted and is defined by studies at pre-feasibility or feasibility
level as appropriate that include application of Modifying Factors. In terms
of the lithium projects in Europe, only a few have published proven and
probable reserve numbers. These are shown in the chart below and show that
the Zinnwald Project has the largest published reserves in Europe on a
contained LCE basis.
PERMITTING AND STAKEHOLDER ENGAGEMENT
During the period, the Project completed two material milestones regarding
permitting and engagement with the local community. These matters are
covered in more detail in the report of the Sustainability Committee below.
In November 2025, the Project published the Environmental and Social Impact
Assessment ('ESIA') Scoping Study, Stakeholder Engagement Plan, Land Access,
Acquisition and Compensation Framework, and Grievance Mechanism. The Project
has committed to undertaking an ESIA that goes beyond the national permitting
requirements in order to meet the standards of International Financing
Institutions. These documents were published on the Company's UK and local
German language websites, they were also placed on display at the various Town
Halls in the Altenberg Municipality. The Project and its consultants hosted a
well-attended public information and dialogue event on 13 November 2025 to
enable direct community participation. This formally started a consultation
period, which completed in early 2026, enabling local communities, regional
authorities, and other stakeholders to review the ESIA scoping findings,
provide feedback, and engage directly with the Company on the proposed
development.
In December 2025, the Project and the Saxon Mining Authority received the
spatial planning assessment from the Saxony State Directorate
Landesdirektion ('LDS') following its review of the public consultation phase
of the assessment. This was subsequently published by LDS in January 2026
and concluded that the development concept set out in the PFS, including
processing at Liebenau and ore transport via a conveyor tunnel, represents the
most favourable option for large-scale development, and confirms the spatial
compatibility of the Project. Whilst the assessment does not constitute a
development approval it precedes the formal approval process under Federal
mining law and provides the framework for further planning. The next stage of
the Project will be progressed through the mining permitting process led by
the Saxon Mining Authority.
EXPLORATION LICENSES
Whilst the Company's primary focus is on the development of its core Zinnwald
Licence, it continues to advance targets on its surrounding 100% owned
prospective exploration licence areas. Work on these licences has mainly
involved relogging and sampling historical data and core. In November 2025,
the Company received its second three year extension of its Falkenhain license
that now expires at the end of 2028.
In addition, the team is evaluating an extensive historic geological database
derived from historical drilling campaigns such as those undertaken by the
former Wismut SAG, which has recently been made available to the public.
Notably, there is data for over 900 drill holes of various depths within the
areas of interest to the Company that has the potential to provide valuable
geological and geotechnical information relevant to its licenses and site
location options.
Liebenau Exploration license
On 7 April 2025, the Company announced that it had been granted an additional
exploration licence (the 'Liebenau Licence') covering approximately 2,997
hectares in the Erzgebirge region of Saxony, Germany. The Liebenau Licence
completes the licence coverage area for the Project's planned operations
identified in the PFS and includes the site identified for the processing
plant and tailings storage facility. It facilitates the ability for the
required geo-technical and hydrogeological drilling to support the Project's
next phase of work to complete a Definitive Feasibility Study ('DFS').
The Liebenau Licence adds a substantial land area to the mineral exploration
titles of the Company in the region that now stands at combined 12,933 ha (see
Map and Table below). Exploration activities on these licenses have the
potential to further expand the Company's lithium resources which could
ultimately contribute to production. The location of the Liebenau Licence is
based on the boundaries of previously granted exploration licences and takes
into account the findings of extensive exploration work by the state
geological institutions of the former GDR and the data obtained therein. These
indicate that granite- and greisen-associated Li-Sn-W mineralisation extend
into the proposed exploration area.
License No Interest Category Licence expiry date License area (m²)
Zinnwald 2960 100% Mining 31 December 2047 2,564,800
Falkenhain 1686 100% Exploration 31 December 2028 2,957,000
Altenberg 1698 100% Exploration 20 February 2027 42,252,700
Sadisdorf 1706 100% Exploration 30 June 2026 2,249,000
Bärenstein 1713 100% Exploration 30 June 2028 49,339,000
Liebenau 1733 100% Exploration 01 April 2030 29,970,000
Total 129,332,500
PROCESS DEVELOPMENT / TESTWORK / ENGINEERING
The Project has continued to advance the Project on a number of fronts
including work on various of the optimisation recommendations included in the
PFS to be completed ahead of starting the work on the DFS.
Geology
The Project is further developing its geometallurgical model and has completed
the further work on mineral characterisation, which will serve as the basis
for selection of the variability testwork programme. Furthermore, the Project
has also started the automated mineralogy works on zinnwaldite/Li-mica in
tailings and feed samples, which will provide further insights into
potentially non-recoverable lithium bearing minerals in the run-of-mine
material. Additionally, the Project has completed the installation works for
its hydrogeological monitoring, including measuring points in and around the
proposed Zinnwald mine site. The Project has also completed a LIDAR drone
survey at the Liebenau site, which will be used to integrate the plant and TSF
into a 3D model for visualization purposes.
Processing Testwork
With regard to processing, the Project is progressing further testwork to
optimise and de-risk elements of the flow sheet that will underpin the
definitive operating criteria in the DFS. This includes assessing the
potential to further improve the lithium recovery level in the concentrator,
as well as testing the potential to use a tunnel kiln rather than a rotary
kiln in the calcination stage. This has the potential to reduce both capital
and operating costs in this area as well as simplifying materials handling.
Initial results have been encouraging.
LOI with local Cement Company
The Project has signed a non-binding, non-exclusive Memorandum of
Understanding ('MoU') with ECOMENT GmbH to develop options for
commercialisation of the beneficiation tailings and further development of the
backfilling concept. The MoU also includes work around the use of the
Project's residues, such as analcime, as a clinker substitute in the cement
industry, for which the initial test results have been encouraging.
Solar power opportunity
In 2025, the Company signed a letter of intent ('LOI') with P+S
Projektentwicklung Solar-Bau GmbH ('Solar-Bau') to explore the purchase of
solar-generated power. Solar-Bau, a solar development company, plans to
establish several solar power generation facilities near the Project. This
partnership could therefore minimise environmental impact by using solar
energy close to its source, thereby reducing energy transfer losses and
infrastructure costs, while providing Zinnwald Lithium with a clean energy
source to lower the CO(2) content of its LHM.
Staffing in Germany
The Group has further strengthened the team in Germany in 2025 with the
appointment of a new permitting manager. The local Project team now comprises
11 full time staff of which four are female. The Company also employed six
full time consultants during the PFS stage. In total the Group has eighteen
full-time professionals (including employees and directors) working across
disciplines in both the Dresden and London office locations. In addition, more
than 30 professionals work for the Project in partner organisations.
GERMAN STATE AND FEDERAL SUPPORT
German research allowance tax credit under Forschungszulage scheme
Zinnwald Lithium has been informed that it had been awarded a tax credit in
the form of cash reimbursement of historic R&D expenses under the German
Forschungszulage (Research Allowance) scheme. In March 2026, as part of this
recognition, Zinnwald also received its official seal from the
Bescheinigungsstelle Forschungszulage ("BSFZ") as proof of its
'entrepreneurial innovation competence'. This scheme was introduced in Germany
in 2020 to promote and accelerate corporate research and development. It is a
government-funded tax incentive scheme that reimburses eligible R&D
expenses. Eligible projects must be in fundamental research, industrial
research, or experimental development. Zinnwald submitted two applications,
one for its geological R&D studies into the extraction of lithium from
micas, and the other for its innovative processing development work, both of
which were reflected in its PFS in 2025. Both applications were approved by
the BSFZ resulting in an overall reimbursement of up to €1.9 million to be
received later in 2026.
Critical Raw Materials Act ("CRMA")
On 25 March 2025, the Company announced that its application under the
Critical Raw Materials Act ('CRMA') had been unsuccessful in the first annual
list of "strategic" projects. In its review of the Project, the CRMA committee
noted that the Project has the potential to make a significant contribution to
future supply of lithium for the EU. Despite this outcome, the Company
remains optimistic about the Project's long-term prospects as one of the few
near-term, sustainable lithium production projects in Europe with the size of
resource that can be a significant contributor to European supply. This was
demonstrated in the PFS that was published shortly after the EU's announcement
and had not been available for review by the EU at the time of the Project's
application in August 2024.
Saxony government support
In an immediate response to the CRMA's decision, on 2 April 2025, the Saxon
State Government reaffirmed its strong support for the Project, emphasising
its strategic significance in securing a sustainable and independent lithium
supply for the Free State of Saxony, the Federal Republic of Germany, and
Europe as a whole. Saxony's Economics Minister, Dirk Panter, reiterated the
government's commitment to the Project, stating:
"Especially in light of increasing international tensions, reducing raw
material dependence is crucial for Saxony, Germany, and the EU. The Zinnwald
Lithium project plays an outstanding role in this effort. Ensuring an
independent and sustainable supply of critical raw materials like lithium is
vital for Saxony's competitiveness as an industrial hub and for the
transformation of the mobility and energy sectors.
Minister Panter also emphasised the importance of international investment in
large-scale projects such as Zinnwald Lithium and welcomed the Company's
successful demonstration of the Project's economic feasibility, which
highlights the attractiveness and economic significance of raw material
extraction in Saxony and Germany. The Minister further confirmed that the
Saxon Government will actively support the Project and has designated it a
high priority. This commitment is formally acknowledged in the coalition
agreement between the CDU and SPD in the Free State of Saxony.
Federal government support
In December 2025, Parliamentary State Secretary Stefan Rouenhoff from the
Federal Ministry for Economic Affairs and Energy visited the Project site as
part of a political raw materials tour to review progress and discuss ways to
accelerate feasibility and approval processes. Discussions also covered
opportunities linked to the new European RESourceEU action plan, which aims to
speed up financing and permitting for critical raw material projects. He
stated:
"The German economy depends on a reliable supply of raw materials and secure
supply chains. They are the basic prerequisite for industrial value creation
in our country. Increasing geopolitical tensions are putting pressure on
business and politics to make further joint efforts at national and European
level to secure the supply of raw materials. The National Raw Materials Fund,
the Critical Raw Materials Act and the RESourceEU approach, which includes
plans for a European centre for critical raw materials, will improve the
framework conditions for strategic raw materials projects. The project in
Zinnwald could also benefit from this. In any case, the project impressively
demonstrates that modern extraction of strategic raw materials is possible in
Germany."
Both Mr Rouenhoff and the State Secretary of Saxony Dr Andreas Handschuh
promised that the federal and state governments would advocate for the
recognition of Zinnwald Lithium as a CRMA Strategic project in the 2026 round
of applications. In light of these strong expressions of support, the
Company has made an application in January 2026 and final decisions by the EU
are expected later in 2026.
Temporary Crisis and Transition Framework ('TCTF')
In 2024, the Company applied for public grant funding under the Federal
Government's TCTF programme to support the "Resilience and Sustainability of
the Battery Cell Manufacturing Ecosystem" in Germany. The Project underwent
detailed technical review and was invited to formally apply for the envisaged
funding. While the invitation did not guarantee funding, it acknowledged the
Project's strong potential. In June 2024, the Saxony Government announced
its commitment to provide its portion of any funding. One of the specific
terms of this TCTF programme was that construction of any successful project
needed to commence by the end of 2025. Accordingly, the Company elected to
withdraw its application under this specific programme and is exploring other
grant funding opportunities.
CORPORATE MATTERS
Fundraise
On 18 June 2025, Zinnwald completed a £3.4m fundraise at a placing price of
5p per share. The Board continues to recognise the importance of giving
retail shareholders and investors an opportunity to participate in the
Company's ongoing funding and utilised the RetailBook Platform for new and
existing shareholders located in the United Kingdom, which raised £0.25m in
total. AMG Lithium B.V. ('AMG'), a wholly owned subsidiary of Euronext
Amsterdam-listed AMG Critical Materials N.V, supported the fund raise and
increased its shareholding in the Company from 25.1% to 29.6%. Two other
significant and longstanding shareholders in the Company, Henry Maxey and Mark
Tindall, also subscribed to increase their respective shareholdings to 14.7%
and 5.2%.
Brokers
The Company has elected to go forward with a single broker for the time being
and Oberon Capital Ltd has been performing that role with effect from 30
September 2025.
New Director
In February 2026, the Company welcomed Dominik Simler as a new independent
non-executive Director in replacement of Graham Brown who has stepped down
from the Board. Mr Brown has taken up a new role as Senior Operating Partner
of the private equity group, Appian Capital, based full time in Dubai. Mr
Simler, a German national, brings over 20 years of pan-European investment and
advisory experience, with a particular focus on the central European German
speaking region. He has extensive experience in structuring and sourcing
capital and working with stakeholders across various industries, having held
senior roles at leading private equity and investment firms.
Lithium Market - 2025/26
Lithium Demand Trends - 2025-2026 - Electric Vehicles ('EVs')
EVs saw strong growth again in 2025 with global sales increasing 20% year on
year to 20.7m sales in the passenger car and light-duty vehicle segment.
Benchmark noted that the European EV market grew by 33% in 2025 compared with
2024, with 31% growth coming from Battery Electric Vehicles and 38% from
Plug-in Hybrid Electric Vehicles over the same period. The European electric
vehicle market was marked by a year of legislative change, as EU tailpipe
emissions targets were softened throughout the year. There was also increased
support for consumer EV purchases, with several major European countries
expanding or increasing subsidies. Over 2025, EV sales accelerated in
several major markets, including in Germany where they grew by 48%. The
softening of the 2025 EU emissions targets in May 2025, shifting compliance to
an average of 2025-27 emissions rather than just 2025, provided car
manufacturers with some relief. However, many manufacturers had already put
plans in place to increase EV sales in order to meet these targets.
Looking ahead to 2026, the key development in Europe is the proposed watering
down of the 2035 emissions targets, reducing the requirement from a 100%
tailpipe emissions reduction (relative to 2021 levels) to 90%, provided
certain conditions are met, including the use of low-carbon steel credits and
renewable fuel credits. Under the proposed Automotive Package, manufacturers
would also benefit from additional compliance flexibilities, including banking
and borrowing of emissions performance for the 2030-32 period. Additional
measures include new targets for corporate fleets, super-credits for small
vehicles, and increased support through the EU's Battery Booster initiative.
Benchmark expects car manufacturers to maintain strong EV sales momentum, as
they must still comply with the 2025-27 emissions standards. The revival of
consumer subsidies will also play a key role, with several countries,
including France, Germany, and Sweden, announcing support targeted at low- and
middle-income households. As a result, the European EV market is expected to
grow by 14% in 2026.
Lithium Demand Trends - 2025-2026 - Battery Energy Storage Systems ('BESS')
In 2025, BESS was the fastest growing battery demand market at around 45%
growth year on year, with 315 GWh installed across the grid and behind the
meter markets. The grid market was the largest driver with over 240 GWh
installed, China and the US continued to be the leading markets here.
Notably, China commissioned more BESS capacity in December alone than the US,
the world's second-largest market, added over the entire year. Gigascale
projects entered the mainstream in 2025, with 46 projects over 1 GWh entering
operation according to the Benchmark BESS database, compared to 17 in 2024 and
just four in 2023. These projects are capable of transforming a minor market
to a major player, such as seen in Saudi Arabia, now a top five largest BESS
market by operational grid capacity on the back of a handful of gigascale
projects.
Benchmark believes that in 2026, BESS is set for another record year, with
over 450 GWh set to enter operation globally. The Benchmark BESS Forecast
foresees China and the US continuing to dominate installations, though
reducing their combined market share slightly to less than 70% of global
installations. Twelve countries have a 2026 pipeline of over 5 GWh, compared
to just four countries that exceeded this in 2025, China, US, Saudi Arabia and
Australia. Several European countries are also set to enter the mix, with the
UK, Germany, Greece, Spain and Italy all exceeding this threshold.
Lithium Supply Trends - 2025-26
Benchmark noted that global lithium supply in 2025 increased by approximately
16%, reaching approximately 1.6 million tonnes of lithium carbonate
equivalent, up from an estimated 1.4 million tonnes in 2024, driven by rapid
project development in Africa, South America and China. This growth in supply
is aimed at meeting robust demand, which grew by 29% for battery applications
in 2025. Africa has been the largest source of new supply, with
significant contributions from Zimbabwe and Mali, exceeding the growth of the
rest of the world combined. There was also continued expansion in South
American brine projects (Argentina, Chile) and Chinese projects. Several
direct lithium extraction projects have moved towards production, but as yet
not contributed materially to overall supply.
The majority of global 2026 supply growth is expected from China. The restart
of CATL's Jianxiawo lepidolite mine, at the time of writing expected for Q2
2026, plus Zijin's Hunan and Tibet forays into lithium, as well as Qinghai
brine sources will be the major contributors. Africa's 20% year-on-year growth
is expected to come from a diverse set of projects in Western and Southern
Africa. Mali's Goulamina mine is set to add the most in the region. Following
net-flat 2024 and 2025 production figures, Australia is set to add at least
20,000 tonnes LCE this year. Should prices remain elevated, Australian
producers could add further to production. Compared to 2025, South American
supply is projected to grow by a similar volume. Argentina will account for
most of this increase, followed by Chile and Brazil. Most additional output
will come from the ramping and expansion of existing operations.
One key driver of long-term supply is around strategic investments to reshape
supply security: The US, Europe and major energy companies are making
significant long-term moves to secure lithium supply and reduce their reliance
on China. The International Energy Agency ranks lithium's geopolitical risk
at 3 out of 58, with 85% of global lithium production concentrated in three
countries: Australia, Chile and China. With control over refining 60% of the
world's lithium, China's threats to disrupt global supply chains for its own
political interests clearly pose a threat to lithium accessibility. By
securing future production, governments and corporations are mitigating
geopolitical risk, enhancing cost visibility and laying the groundwork for
sustained demand growth. For lithium miners, this translates into stronger
pricing support, improved margins, and a more favourable investment climate.
Lithium Pricing Trends - 2025-26
Lithium sentiment became sharply more bullish at the end of 2025 as
strengthening demand expectations outside the US could prompt a market surplus
to turn into a deficit some years sooner than previously anticipated. Lithium
pricing has remained volatile in recent years, with lithium prices increasing
sharply until they peaked in November 2022, followed by a prolonged and steep
decline that lasted until the market found its footing again in June 2025.
This rebound has been driven by robust demand growth and ongoing inventory
reduction, alongside regulatory tightening, including the shutdown of a major
Chinese lithium mine by CATL and new government measures aimed at preventing
producers from selling lithium at unsustainably low prices.
Sprott noted at the end of 2025 that while the extreme peaks of late 2022 are
unlikely to return, the price history of the past five years illustrates how
periods of imbalance can create significant volatility in either direction.
With prices recovering, fundamentals strengthening, and inventories
normalising, the market appears to have entered a better position. Sprott
believes that lithium's positive momentum marks the beginning of a new
chapter, shaped by strategic investment and innovation, ensuring its central
role in powering progress across various sectors, including electric vehicles,
defence and data centres, for decades to come.
Shareholder Evolution in 2025
During 2025, the Company's underlying shareholder base shows an
ever-increasing ownership by German and EU investors. Whilst the Company has
no formal listing in Europe as yet, independent brokers trade the Company's
shares on eight separate OTC markets in Germany and Europe. Analysis of
trading data shows that since the publication of the Project's updated MRE in
2024, the combined trading volumes in Europe are averaging around half of
those on AIM. The Company intends to use this interest to increase its
exposure to European investors in 2026. Based on the latest share register,
it shows that German and other EU holders own over half of the Company.
Outlook
The PFS has demonstrated the size, long mine life and robust economics of the
Project and its relevance to the long-term development of the German and EU
battery chain. The Company will continue to advance the technical development
work required ahead of commencing the DFS. The Company will also continue
its work on the permitting and ESIA process and ensuring its social license to
operate with the local community, supported by its strong relationship with
the local government in Saxony. Alongside this, the Company will continue to
advance its long-term financing strategy including discussions with potential
financing partners.
Financial Review
Notwithstanding that the Company is a UK Plc admitted to trading on AIM, the
Company presents its accounts in its functional currency of Euros, since the
majority of its expenditure, including that of its subsidiary Zinnwald
Lithium, is denominated in this currency.
The Group is still at an exploration and development stage and not yet
producing minerals, which would generate commercial income. The Group is not
expected to report overall profits until it is able to profitably
commercialise its Zinnwald Lithium project in Germany.
During the year, the Group made an operating loss of €3.5m compared with a
loss of €3.1m in 2024. Administrative expenses increased from €2.5m to
€2.9m and these include the costs related to being a public listed company,
including the costs of non-executive directors, brokers, nominated adviser and
other advisers. There was also a share-based payment expense of €0.6m in
2025, compared with €0.7m in 2024, arising from the issuance of various new
incentives.
During the year, the Group made an overall loss before taxation of €3.4m
compared with a loss of €2.7m for the year ended 31 December 2024. This
included interest income of €0.1m on the Group's cash balances compared with
€0.4m in 2024. The overall operating loss for the Group for the year
improved to €1.5m for 2025 compared with a €2.7m loss for 2024. This
improvement is due to the accrued tax credit of €1.85m related to the
Forschungszulage
(https://www.google.com/search?client=safari&rls=en&q=Forschungszulage&ie=UTF-8&oe=UTF-8&mstk=AUtExfA_8AkjW35bJeDi19dot0oNNcHmWa4AGwwMyd6t2tQWzTrEkJjz4H8odICrMUB515mcC7JmU_obIvQNgHyecD_OttPpKRdQJnuoCfeSp1VdYuG3GPllmWmZhRZNNDAM0eo6ECcle4IR-IFOKiZXX704A4n6IW6Q4l8d0VM8jSs6bPZ-awCPMCio7qHzax98E5u-u-ULDutxyRx1mpNZmbdrJx7CIIF8z9oi-ZNa03izGYGQYl3hRKVUFAHvnQO_Mk8fFUUbUj6WGVZSfwfKEsId&csui=3&ved=2ahUKEwjynd3d9faSAxXLUUEAHbNeL70QgK4QegQIARAB)
research allowance approved in 2025..
The Total Net Assets of the Group increased to €40.7m as at 31 December 2025
from €37.7m at 31 December 2024 due increased capitalised spend on the
Project. The Group spent €3.4m on direct development work on the Project
focussed on completion of the PFS and ongoing permitting and ESIA work. This
increased the Group's Intangible asset balance to €37.6m at year end from
€34.2m at the end of 2024 and cash balances decreased to €2.7m from
€5.2m at the end of 2024.
The closing cash balance for the Group at the period end was €2.7m. As at
today's date, the Group's cash balance is €1.8m with the up to €1.9m cash
proceeds from the research allowance tax credit expected later in 2026.
The technical information relating to geology, the Mineral Resource and
Reserve Statements and disclosure on other Project matters, particularly the
Flowsheet, has been extracted and summarised from the Company's
Pre-Feasibility Study Ni 43-101 report. The executive summary of this report
was published on 31 March 2025. The independent Qualified Persons are Laurie
Hassall (MSci FIMMM QMR FGS) and Rodrigo Pasqua (FAusIMM,BEng (Mining)) of
Snowden Optiro and are both Qualified Persons as defined by National
Instrument 43-101 - Standards of Disclosure for Mineral Projects.
gROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
31 December 2025 31 December 2024
Notes € €
Continuing operations
Administrative expenses (2,913,283) (2,526,650)
Other operating income 7 53,246 110,605
Share based payments charge 23 (600,196) (688,877)
Operating loss (3,460,233) (3,104,922)
Finance income 9 86,882 380,607
Loss before taxation (3,373,351) (2,724,315)
Tax 10 1,858,925 (11,274)
Loss for the financial year 27 (1,514,426) (2,735,589)
Other comprehensive (loss) / income (41) 65
Total comprehensive loss for the year (1,514,467) (2,735,524)
Earnings per share from continuing operations attributable to the owners of
the parent company
Basic (cents per share) 11 (0.30) (0.57)
Total loss and comprehensive loss for the year is attributable to the owners
of the parent company.
GROUP STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025 31 December 2024
Notes € €
Non-current assets
Intangible assets 12 37,554,532 34,202,236
Property, plant and equipment 13 474,510 430,752
Right of use assets 14 39,468 279,566
38,068,510 34,912,554
Current assets
Trade and other receivables 18 2,076,205 371,142
Right of use assets < 1 year 14 120,049 -
Cash and cash equivalents 2,667,574 5,216,085
4,863,828 5,587,227
Total Assets 42,932,338 40,499,781
Current liabilities
Trade and other payables 19 (645,071) (1,106,584)
Lease liabilities 14 (122,804) (118,652)
(767,875) (1,225,236)
Net current assets 4,095,953 4,361,991
Non-current liabilities
Deferred tax liability 20 (1,382,868) (1,382,868)
Lease liabilities > 1 Year 14 (41,882) (164,687)
(1,424,750) (1,547,555)
Total Liabilities (2,192,625) (2,772,791)
Net Assets 40,739,713 37,726,990
Equity
Share capital 24 6,167,588 5,377,253
Share premium 25 42,613,014 39,476,355
Other reserves 26 2,855,735 2,303,850
Retained losses 27 (10,896,624) (9,430,468)
Total equity 40,739,713 37,726,990
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
Notes Share capital Share premium Other reserves Retained earnings Total
€ € € € €
Balance at 1 January 2024 5,365,379 39,403,810 1,896,531 (6,817,222) 39,848,498
Year ended 31 December 2024
Loss for the year - - - (2,735,589) (2,735,589)
Other comprehensive income:
Currency translation differences - - 65 - 65
Total comprehensive loss for the year - - 65 (2,735,589) (2,735,524)
Issue of share capital 11,874 72,545 - - 84,419
Share issue costs - - - - -
Credit to equity for equity settled share-based payments 23 - - 407,254 122,343 529,597
Total transactions with owners recognised directly in equity 11,874 72,545 407,254 122,343 614,016
Balance at 31 December 2024 and 1 January 2025 5,377,253 39,476,355 2,303,850 (9,430,468) 37,726,990
Year ended 31 December 2025
Loss for the year - - - (1,514,426) (1,514,426)
Other comprehensive income
Currency translation differences - - (41) - (41)
Total comprehensive income for the year - - (41) (1,514,426) (1,514,467)
Issue of share capital 24 790,335 3,161,343 - - 3,951,678
Share issue costs - (24,684) - - (24,684)
Credit to equity for equity settled share-based payments 23 - - 551,926 48,270 600,196
Total transactions with owners recognised directly in equity 790,335 3,136,659 551,926 48,270 4,527,190
Balance at 31 December 2025 6,167,588 42,613,014 2,855,735 (10,896,624) 40,739,713
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
Year ended 31 December 2025 Year ended 31 December 2024
Notes € €
Cash flows from operating activities
Cash used in operations 32 (2,978,817) (2,583,318)
Net cash outflow from operating activities (2,978,817) (2,583,318)
Cash flows from investing activities (3,412,159) (6,552,094)
Exploration expenditure in Germany 12 (45,231) (128,320)
Purchase of property, plant and equipment 13 86,882 380,607
Interest received
Net cash used in investing activities (3,370,508) (6,299,807)
Cash flows from financing activities
Proceeds from the issue of shares 3,951,678 -
Share issue costs (24,684) -
Costs related to vested RSUs - (74,861)
Lease payments (126,180) (132,120)
Net cash generated from / (used in) financing activities 3,800,814 (206,981)
Net decrease in cash and cash equivalents (2,548,511) (9,090,106)
Cash and cash equivalents at beginning of year 5,216,085 14,306,191
Cash and cash equivalents at end of year 2,667,574 5,216,085
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1. Accounting Policies
1.1 Company Information
Zinnwald Lithium Plc (the "Company") is a public limited company which is
listed on the AIM Market of the London Stock Exchange domiciled and
incorporated in England and Wales. The registered office address is The
Threshing Barn, Manor Barns, Coates Lane, High Wycombe, Bucks, HP13 5UX.
The group consists of Zinnwald Lithium Plc and its wholly owned subsidiaries
as follows as at 31 December 2025:
Name of undertaking Registered office Nature of business Class of shares held Direct holding Indirect holding
Zinnwald Lithium Holdings Ltd United Kingdom Exploration Ordinary 100.0% -
Zinnwald Lithium GmbH Germany Exploration Ordinary - 100.0%
Zinnwald Lithium Services GmbH Germany Leasing Ordinary - 100.0%
On 1 December 2017, Zinnwald Lithium Plc acquired the entire issued share
capital of Zinnwald Lithium Holdings Ltd ("ZLH", formerly known as Erris
Resources (Exploration) Ltd) by way of a share for share exchange, ahead of
the Company's listing on the AIM Market of the London Stock Exchange. ZLH's
registered office address is The Threshing Barn, Manor Barns, Coates Lane,
High Wycombe, Bucks, HP13 5UX.
On 29 October 2020, Zinnwald Lithium Plc acquired 50% of the issued share
capital of Zinnwald Lithium GmbH ("ZLG", formerly known as Deutsche Lithium
GmbH). On 24 June 2021, the Company acquired the remaining 50% of the issued
share capital of ZLG. ZLG is a company registered in Dresden Germany (HRB
45396) with its statutory seat in Altenberg. Its business office is at
Antonstrasse 3a, 01097, Dresden, Germany.
On 22 February 2023, ZLH incorporated a new company, Zinnwald Lithium Services
GmbH ("ZLS") for the purpose of holding all rental and similar operational
leases for the Group's operations in Germany. ZLS is a company registered in
Dresden, Germany (HRB 45386) with its statutory seat from Freiberg to
Altenberg. Its business office is at Antonstrasse 3a, 01097, Dresden, Germany
1.2 Basis of preparation
These financial statements have been prepared in accordance with UK-adopted
International Accounting Standards and IFRIC interpretations and with those
parts of the Companies Act 2006 applicable to companies reporting under IFRS
(except as otherwise stated).
The financial statements are prepared in euros, which is the functional
currency of the company and the group's presentation currency, since the
majority of its expenditure, including funding provided to ZLG and ZLS, is
denominated in this currency. Monetary amounts in these financial statements
are rounded to the nearest €.
The € to GBP exchange rate used for translation as at 31 December 2025 was
€1.146224 (2024: €1.209256).
The consolidated financial statements have been prepared under the historical
cost convention, unless stated otherwise within the accounting policies. The
principal accounting policies adopted are set out below.
1.3 Basis of consolidation
The consolidated financial statements incorporate those of Zinnwald Lithium
Plc and all of its subsidiaries (i.e., entities that the group controls when
the group is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns
through its power over the entity).
All financial statements are made up to 31 December 2025. Where necessary,
adjustments are made to the financial statements of subsidiaries to bring the
accounting policies used into line with those used by other members of the
group.
All intra-group transactions, balances and unrealised gains on transactions
between group companies are eliminated on consolidation. Unrealised losses are
also eliminated unless the transaction provides evidence of an impairment of
the asset transferred.
Subsidiaries are fully consolidated from the date on which control is
transferred to the group. They are deconsolidated from the date on which
control ceases.
1.4 Going concern
At the time of approving the financial statements, the directors have a
reasonable expectation that the group and company have adequate resources to
continue in operational existence for the foreseeable future. The Group had a
cash balance of €2.7m at the year-end (€1.8m at date of this report along
with the up to €1.9m of additional funds in the form of a research allowance
tax credit to be received later in 2026) and keeps a tight control over all
expenditure. Direct Project development spend is inherently discretionary and
the Board maintains an ongoing strategy to enable the curtailing of a number
of areas of expenditure to enable it to meet its minimum fixed costs for the
next 12 months, even without raising further funds, whilst still maintaining
all licenses in good standing. Thus, the Directors, having considered all
reasonable possible scenarios, believe that the Group continues to be a going
concern and have used this as the basis of accounting in preparing these
Financial Statements.
1.5 Intangible assets
Capitalised Exploration and Evaluation costs
Exploration and evaluation assets are capitalised as Intangible Assets and
represent the costs incurred on the exploration and evaluation of potential
mineral resources, They include direct costs (such as permitting costs,
drilling, assays and flowsheet testwork done by consulting engineers), licence
payments and fixed salary/consultant costs, capitalised in accordance with
IFRS 6 "Exploration for and Evaluation of Mineral Resources". Exploration
and Evaluation assets are initially measured at historic cost. Exploration
and Evaluation Costs are assessed for indicators of impairment in accordance
with IFRS 6 when facts and circumstances suggest that the carrying amount of
an asset may exceed its recoverable amount. Any impairment is recognised
directly in profit or loss.
1.6 Property, plant and equipment
Property, plant and equipment are initially measured at cost and subsequently
measured at cost, net of depreciation and any impairment losses. Depreciation
is recognised so as to write off the cost or valuation of assets less their
residual values over their useful lives on the following bases:
Leasehold land and buildings No deprecation is charged on these
balances
Plant and equipment 25% on cost
Fixtures and fittings 25% on cost
Computers 25% on
cost
Motor vehicles 16.7% on cost
for new vehicles, 33.3% on cost for second-hand vehicles
Low-value assets (Germany) 100% on cost on acquisition for items
valued at less than €800
The gain or loss arising on the disposal of an asset is determined as the
difference between the sale proceeds and the carrying value of the asset and
is recognised in the income statement.
1.7 Non-current investments
In the parent company financial statements, investments in subsidiaries are
initially measured at cost and subsequently measured at cost less any
accumulated impairment losses.
1.8 Impairment of non-current assets
At each reporting period end date, the group reviews the carrying amounts of
its tangible and intangible assets to determine whether there is any
indication that those assets have suffered an impairment loss. If any such
indication exists, the recoverable amount of the asset is estimated in order
to determine the extent of the impairment loss (if any). Where it is not
possible to estimate the recoverable amount of an individual asset, the group
estimates the recoverable amount of the cash-generating unit to which the
asset belongs.
Intangible assets not yet ready to use and not yet subject to amortisation are
reviewed for impairment whenever events or circumstances indicate that the
carrying value may not be recoverable.
Recoverable amount is the higher of fair value less costs to sell and value in
use. In assessing value in use, the estimated future cash flows are discounted
to their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the
asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated
to be less than its carrying amount, the carrying amount of the asset (or
cash-generating unit) is reduced to its recoverable amount. An impairment loss
is recognised immediately in profit or loss, unless the relevant asset is
carried at a revalued amount, in which case the impairment loss is treated as
a revaluation decrease.
1.9 Cash and cash equivalents
Cash and cash equivalents include cash in hand and deposits held at call with
banks with a maturity date of less than 30 days.
1.10 Right of Use Assets and Lease Liabilities
All leases are accounted for by recognising a right-of-use assets due to a
lease liability except for:
· Lease of low value assets; and
· Leases with duration of 12 months or less
The group reviews its contracts and agreements on an annual basis for the
impact of IFRS 16. The group has such short duration leases and lease payments
are charged to the income statement with the exception of the Group's lease
for the Freiberg office and core shed, which expired in April 2024 and have
been replaced by new office leases in Dresden and Core Shed in Altenberg that
both started on 1 May 2024.
Lease liabilities are measured at the present value of the contractual
payments due to the lessor over the lease term, with the discount rate
determined by reference to the rate inherent in the lease unless (as is
typically the case) this is not readily determinable, in which case the
group's incremental borrowing rate on commencement of the lease is used.
Variable lease payments are only included in the measurement of the lease
liability if they depend on an index or rate. In such cases, the initial
measurement of the lease liability assumes the variable element will remain
unchanged throughout the lease term. Other variable lease payments are
expensed in the period to which they relate.
On initial recognition, the carrying value of the lease liability also
includes:
· amounts expected to be payable under any residual value
guarantee;
· the exercise price of any purchase option granted in favour of
the group if it is reasonably certain to assess that option;
· any penalties payable for terminating the lease, if the term of
the lease has been estimated on the basis of termination option being
exercised.
Right of use assets are initially measured at the amount of the lease
liability, reduced for any lease incentives received, and increased for:
· lease payments made at or before commencement of the lease;
· initial direct costs incurred; and
· the amount of any provision recognised where the group is
contractually required to dismantle, remove or restore the leased asset
Subsequent to initial measurement lease liabilities increase as a result of
interest charged at a constant rate on the balance outstanding and are reduced
for lease payments made. Right-of-use assets are amortised on a straight-line
basis over the remaining term of the lease or over the remaining economic life
of the asset if, rarely, this is judged to be shorter than the lease term.
1.11 Financial assets
Financial assets are recognised in the group's and company's statement of
financial position when the group and company become party to the contractual
provisions of the instrument.
Financial assets are classified into specified categories at initial
recognition and subsequently measured at amortised cost, fair value through
other comprehensive income, or fair value through profit or loss. The
classification of financial assets at initial recognition that are debt
instruments depends on the financial assets cash flow characteristics and the
business model for managing them.
Financial assets are initially measured at fair value plus transaction
costs. In order for a financial asset to be classified and measured at
amortised cost, it needs to give rise to cash flows that are "solely payments
of principal and interest SPPI" on the principal amount outstanding.
Financial assets at amortised cost (debt instruments)
Financial assets at amortised cost are subsequently measured using the
effective interest rate method and are subject to impairment. The group's
and company's financial assets at amortised cost comprise trade and other
receivables and cash and cash equivalents.
Interest is recognised by applying the effective interest rate, except for
short-term receivables when the recognition of interest would be immaterial.
The effective interest method is a method of calculating the amortised cost of
a debt instrument and of allocating the interest income over the relevant
period. The effective interest rate is the rate that exactly discounts
estimated future cash receipts through the expected life of the debt
instrument to the net carrying amount on initial recognition.
Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting
end date.
Financial assets are impaired where there is objective evidence that, as a
result of one or more events that occurred after the initial recognition of
the financial asset, the estimated future cash flows of the investment have
been affected.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash
flows from the asset expire, or when it transfers the financial asset and
substantially all the risks and rewards of ownership to another entity.
Financial liabilities
Other financial liabilities
Other financial liabilities, including borrowings, are initially measured at
fair value, net of transaction costs. They are subsequently measured at
amortised cost using the effective interest method, with interest expense
recognised on an effective yield basis.
The effective interest method is a method of calculating the amortised cost of
a financial liability and of allocating interest expense over the relevant
period. The effective interest rate is the rate that exactly discounts
estimated future cash payments through the expected life of the financial
liability to the net carrying amount on initial recognition.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual
obligations expire or are discharged or cancelled.
1.12 Equity instruments
Equity instruments issued by the group are recorded at the proceeds received,
net of direct issue costs.
1.13 Employee benefits
The costs of short-term employee benefits are recognised as a liability and an
expense, unless those costs are required to be recognised as part of the cost
of non-current assets.
The cost of any unused holiday entitlement is recognised in the period in
which the employee's services are received.
Termination benefits are recognised immediately as an expense when the group
and company is demonstrably committed to terminate the employment of an
employee or to provide termination benefits.
1.14 Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an
expense as they fall due.
1.15 Equity
Share capital
Ordinary shares are classified as equity.
Share premium
Share premium represents the excess of the issue price over the par value on
shares issued. Incremental costs directly attributable to the issue of new
ordinary shares or options are shown in equity as a deduction, net of tax,
from the proceeds.
Merger reserve
A merger reserve was created in 2017 on purchase of the entire share capital
of Zinnwald Lithium Holdings Ltd (formerly Erris Resources (Exploration) Ltd)
which was completed by way of a share for share exchange and which has been
treated as a group reconstruction and accounted for using the reverse merger
accounting method.
Share-based payment reserve
The share-based payment reserve is used to recognise the fair value of
equity-settled share-based payment transactions.
1.16 Share-based payments
Equity-settled share-based payments with employees and others providing
services are measured at the fair value of the equity instruments at the grant
date. Fair value is measured by use of an appropriate pricing model.
Equity-settled share-based payment transactions with other parties are
measured at the fair value of the goods and services, except where the fair
value cannot be estimated reliably, in which case they are valued at the fair
value of the equity instrument granted.
The fair value determined at the grant date is expensed on a straight-line
basis over the vesting period, based on the estimate of shares that will
eventually vest. A corresponding adjustment is made to equity.
When the terms and conditions of equity-settled share-based payments at the
time they were granted are subsequently modified, the fair value of the
share-based payment under the original terms and conditions and under the
modified terms and conditions are both determined at the date of the
modification. Any excess of the modified fair value over the original fair
value is recognised over the remaining vesting period in addition to the grant
date fair value of the original share-based payment. The share-based payment
expense is not adjusted if the modified fair value is less than the original
fair value.
Cancellations or settlements (including those resulting from employee
redundancies) are treated as an acceleration of vesting and the amount that
would have been recognised over the remaining vesting period is recognised
immediately.
1.17 Foreign exchange
Foreign currency transactions are translated into the functional currency
using the rates of exchange prevailing at the dates of the transactions. At
each reporting end date, monetary assets and liabilities that are denominated
in foreign currencies are retranslated at the rates prevailing on the
reporting end date. Gains and losses arising on translation are included in
administrative expenses in the income statement for the period.
The financial statements are presented in the functional currency of Euros
since the majority of exploration expenditure is denominated in this currency.
1.18 Exceptional items
Items are disclosed separately in the financial statements where it is
necessary to do so to provide further understanding of the financial
performance of the group. They are items that are material, either because
of their size or nature, or that are non-recurring.
1.19 Segmental reporting
Operating segments are reported in a manner consistent with the internal
reporting provided to the Chief Executive Officer, who is considered to be the
group's chief operating decision-maker ('CODM').
1.20 New standards, amendments and interpretations not yet adopted
There were no new standards or amendments to standards adopted by the group
and company during the year which had a material impact on the financial
statements.
At the date of approval of these financial statements, the following standards
and amendments were in issue but not yet effective, and have not been early
adopted:
· Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial
Instruments: Disclosures (Effective date 1 January 2026)
· Annual Improvements to IFRS standard - Volume 11 (Effective date
1 January 2026)
· IFRS 18 Presentation and Disclosure in Financial Statements
(Effective date 1 January 2027)
· IFRS 19 Subsidiaries without Public Accountability (Effective
date 1 January 2027)*
*subject to UK endorsement
There are no other IFRSs or IFRIC interpretations that are not yet effective
that would be expected to have a material impact on the group or company.
2. Judgements and key sources of estimation uncertainty
In the application of the accounting policies, the directors are required to
make judgements, estimates and assumptions about the carrying amount of assets
and liabilities that are not readily apparent from other sources. The
estimates and associated assumptions are based on historical experience and
other factors that are considered to be relevant. Actual results may differ
from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised where the revision affects only that period, or in the
period of the revision and future periods where the revision affects both
current and future periods.
Critical judgements
The following judgements and estimates have had the most significant effect on
amounts recognised in the financial statements.
Share-based payments
Estimating fair value for share based payment transactions requires
determination of the most appropriate valuation model, which depends on the
terms and conditions of the grant. This estimate also requires determination
of the most appropriate inputs to the valuation model including the expected
life of the share option or appreciation right, volatility and dividend yield
and making assumptions about them. For the measurement of the fair value of
equity settled transactions with employees at the grant date, the group and
company use the Black Scholes model.
Impairment of Capitalised Exploration Costs
Group capitalised exploration costs had a carrying value as at 31 December
2025 of €37,554,533 (2024: €34,202,236), which solely relate to the
Zinnwald Lithium Project, Management tests annually whether capitalised
exploration costs have a carrying value in accordance with the guidance
provided in IFRS 6 and any relevant indicators of impairment. Management has
identified four areas that it believes to be most relevant to assessment of
indicators of impairment and has concluded that no indicators of impairment
exist at this stage:
· Exploration licenses have expired in the period or will expire in
the near future and are not expected to be renewed. ZLGs core mining license
at Zinnwald is valid to 31 December 2047. ZLG has additional exploration
licenses at Falkenhain valid to 31 December 2028 at Altenberg to 15 February
2027, at Sadisdorf to 30 June 2026, at Bärenstein to 30 June 2028 and at
Liebenau, newly granted in 2025, valid to 1 April 2030. The Group intends to
maintain all licenses and has met all minimum spend requirements. The Group
has received two new licenses in the last two years and has received regular
three-year extensions on other licenses.
· Substantive expenditure on further exploration for and evaluation
of mineral resources in the specific area is neither budgeted nor planned. The
Project in Germany is the sole focus of the Zinnwald Group and in 2025 the
Group spent a further €3.4m on exploration and evaluation expenditure (2024:
€6.4m, 2023: €8.7m) primarily on completion of the PFS. The Group expects
to spend substantive additional expenditure on the Project as it moves through
the next stages of testwork, a definitive feasibility study, permitting and
ESIA work.
· Exploration for and evaluation of mineral resources in the
specific area have not led to the discovery of commercially viable quantities
of mineral resources and the entity has decided to discontinue such activities
in the specific area. Zinnwald conducted an 84 hole, 27,000m drill programme
in 2022-2023 that culminated in an updated Mineral Resource Estimate (MRE) in
2024 prepared by Snowden Optiro. The Mineral Resource totals 193.5 Mt at
2,220 ppm Li (429 kt contained lithium metal) in the Measured and Indicated
category at a cut-off grade of 1,100 ppm Li. As part of the PFS, Snowden
prepared a maiden Mineral Ore Reserve that totals 128 Mt grading 4,428ppm
(0.44%) Li₂O. This reserve placed Zinnwald as the largest amongst all
European lithium projects based on all published studies that included
reserves to date.
· Sufficient data exist to indicate that, although a development in
the specific area is likely to proceed, the carrying amount of the exploration
and evaluation asset is unlikely to be recovered in full from successful
development or by sale. In March 2025, the Project published its PFS that
demonstrates the financial viability of the Project with a Pre-tax Net Present
Value of €3.3 billion (at an 8% discount rate) and a pre-tax Internal Rate
of Return of 23.6%. The after tax NPV is €2.2 billion and post-tax IRR is
19.8%. The Project has a mine life of over 40 years and the payback period is
less than five years post commencement of production.
Recoverability of investments in and loans to subsidiaries
The Directors review the carrying value of investments in and loans made to
subsidiaries for any indications of impairment of potential
non-recoverability. Since all investments and loans ultimately relate solely
to funding for the Project in Germany and, as noted above, the Directors do
not believe that any impairments is required for that asset, accordingly the
Directors do not believe there is any impairment to investment or loan value.
3. Financial Risk and Capital Risk Management
The Group's and Company's activities expose it to a variety of financial
risks: market risk (primarily currency risks), credit risk and liquidity
risk. The overall risk management programme focusses on currency and working
capital management.
Foreign Exchange Risk
The Company operates internationally and is exposed to foreign exchange risk
arising from one main currency exposure, namely GBP for its Head Office costs
and the value of its shares for fund-raising and Euros for a material part of
its operating expenditure. The Group's Treasury risk management policy is
currently to hold most of its cash reserves in Euros, as the majority of its
current and planned expenditure will be on the Project in Germany.
Credit and Interest Rate Risk
The group and company have no borrowings and a low level of trade creditors
and have minimal credit or interest rate risk exposure. The Group's cash and
cash equivalents is held at major financial institutions.
Working Capital and Liquidity Risk
Cashflow and working capital forecasting is performed in the operating
entities of the group and consolidated at a group level basis for monthly
reporting to the Board. The Directors monitor these reports and rolling
forecasts to ensure the group has sufficient cash to meet its operational
needs. The Board has a policy of maintaining at least a GBP 0.5m cash reserve
headroom. The group has no material fixed cost overheads other than its costs
of being listed on the AIM market and its leases in Dresden and Altenberg.
None of its employee contracts have notice periods of longer than six months
and its development expenditure is inherently discretionary.
4. Segmental reporting
The Group operates in the UK and Germany. Activities in the UK include the
Head Office corporate and administrative costs whilst the activities in
Germany relate to ongoing development work at the group's wholly owned
Zinnwald Lithium Project. The reports used by the Board and Management are
based on these geographical segments.
Germany UK Total
2025 2025 2025
€ € €
Income 5,844 10,782 16,626
Administrative expenses (1,087,091) (1,734,667) (2,821,758)
Share based payment charge (81,825) (518,371) (600,196)
Loss on foreign exchange (1,643) (85,352) (86,995)
Other operating income 53,246 - 53,246
Finance income 12,348 74,534 86,882
Interest paid (4,530) - (4,530)
Tax 1,858,925 - 1,858,825
Income / (loss) from operations per reportable segment 738,648 (2,253,074) (1,514,426)
Reportable segment assets 40,414,911 2,517,427 42,932,338
Reportable segment liabilities 693,333 1,499,292 2,192,625
Germany UK Total
2024 2024 2024
€ € €
Administrative expenses (1,013,403) (1,675,736) (2,689,139)
Share based payment charge - (688,877) (688,877)
Gain/loss on foreign exchange - 170,006 170,006
Other operating income 110,605 - 110,605
Finance income 1,950 378,657 380,607
Interest paid (7,517) - (7,517)
Tax (11,274) - (11,274)
Loss from operations per reportable segment (919,639) (1,815,950) (2,735,589)
Reportable segment assets 34,476,535 6,082,411 40,558,946
Reportable segment liabilities 2,429,932 402,024 2,831,956
5. Operating loss
2025 2024
€ €
Operating loss for the year is stated after charging / (crediting)
Exchange losses / (gains) 86,995 (170,008)
Amortisation of intangible assets 2,106 2,010
Depreciation of property, plant and equipment 59,187 84,421
Depreciation of Right of Use Assets 120,049 126,711
Share-based payment expense 600,196 688,877
Operating lease charges 48,022 36,641
Exploration costs expensed 907,318 824,709
6. Auditor's remuneration
Fees payables to the company's auditor 2025 2024
€ €
For audit services
Annual Audit of group, parent company and subsidiary undertakings 45,896 45,914
Review of interim group financial statements 3,630 3,557
49,526 49,471
For other services
Taxation compliance services 6,476 7,759
7. Other operating income
2025 2024
€ €
Other operating income 53,246 110,605
Other operating income primarily comprises rental and utilities income from
sub-lessors.
8. Employees
The average number of persons (including directors) employed by the group and
company during the year was:
Group Company
2025 2024 2025 2024
Number Number Number Number
Directors 6 6 6 6
Employees 13 14 - -
19 20 6 6
Their aggregate remuneration comprised Group Company
2025 2024 2025 2024
€ € € €
Wages and salaries 1,832,263 1,823,149 937,395 875,722
Social security costs 221,528 235,368 123,160 137,050
Pension costs 140,569 133,329 65,367 63,370
2,194,359 2,191,846 1,125,922 1,076,142
Aggregate remuneration expenses of the group include €892,659 (2024:
€913,998) of costs capitalised and included within non-current assets of the
group. Aggregate remuneration expenses of the company include €Nil (2023:
€Nil) of costs capitalised and included within non-current assets of the
group. Directors' remuneration is disclosed in report of Remuneration
Committee.
9. Finance income
Group
2025 2024
€ €
Interest on bank deposits 86,882 380,607
10. Taxation
Group
Income tax expense 2025 2024
€ €
UK corporation tax expense - current year - -
Overseas corporation tax expense - current year - 2,383
Overseas corporation tax expense - prior year reclaim (1,477) -
Overseas research allowance tax credit (1,857,488) -
Overseas real estate tax expense - current year - 8,891
Total current tax (credit) / expense (1,858,925) 11,274
€ €
Loss before taxation (3,373,531) (2,735,588)
Expected tax credit based on the standard rate of corporation tax in the UK of (640,936) (519,762)
19.00% (2024: 19.00%)
Disallowable expenses 116,694 132,436
Non-taxable gains - -
Unutilised tax losses carried forward 524,242 388,786
Difference in overseas tax rate (1,477) 922
Overseas research allowance tax credit (1,857,488)
Overseas real estate tax expense - 8,891
Taxation (credit) / expense for the year (1,858,925) 11,274
Losses available to carry forward amount to €12,337,000 (2024:
€9,578,000). No deferred tax asset has been recognised on these losses, as
the probability and timing of available future taxable profits is not
something that can currently be estimated. Foreign tax liabilities are
calculated at the prevailing tax rates applicable in Germany.
11. Earnings per share
2025 2024
€ €
Weighted average number of ordinary shares for basic earnings per share 510,024,962 474,497,857
Effect of dilutive potential ordinary shares
- Weighted average number of outstanding share options 28,959,975 22,695,897
Weighted average number of ordinary shares for diluted earnings per share 538,984,937 497,193,754
Earnings
Continuing operations (1,514,426) (2,724,315)
Loss for the period for continuing operations
Earnings for basic and diluted earnings per share distributable to equity (1,514,426) (2,724,315)
shareholders of the company
Earnings per share for continuing operations
Basic and diluted earnings per share
Basic earnings per share - cents (0.30) (0.57)
There is no difference between the basic and diluted earnings per share for
the period ended 31 December 2025 or 2024 as the effect of the exercise of
options would be anti-dilutive.
12. Intangible Assets
Group Total
Cost €
At 1 January 2024 27,655,638
Additions - group funded 6,552,094
At 31 December 2024 34,207,732
Additions - group funded 3,412,159
Reclassification to Tangible Assets (57,757)
At 31 December 2025 37,562,134
Amortisation and impairment
At 1 January 2024 3,486
Amortisation charged for the year 2,010
At 31 December 2024 5,496
Amortisation charged for the year 2,106
At 31 December 2025 7,602
Carrying amount at 31 December 2025 37,554,532
Carrying amount at 31 December 2024 34,202,236
Intangible assets comprise capitalised exploration and evaluation costs
(direct costs, licence fees and fixed salary / consultant costs) of the
Zinnwald Lithium project in Germany. The Company has had no directly owned
intangible assets since 2020.
13. Property plant and equipment
Group Leasehold, land and buildings Fixtures, fittings and equipment Motor vehicles Total
Cost € € € €
At 1 January 2024 70,990 360,263 66,593 497,846
Additions - group funded 30,000 98,320 - 128,320
Exchange adjustments - 331 - 331
At 31 December 2024 100,990 458,914 66,593 626,497
Additions - group funded 42,545 2,686 - 45,231
Reclassification from Intangibles - 57,757 - 57,757
Exchange adjustments - (373) - (373)
At 31 December 2025 143,535 518,984 66,593 729,112
Depreciation and impairment
At 1 January 2024 - 80,158 30,900 111,058
Depreciation charged for the year - 71,135 13,286 84,421
Exchange adjustments - 266 - 266
At 31 December 2024 - 151,559 44,186 195,745
Depreciation charged for the year - 49,147 10,040 59,187
Exchange adjustments - (330) - (330)
At 31 December 2025 - 200,376 54,226 254,602
Carrying amount at 31 December 2025 143,535 318,608 12,367 474,510
Carrying amount at 31 December 2024 100,990 307,355 22,407 430,752
Company Computers
Cost €
At 1 January 2024 6,839
Additions - group funded -
Exchange adjustments 331
At 31 December 2024 7,170
Additions - group funded -
Exchange adjustments (373)
At 31 December 2025 6,797
Depreciation and impairment
At 1 January 2024 4,146
Depreciation charged for the year 1,463
Exchange adjustments 266
At 31 December 2024 5,875
Depreciation charged for the year 660
Exchange adjustments (330)
At 31 December 2025 6,205
Carrying amount at 31 December 2025 592
Carrying amount at 31 December 2024 1,295
14. Right of Use Assets and Lease Liabilities
In May 2024, Zinnwald Lithium Services GmbH entered into two new commercial
lease agreements for an office in Dresden and a Core Shed in Altenberg. The
duration of both leases are for 3 years with no break clauses and expire in
April 2027. The Dresden lease can be renewed for two further 3-year periods in
2027 and 2030. The Altenberg lease can be renewed for a further 3-year
period in 2027 and a further 4-year period in 2030. The monthly combined
leases instalments are €10,515 per month, fixed for the duration of the
leases. The right of use asset and lease liability for each new leases were
recognised on 1 May 2024 on inception of the leases. Movements in the year
are shown as follows:
Group Total
€
Right of Use Asset
At 1 January 2025 279,566
Depreciation (120,049)
At 31 December 2025 159,517
- Recognised in non-current assets 39,468
- Recognised in current assets 120,049
Lease Liability
At 1 January 2025 283,339
Interest charged in the year 7,527
Lease payments in the year (126,180)
At 31 December 2025 164,686
- Recognised in short-term payables 122,804
- Recognised in payables > 1 year 41,882
15. Investments
Company 2025 2024
€ €
Investments in subsidiaries 14,523,374 14,523,374
Investments in subsidiaries are recorded at cost, which is the fair value of
the consideration paid.
There has been no movement in non-current investments in 2024 or 2025.
16. Trade and other receivables - credit risk
Fair value of trade and other receivables
The directors consider that the carrying amount of trade and other receivables
is equal to their fair value.
17. Financial Instruments
Group Company
2025 2024 2025 2024
€ € € €
Financial instruments at amortised cost
Trade and other receivables 140,425 235,783 32,276,734 26,781,242
Cash and bank balances 2,667,574 5,216,085 2,434,952 2,964,450
2,807,999 5,451,868 34,711,686 29,745,692
Financial liabilities at amortised cost
Trade and other payables 645,071 1,106,584 112,129 129,058
645,071 1,106,584 112,129 129,058
18. Trade and other receivables
Group Company
2025 2024 2025 2024
Amounts falling due greater than one year: € € € €
Amounts owed by group undertakings - - 32,242,117 26,642,540
Amounts falling due within one year:
Trade receivables 7,157 439 - -
Other receivables 133,268 235,344 34,617 23,576
Prepayments and accrued income 1,935,780 135,359 28,020 55,961
2,076,205 371,142 62,637 79,537
Other receivables include VAT amounts recoverable, which were received
following the year end. Prepayments and accrued income include the
Forschungszulage grant awarded to Zinnwald Lithium GmbH during the year, which
the Group expects to receive later in 2026. The Company has reclassified its
intercompany loan receivable to greater than one year from 2024 onwards.
The carrying amounts of the Group and Company's trade and other receivables
are denominated in the following currencies:
Group Company
2025 2024 2025 2024
Euros 1,997,698 203,495 - 7,371
British Pounds 78,507 167,647 32,304,754 26,714,706
2,076,205 371,142 32,304,754 26,722,077
19. Trade and other payables
Group Company
2025 2024 2025 2024
Amounts falling due within one year: € € € €
Trade payables 171,572 343,391 28,185 18,430
Other taxation and social security 42,482 61,465 42,482 40,231
Other payables 28,633 61,234 - -
Accruals and deferred income 402,384 640,494 41,462 70,397
645,071 1,106,584 112,129 129,058
All Trade payables have been settled since the year end.
The carrying amounts of the Group and Company's current liabilities are
denominated in the following currencies:
Group Company
2025 2024 2025 2024
Euros 528,730 808,725 - -
British Pounds 116,341 297,859 112,129 129,058
645,071 1,106,584 112,129 129,058
20. Deferred taxation
The following are the major deferred tax liabilities and assets recognised by
the group and company, and movements thereon:
Group Liabilities Liabilities
2025 2024
€ €
Zinnwald Lithium intangible assets - fair value adjustment 1,382,868 1,382,868
The deferred tax liability set out above relates to a 25% provision made on
the fair value uplift of the company's acquisition of control of Zinnwald
Lithium GmbH.
21. Retirement benefit schemes
Defined contribution scheme 2025 2024
€ €
Charge to profit or loss in respect of defined contribution schemes 65,367 63,370
A defined contribution pension scheme is operated for all qualifying
employees. The assets of the scheme are held separately from those of the
group in an independently administered fund.
22. Share based Incentives
The Directors believe that the success of the Group will depend to a
significant degree on the performance of the Group's senior management team.
The Directors also recognise the importance of ensuring that the management
team are well motivated and identify closely with the success of the Group.
The Company adopted an initial Share Option Plan in December 2017 and will
continue to issue options to key employees, consultants and Non-Executive
Directors. In October 2020, the Company's shareholders approved additional
short-term and long-term incentive schemes for Executive Management, the key
terms of which are detailed in the Remuneration Committee report.
Share Option Plan (2017)
Movements in the number of share options, under the Share Option Plan (2017),
outstanding and their related weighted average exercise prices are as follows:
Year ended 31 December 2025 Year ended 31 December 2024
Average exercise price (£/share) Number of Options Average exercise price (£/share) Number of Options
At beginning of year £0.1172 10,866,668 £0.1487 6,650,000
Granted during the year £0.0750 3,600,000 £0.0675 4,350,000
Lapsed during the year £0.0753 (1,800,001) £0.0675 (133,332)
Exercised during the year - - - -
At end of year £0.1112 12,666,667 £0.1172 10,866,668
Exercisable at the year end 9,750,000 7,283,335
Weighted average remaining exercise period, years 2.50 3.06
Option classification
Issue Date No of Options Exercise Price Expiry Date
15 January 2022 3,900,000 £0.1810 15 January 2027
23 March 2023 2,450,000 £0.1041 23 March 2028
15 January 2024 3,550,000 £0.0675 15 January 2029
31 January 2025 2,766,667 £0.0750 31 January 2030
12,666,667 £0.1112
RSU Scheme (2020)
Movements in the number of RSUs, under the RSU Plan (2020), outstanding and
their related weighted average exercise prices are as follows
Year ended 31 December 2025 Year ended 31 December 2024
Average exercise price (£/share) RSUs Average exercise price (£/share) RSUs
Beginning of Period n/a 7,635,254 n/a 5,316,310
Granted n/a 2,624,814 n/a 4,228,475
Lapsed n/a - n/a -
Exercised n/a - £0.0711 (1,909,531)
At end of period n/a 10,260,068 n/a 7,635,254
Weighted average remaining exercise period, years 2.04 0.68
RSU Classification
Issue Date No of RSUs Vesting date Exercise date
23 March 2023 3,406,779 23 March 2025 23 March 2027
15 January 2024 4,228,475 15 January 2026 15 January 2028
31 January 2025 2,624,814 31 January 2027 31 January 2029
10,260,068
PSU Scheme (2020)
Movements in the number of PSUs, under the PSU Plan (2020), outstanding and
their related weighted average exercise prices are as follows
Year ended 31 December 2025 Year ended 31 December 2024
Average exercise price (£/share) PSUs Average exercise price (£/share) PSUs
Beginning of Period n/a 4,500,000 n/a -
Granted n/a 694,061 n/a 4,500,000
Lapsed - - n/a -
At end of period 5,194,061 n/a 4,500,000
Weighted average remaining exercise period, years - -
PSU Classification
Issue Date No of PSUs Vesting date
15 January 2024 4,500,000 15 January 2026
31 January 2025 694,061 31 January 2027
5,194,061
23. Share based payment transactions
Group Company
2025 2024 2025 2024
€ € € €
Expenses recognised in the year
Options issued under the Share Option Plan (2017) 150,473 201,811 68,648 201,811
RSUs issued under the RSU Scheme (2020) 330,374 381,834 330,374 381,834
PSUs issued under the PSU Scheme (2020) 119,349 105,232 119,349 105,232
600,196 688,877 518,371 688,877
Awards made under the various share incentive schemes will be expensed over
the relevant vesting periods for each scheme. Options and PSUs have been
expensed based on a Black Scholes calculation using an option life of 5 years
and a risk-free interest rate of 3.9%. The Company has used a volatility
rate of 65.6% looking back 3 years from the date of grant to account for the
material distorting event of the Company's readmission to AIM in October 2020
following its reverse takeover acquisition of the Zinnwald Project. The
Company will use a 4 year look-back for the grants made in January 2025 and
thereafter a 5 year look back for all future grants going forward.
24. Share Capital
Group and Company
2025 2024
Ordinary share capital € €
Issued and fully paid
542,354,605 ordinary shares of 1p each (2024: 474,536,675) 6,167,588 5,377,253
6,167,588 5,377,253
The Group's share capital is issued in GBP £ but is converted into the
functional currency of the Group (Euros) at the date of issue of the shares.
Reconciliation of movements during the year: Ordinary Number Ordinary
Value
€ €
Ordinary shares of 1p each
At 1 January 2025 474,536,675 5,377,253
Issue of fully paid shares 67,817,930 790,335
At 31 December 2025 542,354,605 6,167,588
25. Share Premium account
Group Company
2025 2024 2025 2024
€ € € €
At beginning of year 39,476,355 39,403,810 39,476,355 39,403,810
Issue of new shares 3,161,343 - 3,161,343 -
Exercise of share options / RSUs - 72,545 - 72,545
Share issue expenses (24,684) - (24,684) -
42,613,014 39,476,355 42,613,014 39,476,355
26. Other reserves
Merger reserve Share based payment reserve Translation reserve Total
Group € € € €
At 1 January 2024 688,731 1,207,700 100 1,896,531
Share Option charge for the year - 688,877 - 688,877
Release of RSU provisions - (159,280) - (159,280)
Lapsed share incentives - (122,343) - (122,343)
Other additions - - 65 65
At 31 December 2024 688,731 1,614,954 165 2,303,850
Share Option charge for the year - 600,196 - 600,196
Lapsed share incentives - (48,270) - (48,270)
Other additions - - (41) (41)
At 31 December 2025 688,731 2,166,880 124 2,855,735
Share based payment reserve Translation reserve Total
Company € € €
At 1 January 2024 1,207,700 100 1,207,800
Share Option charge for the year 688,877 - 688,877
Release of provisions (159,280) - (159,280)
Lapsed share incentives (122,343) - (122,343)
Other additions - 65 65
At 31 December 2024 1,614,954 165 1,615,119
Share Option charge for the year 600,196 600,196
Lapsed share incentives (48,270) (48,270)
Other additions - (41) (41)
At 31 December 2025 2,166,880 124 2,167,004
27. Retained earnings
Group Company
2025 2024 2025 2024
€ € € €
At the beginning of the year (9,430,468) (6,817,222) (2,386,589) (2,787,077)
Loss for the year (1,514,426) (2,735,589) 542,255 278,145
Lapsed share incentives 48,270 122,343 48,270 122,343
At the end of the year (10,896,624) (9,430,468) (1,796,064) (2,386,589)
28. Financial commitments, guarantees and contingent liabilities
Bacanora Royalty Agreement
The company and Bacanora entered into on completion of the Acquisition a
royalty agreement which provides that the Company agrees to pay Bacanora a
royalty of 2 per cent. of the net profit received by the company pursuant to
its 50 per cent. shareholding in Zinnwald Lithium GmbH ("ZLG") and earned in
relation to the sale of lithium products or minerals by ZLG's projects on the
Zinnwald and Falkenhain licence areas. The royalty fee shall be paid in Euros
and paid by ZLG half yearly. The agreement is for an initial term of 40 years
and shall automatically extend for additional 20 year terms until mining and
processing operations cease at ZLG's projects at the Zinnwald and Falkenhain
licence areas. The company has undertaken to Bacanora to abide by certain
obligations in relation to ZLG's projects at the Zinnwald and Falkenhain
licence areas such as complying with applicable laws and ensure that these
projects are operated in accordance with the underlying licences and
concessions granted to Zinnwald Lithium. The company shall have the right,
but not the obligation, to extinguish at any time its right to pay a royalty
fee to Bacanora prior to the expiry of the term by paying a one-off payment of
€2,000,000.
Whilst the Directors acknowledge this contingent liability, at this stage, it
is not considered that the outcome can be considered probable or reasonably
estimable and hence no provision has been made in the financial statements.
The Directors note that the Royalty is only applicable to 50% of ZLG's
production and does not apply to the additional 50% of ZLG acquired by the
Company in June 2021. The Directors also note that the Royalty obligation
remains due to Bacanora, which is now a wholly owned subsidiary of Ganfeng
Lithium Limited.
29. Agreements with Ocean Capital Partners
Under the terms of the sale of Erris Zinc Limited to Ocean Capital Partners on
13 June 2023, the Company was granted a 1% Net Smelter Royalty and a
€200,000 cash payment due six months after the start of commercial
production. As agreed in the Sale and Purchase Agreement, the company also
has the right to buy Erris Zinc Ltd back for €1 if the additional
exploration spend of €100,000 over 2024 to 2025 was not made by March
2025. This deadline was extended by mutual agreement to August 2025. In
October 2025, Ocean Partners confirmed that all required additional
exploration spend had been met and that the license area had been renewed by
the Irish Authorities to August 2031. Accordingly, all stipulated buyer
undertakings have been discharged and the buy-back option has now fallen away
with only the future payments due on production remaining in force. Whilst
the Directors acknowledge these contingent assets, at this stage, it is not
considered that the outcome can be considered certain to be recognised and
receivable and hence no asset has been recognised in the financial statements.
30. Events after the reporting date
On 12 February 2026, the Company made a grant of a total of 2,918,81 RSUs and
3,455,000 Options under the Company's Long-Term Incentive Plans relating to
performance in 2025, and a total of 880,932 PSUs relating to performance
from 1 January 2023 to 31 December 2025. The RSUs and PSUs were issued to
Executive Management under the relevant schemes approved by shareholders in
October 2020. The Options were primarily issued to Employees and Consultants
under the terms of the Option Scheme approved by shareholders in 2017.
On 24 February 2026, the Company appointed Dominik Simler as a Non-Executive
Director in replacement of Graham Brown, who stepped down from the Board. Mr
Simler brings over 20 years of pan-European investment and advisory
experience, with a particular focus on the central European German speaking
region ("DACH"). He has extensive experience in structuring and sourcing
capital and working with stakeholders across various industries, having held
senior roles at leading private equity and investment firms including AEA
Investors, Investcorp International and L-GAM Advisors.
In December 2025, the Company was informed that its German subsidiary had been
awarded a grant under the German Forschungszulage (Research Allowance)
scheme. In March 2026, as part of this recognition, Zinnwald received its
official seal from the Bescheinigungsstelle Forschungszulage ("BSFZ") as proof
of its 'entrepreneurial innovation competence'. This scheme was introduced in
Germany in 2020 to promote and accelerate corporate research and development.
It is a government-funded tax incentive scheme that reimburses eligible
R&D expenses. Eligible projects must be in fundamental research,
industrial research, or experimental development. Zinnwald submitted two
applications, one for its geological R&D studies into the extraction of
lithium from micas, and the other for its innovative processing development
work, both of which were reflected in its PFS in 2025. Both applications
were approved by the BSFZ resulting in an overall grant of up to €1.9
million to be received later in 2026.
31. Related party transactions
In 2024, the Company engaged Jeremy Martin in a consultancy agreement to
provide specific technical support to the operational team with the
development of the resource and processing parts of the Project's flowsheet,
in light of his professional qualifications and experience (further detail is
included in the report of the Remuneration Committee). This agreement
finished in September 2025.
32. Cash used in group operations
2025 2024
€ €
Loss for the year after tax (1,514,426) (2,735,589)
Adjustments for:
Investment income (86,882) (380,607)
Lease interest 7,527 7,518
Depreciation of property, plant and equipment 59,187 84,421
Depreciation of Right of Use Assets 120,049 126,711
Amortisation of intangible assets 2,106 2,010
Gain on disposal (908) -
Equity-settled share-based payment expense 600,196 688,877
Movements in working capital:
Increase in trade and other receivables (1,704,154) (72,843)
Decrease in trade and other payables (461,512) (303,816)
Cash used in operations (2,978,817) (2,583,318)
33. Cash used in company operations
2025 2024
€ €
Profit for the year after tax 542,255 278,145
Adjustments for:
Investment income (74,535) (378,657)
Group loan interest (2,462,482) (1,742,846)
Depreciation and impairment of property, plant and equipment 660 1,463
Equity-settled share-based payment expense 518,371 688,877
Movements in working capital:
Decrease in trade and other receivables 16,902 4,484
Decrease in trade and other payables (16,928) (47,895)
Cash used in operations (1,475,757) (1,196,429)
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Copyright 2019 Regulatory News Service, all rights reservedRecent news on Zinnwald Lithium
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