t
On 30 October 2026, First Tin PLC published its final audited results for the year ended 30 June 2026, reporting a loss after tax of £1,469,151, net assets of £50,285,323, and a year-end cash balance of £6,128,371. During the period, the company completed a £6.3 million equity fundraising and increased its total Group contained tin resources to 377,300 tonnes. Post-period end on 8 October 2026, First Tin received an unsolicited indicative takeover proposal from Metals X Limited at a price of 15 pence per ordinary share.
| Date | 30 Oct 2026 |
| Time | 07:00:03 |
| Category | Results |
| ID | 0776B |

30 October 2026
First Tin PLC
("First Tin" or "the Company")
Final Audited Results for the year ended 30 June 2026
First Tin PLC, a tin development company with advanced, low capex projects in Australia and Germany, today publishes its final audited results for the year ended 30 June 2026.
HIGHLIGHTS
Financial Highlights
Transformational progress at Taronga, Australia:
Advancing Tellerhäuser, Gottesberg & Auersberg, Germany:
Bill Scotting, Chief Executive Officer, commented:
"The past year has been a transformational period for First Tin following a number of operational and financial milestones. We are particularly pleased to have delivered an updated DFS at Taronga with a proposed life of mine extension that has confirmed that the project has become substantially more valuable since the publication of the original DFS in 2024, increasing recoverable tin production and further de-risking the project through engineering, optimisation and permitting work.
"This outcome reflects the significant progress made across the asset over the past 12 months. Through successful drilling, resource upgrades, metallurgical optimisation and continued permitting advancement, we have strengthened our confidence in Taronga's ability to become one of the most significant new sources of responsibly produced tin available to global markets.
"Alongside this progress in Australia, we have continued to build long-term value in Germany, increasing our total contained tin resources to 377,300 tonnes and establishing First Tin as the largest undeveloped tin resource holder in the OECD. Together, our Australian and German assets provide exceptional exposure to a critical mineral that is powering the technologies shaping our future, has attractive supply-demand fundamentals and with a significant supply deficit forecast.”
Enquiries:
|
First Tin |
Via SEC Newgate below |
|
Bill Scotting - Chief Executive Officer
|
|
|
Tamesis Partners LLP (Financial Adviser and Joint Broker) |
+44 (0) 20 3882 2868 |
|
Richard Greenfield / Mitchell Limb |
|
|
|
|
|
Arlington Group Asset Management Limited (Joint Broker) |
|
|
Simon Catt |
+44 (0)20 7389 5016 |
|
|
|
|
Zeus Capital Limited (Joint Broker) |
+44 (0)20 3829 5000 |
|
Harry Ansell / Dan Bristowe / Katy Mitchell
|
|
|
SEC Newgate (Financial Communications) |
|
|
Elisabeth Cowell / George Esmond / Gwen Samuel |
+44 (0) 20 3757 6882 |
Notes to Editors
First Tin PLC is an ethical, reliable, and sustainable tin production company led by a team of renowned tin specialists. The Company is focused on becoming a tin supplier in conflict-free, low political risk jurisdictions through the rapid development of high value, low capex tin assets in Germany and Australia, which have been de-risked significantly, with extensive work undertaken to date.
Tin is a critical metal, vital in any plan to decarbonise and electrify the world, yet Europe and North America have very little supply. Rising demand, together with shortages, is expected to lead tin to experience sustained deficit markets for the foreseeable future.
First Tin's goal is to use best-in-class environmental standards to bring two tin mines into production in three years, providing provenance of supply to support the current global clean energy and technological revolutions.
CHAIRMAN’S STATEMENT
FOR THE YEAR ENDED 30 JUNE 2026
I am pleased to report that the team has created significant value across the portfolio during the year, particularly at the Taronga Tin Project in New South Wales, Australia, which has been our focus.
We have had success across each of our development workstreams at Taronga. Permitting is now well advanced and in the final stages, accelerated by the fact that we have had strong local support for this project, which is in an historic mining region.
We have also added value by advancing and de-risking our resource base, ahead of delivering an updated Definitive Feasibility Study (“DFS”) post period end. Our Mineral Resource Estimate (“MRE”) update in April 2026 reported the successful conversion of a significant proportion of Inferred Resources into the Measured and Indicated categories, following infill drilling and updated geological interpretation.
This work has substantially enhanced the economics and quality of Taronga, with a proposed phase 2 extension increasing the expected mine life to 13.5 years and further de-risking the project, as shown in the updated DFS, announced in August 2026.
There remain numerous other opportunities to drive even more value at Taronga. Within our MRE update, we reported a maiden resource for copper and silver, future recovery of which would provide significant by-product credits, and we have outlined the potential to add a fine tin circuit for higher recoveries in the future. More broadly, Taronga is at the centre of a broader tin district offering longer term developmental potential. Indeed, during the financial year we announced that we have identified the potential for rare earth elements and technology metals within the Taronga tenement package.
Taronga is a strategically exciting asset with simple, open pit geology and mineralogy, located in a mining-friendly and conflict free tier one mining jurisdiction. As such, we have had a positive reception from investors as we aim to fulfil our fundraising requirements. During the financial year, we successfully raised £6.3 million to deliver the workstreams outlined above.
Having de-risked the project substantially during the year under review we are on the path towards detailed engineering and a construction decision. Taronga’s development will enable us to capitalise on the growing structural demand for tin, and the fact that a supply deficit is anticipated in the near term, which is creating a strong tin pricing environment.
C Cannon Brookes
Chairman
CHIEF EXECUTIVE OFFICER’S REPORT
FOR THE YEAR ENDED 30 JUNE 2026
The past year has been a transformative period for First Tin. Against a backdrop of tightening global tin supply and strengthening demand fundamentals, we have made significant progress across our portfolio, advancing both our Taronga Tin Project in Australia and our strategic assets in Germany. Following the £6.3 million equity fundraising completed in 2025, we have deployed capital to complete the updated DFS for Taronga, advance permitting, expand our resource base and further de-risk our projects. The momentum generated by this work has continued to build throughout the year.
This progress reflects the disciplined execution of our strategy. Our priority has been to ensure the Company is appropriately funded to unlock value as we advance Taronga through permitting, optimisation and development, while also progressing our broader portfolio. As a result, First Tin is now better positioned than at any point in its history to capitalise on increasingly favourable tin market dynamics and deliver secure, responsibly sourced tin supply to global markets.
Tin Market Overview
Tin remains one of the most important, yet often overlooked, critical minerals underpinning the modern economy and powering the technologies that are shaping our future. Just over half of global tin usage is in solder, making it essential for semiconductors, circuit boards, telecommunications equipment, consumer electronics, the energy transition and industrial systems. Increasingly, demand is being driven by structural growth trends including artificial intelligence (AI) and advanced computing, data centres and digital infrastructure, 5G networks, solar power and electric vehicles, all of which rely on secure supplies of tin. Analysts have highlighted AI-related infrastructure and the rapid expansion of data centres as significant new sources of demand growth for the metal.
As such, and despite the heightened geopolitical tensions, the investment case for tin continued to strengthen during the year. Global semiconductor sales reached record levels during 2025, increasing by approximately 25% year-on-year, and further accelerating into 2026. Prices are increasing as supply of leading-edge chips and memory is limited while demand is surging due to data centre expansion. Global electric vehicle sales continued their multi-year growth trajectory surpassing 20 million units for the first time in 2025, representing growth of around 20% compared with 2024. Global solar photovoltaic installations reached 664GW in 2025, a year-on-year increase of 12%, of which over half the new installations were in China.
At the same time, the tin supply chain remained constrained. Production continues to be concentrated in a small number of countries. Regulatory challenges in Indonesia, ongoing uncertainty surrounding the pace of production recovery in Myanmar, and more recently social unrest impacting production in Bolivia, continued to expose the fragility of global tin supply chains during the year. There is also a limited pipeline of new mining projects which is preventing meaningful new supply from entering the market.
These pressures are expected to result in a structural supply deficit. More broadly, industry forecasts continue to point towards a widening gap between future supply and demand unless significant new mine development occurs.
The market responded accordingly. Tin was one of the strongest performing industrial metals over the period, with prices rising sharply through late 2025 and early 2026. The tin price has exceeded US$50,000 per tonne for much of 2026, supported by growing demand, tight inventories, supply constraints and growing investor recognition of the essential role tin plays in both the energy transition and digital transformation.
Against this backdrop, the strategic importance of First Tin's portfolio has continued to increase. With advanced developmental assets in Australia and Germany, both low-risk OECD jurisdictions, we believe the Company is uniquely positioned to help address the growing need for secure, traceable and responsibly produced tin supply for global markets.
Australia: Enhancing Value at Taronga
Our most significant achievement during the year was delivering the workstreams which culminated in the completion of the updated Definitive Feasibility Study ("DFS") for the Taronga Tin Project in New South Wales, Australia. The study confirmed that Taronga has become a substantially more valuable project since the publication of the original DFS in 2024 and demonstrates the success of the work undertaken by our team to enhance, optimise, expand and further de-risk the asset. The work also demonstrates a longer mine life from a conceptual Phase 2 extension, increased recoverable tin production, stronger project economics and continued project de-risking through engineering, design and permitting progress.
The shallow, outcropping orebody at Taronga supports low-cost open pit mining with a low strip ratio of 0.79:1, while the coarse cassiterite mineralogy enables a simple and low-cost conventional gravity processing flowsheet. Combined with its location in a tier one mining jurisdiction, existing infrastructure, freehold land ownership and strong local support, we believe Taronga is exceptionally well positioned to become one of the few significant new sources of responsibly produced tin available to global supply chains.
To deliver the updated DFS, we undertook a successful programme of drilling, resource conversion, mine optimisation, process engineering and optimisation. A 7,459 metre drilling programme completed during the year confirmed extensions to mineralisation, identified higher-grade zones and supported an updated Mineral Resource Estimate (“MRE”). Importantly, this successfully converted a significant proportion of Inferred Resources into higher confidence Measured and Indicated categories, increasing confidence in future mine planning and underpinning the enhanced economics demonstrated in the DFS.
The conceptual Phase 2 extension takes account of the upgraded MRE and is considered a low-risk continuation of mining beyond that considered for the current permit application.
Based on the updated MRE and revised geological modelling, pit optimisations were re-run using current assumptions to generate a series of optimised pit shells. Four different scenarios were modelled:
These returned the tonnes and grade within the optimised pits as shown in Table 1.
Table 1: Taronga Pit Optimisation Scenarios
|
Scenario |
1. Max CF MI |
2. Max CF MII |
3. Max DCF MI |
4. Max DCF MII |
|
Ore Mined (Mt) |
76.3 |
101.4 |
67.7 |
74.2 |
|
Waste Mined (Mt) |
87.2 |
108.6 |
64.8 |
62.0 |
|
Strip Ratio |
1.14 |
1.07 |
0.96 |
0.84 |
|
Grade Mined (% Sn) |
0.11 |
0.10 |
0.11 |
0.11 |
|
Tin Mined (t) |
83,930 |
102,414 |
75,824 |
80,136 |
|
Recovery (%) |
56.6 |
56.3 |
57.0 |
57.0 |
|
Tin Sold (t) |
47,516 |
57,673 |
43,203 |
45,639 |
|
Total Mine Life (yrs) |
15.3 |
20.3 |
13.5 |
14.8 |
These pit optimisations were then used to estimate additional mineralisation that could potentially be mined at the end of the currently planned mine life by simply subtracting the tonnages of ore, tin production and waste in the current pit design from those in the various optimised pit shells.
The estimates for mineralisation and waste remaining were then spread evenly over the revised life of mine extensions assuming a constant processing rate of 5Mt per annum and keeping all other parameters the same. The conceptual results suggest the mine life can be extended between 4 years, (11kt additional tin) using Measured & Indicated resources only, and 11 years, (26kt additional tin) using Measured, Indicated & Inferred resources. The additional tonnes and grade are shown in Table 2.
Table 2: Evaluation of Pit Optimisation Scenarios
|
Scenario |
Max CF MI |
Max CF MII |
Max DCF MI |
Max DCF MII |
|
Added Ore Mined (Mt) |
28.8 |
53.9 |
20.2 |
26.7 |
|
Added Waste Mined (Mt) |
54.4 |
75.8 |
32.0 |
29.2 |
|
Added Strip Ratio |
1.89 |
1.41 |
1.58 |
1.09 |
|
Added Grade Mined (% Sn) |
0.10 |
0.09 |
0.10 |
0.09 |
|
Added Tin Mined (t) |
27,880 |
46,364 |
19,774 |
24,086 |
|
Recovery (%) |
55.1 |
55.0 |
55.8 |
56.0 |
|
Added Tin Sold (t) |
15,355 |
25,512 |
11,042 |
13,478 |
|
Added Mine Life (yrs) |
5.8 |
10.8 |
4.0 |
5.3 |
The conceptual Phase 2 mine life extension (11kt additional tin) is considered low-risk, subject to future permitting, which for continuation of what would be an operating mine is not expected to be problematic. Detailed pit designs, mine scheduling, and waste dump and tailings facilities designs will be required, but detailed engineering and construction requirements for processing will not be needed.
The drilling programme also highlighted additional value opportunities within the Taronga project with maiden copper and silver resources associated with the broader mineralised system reported. While Taronga remains fundamentally a tin project, the prospective recovery of these by-products offers meaningful upside potential and the opportunity to further enhance project economics over time.
Alongside technical advancement, we continued to make strong progress through the permitting process. Following submission of the Environmental Impact Statement, the public exhibition process concluded with only four objections, allowing the project to continue through the standard New South Wales approvals pathway. The subsequent submission of the Response to Submissions report represented another important milestone as we move towards final development approval.
The strategic significance of Taronga was further recognised during the year through receipt of a non-binding Letter of Interest from the U.S. Export-Import Bank for up to US$120 million of potential financing support. This reflects growing recognition of the need for secure and diversified tin supply chains for industrial consumers.
Germany: Building Long-Term Strategic Value
While Taronga remains our most advanced asset and immediate priority, our German portfolio continues to represent a substantial source of long-term value creation.
During the year we announced a major upgrade to the Gottesberg Mineral Resource Estimate, increasing contained tin resources from 33,000 tonnes to 90,900 tonnes. This helped increase First Tin's total contained tin resources to 367,600 tonnes, subsequently restated to 377,300 tonnes following publication of the Taronga DFS update, and established the Company as the largest undeveloped tin resource holder in the OECD. We also continued to advance permitting, technical studies and exploration activities across the Saxony portfolio.
Beyond the substantial tin resource base, our German assets continue to demonstrate exposure to a wider suite of critical raw materials, including germanium, gallium, indium, copper, tungsten and silver. As Europe seeks to strengthen domestic supply chains for critical minerals, these assets continue to grow in strategic significance for European manufacturing supply chains and reinforce the Company's long-term growth opportunity.
Financial Review
The Group reported a loss after tax of £1,469,151 (2025: £1,554,175) and a net asset value of £50,285,323 (2025: £44,309,236) for the period under review.
At 30 June 2026 the Group had cash balances of £6,128,371 (2025: £6,373,847), with the Group having invested £4,642,224 (2025: £2,732,752) in the purchase of exploration and evaluation assets during the period.
Events subsequent to period end
There has been one event subsequent to the year-end which may be of note to users of the financial statements. On 8 October 2026 the Board received an unsolicited, indicative proposal from Metals X Limited (“MLX”) in relation to a possible cash offer for the entire issued and to be issued share capital of the Company not already held by MLX at a price of 15 pence per ordinary share (the “Proposal”).
The Board (excluding MLX’s appointees on the First Tin board) together with its advisers, is carefully considering the Proposal.
The Board strongly advises that shareholders should take no action at this time. There can be no certainty either that an offer will be made nor as to the terms of any such offer.
Outlook
The outlook for tin remains extremely compelling with a supply deficit forecast. Demand continues to be supported by structural growth across semiconductors, artificial intelligence infrastructure, telecommunications, solar power and electric vehicles, while supply growth remains constrained. These market dynamics continue to reinforce the need for new sources of tin supply in stable, transparent and low-risk jurisdictions.
Our priorities for the coming year are clear. In Australia, with Taronga’s development approval expected, we are now at the point where project financing and offtake discussions can be advanced ahead of moving Taronga into construction. In Germany, we remain focused on advancing technical studies, permitting and exploration activities while continuing to unlock the broader critical minerals potential of the district.
We have delivered a year of significant progress and believe First Tin is better positioned than ever before to become a major supplier of responsibly sourced tin to global markets. I would like to thank our employees, shareholders, local communities and wider stakeholders for their continued support as we move into the next phase of development and a very exciting period for the company
W A (Bill) Scotting
Chief Executive Officer
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2026
|
|
|
|
Note |
2026 |
|
2025 |
|
|
|
|
|
£ |
|
£ |
|
|
|
|
|
|
|
|
|
Administrative expenses |
|
|
|
(1,572,144) |
|
(1,704,191) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating loss |
|
|
6 |
(1,572,144) |
|
(1,704,191) |
|
|
|
|
|
|
|
|
|
Finance income |
|
|
8 |
109,128 |
|
154,523 |
|
Finance costs |
|
|
9 |
(6,135) |
|
(4,507) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before tax |
|
|
|
(1,469,151) |
|
(1,554,175) |
|
|
|
|
|
|
|
|
|
Income tax expense |
|
|
10 |
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the period |
|
|
|
(1,469,151) |
|
(1,554,175) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive profit/(loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange differences on translation of foreign |
|
|
|
|
|
|
|
operations |
|
|
|
1,469,995 |
|
(1,375,719) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive profit/(loss) for the period |
|
|
1,469,995 |
|
(1,375,719) | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive profit/(loss) for the period |
|
|
844 |
|
(2,929,894) | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive profit/(loss) attributable to |
|
|
|
|
|
|
|
the equity holders of the company |
|
|
|
844 |
|
(2,929,894) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic loss - pence per share |
|
|
11 |
(0.29) |
|
(0.39) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted loss - pence per share |
|
|
11 |
(0.29) |
|
(0.39) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Notes form an integral part of these Consolidated Financial Statements.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2026
|
|
Note |
2026 |
|
2025 |
|
|
|
£ |
|
£ |
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
Intangible assets |
12 |
42,040,134 |
|
36,681,959 |
|
Property, plant and equipment |
14 |
2,700,009 |
|
2,314,400 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44,740,143 |
|
38,996,359 |
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
Trade and other receivables |
15 |
329,507 |
|
218,807 |
|
Cash and cash equivalents |
|
6,128,371 |
|
6,373,847 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,457,878 |
|
6,592,654 |
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
16 |
(912,698) |
|
(1,279,777) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net current assets |
|
5,545,180 |
|
5,312,877 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets less current liabilities |
|
50,285,323 |
|
44,309,236 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets |
|
50,285,323 |
|
44,309,236 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital and reserves |
|
|
|
|
|
|
|
|
|
|
|
Called up share capital |
19 |
541,868 |
|
451,868 |
|
Share premium account |
19 |
33,444,130 |
|
27,558,887 |
|
Merger relief reserve |
20 |
17,940,000 |
|
17,940,000 |
|
Warrant reserve |
20 |
269,138 |
|
269,138 |
|
Retained earnings |
20 |
(1,168,787) |
|
300,364 |
|
Translation reserve |
20 |
(741,026) |
|
(2,211,021) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders’ funds |
|
50,285,323 |
|
44,309,236 |
|
|
|
|
|
|
|
|
|
|
|
|
The Notes form an integral part of these Consolidated Financial Statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2026
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Merger |
|
|
|
|
|
|
|
|
|
|
|
Share |
|
Share |
|
relief |
|
Warrant |
|
Retained |
|
Translation |
|
Total |
|
|
|
capital |
|
premium |
|
reserve |
|
reserve |
|
earnings |
|
reserve |
|
equity |
|
|
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 July 2025 |
|
451,868 |
|
27,558,887 |
|
17,940,000 |
|
269,138 |
|
300,364 |
|
(2,211,021) |
|
44,309,236 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the period |
|
- |
|
- |
|
- |
|
- |
|
(1,469,151) |
|
- |
|
(1,469,151) |
|
Other comprehensive profit for |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
the period
|
|
- |
|
- |
|
- |
|
- |
|
- |
|
1,469,995 |
|
1,469,995 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive profit |
|
- |
|
- |
|
- |
|
- |
|
(1,469,151) |
|
1,469,995 |
|
844 |
|
for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of shares (net of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
issuance costs) |
|
90,000 |
|
5,885,243 |
|
- |
|
- |
|
- |
|
- |
|
5,975,243 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total transactions with |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
owners |
|
90,000 |
|
5,885,243 |
|
- |
|
- |
|
- |
|
- |
|
5,975,243 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
541,868 |
|
33,444,130 |
|
17,940,000 |
|
269,138 |
|
(1,168,787) |
|
(741,026) |
|
50,285,323 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Notes on pages form an integral part of these Consolidated Financial Statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Merger |
|
|
|
|
|
|
|
|
|
|
|
Share |
|
Share |
|
relief |
|
Warrant |
|
Retained |
|
Translation |
|
Total |
|
|
|
capital |
|
premium |
|
reserve |
|
reserve |
|
earnings |
|
reserve |
|
equity |
|
|
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 July 2024 |
|
265,535 |
|
18,391,046 |
|
17,940,000 |
|
269,138 |
|
1,854,539 |
|
(835,302) |
|
37,884,956 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the period |
|
- |
|
- |
|
- |
|
- |
|
(1,554,175) ( |
|
- |
|
(1,554,175) |
|
Other comprehensive loss for |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
the period
|
|
- |
|
- |
|
- |
|
- |
|
- |
|
(1,375,719) |
|
(1,375,719) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
for the period |
|
- |
|
- |
|
- |
|
- |
|
(1,554,175) |
|
(1,375,719) |
|
(2,929,894) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of shares (net of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
issuance costs) |
|
186,333 |
|
9,167,841 |
|
- |
|
- |
|
- |
|
- |
|
9,354,174 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total transactions with |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
owners |
|
186,333 |
|
9,167,841 |
|
- |
|
- |
|
- |
|
- |
|
9,354,174 |
|
At 30 June 2025 |
|
451,868 |
|
27,558,887 |
|
17,940,000 |
|
269,138 |
|
300,364 |
|
(2,211,021) |
|
44,309,236 |
The Notes form an integral part of these Consolidated Financial Statements.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2026
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
£ |
|
£ |
|
Cash flows from operating activities |
|
|
|
|
|
|
|
Operating loss |
|
|
|
(1,572,144) |
|
(1,704,191) |
|
|
|
|
|
|
|
|
|
Adjustments to reconcile loss before tax to net cash flows: |
|
|
|
|
|
|
|
Depreciation of tangible assets |
|
|
|
83,501 |
|
49,747 |
|
Loss on disposal of tangible assets |
|
|
|
7,981 |
|
- |
|
(Increase)/decrease in trade and other receivables |
|
|
|
(110,700) |
|
71,193 |
|
Increase in trade and other payables |
|
|
|
169,380 |
|
126,599 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash used in operations |
|
|
|
(1,421,982) |
|
(1,456,652) |
|
Interest paid |
|
|
|
(6,135) |
|
(4,507) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows used in operating activities |
|
|
(1,428,117) |
|
(1,461,159) | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
|
Purchase of intangible fixed assets |
|
|
|
(4,642,224) |
|
(2,732,752) |
|
Purchase of property, plant and equipment |
|
|
|
(260,457) |
|
(156,696) |
|
Interest received |
|
|
|
109,128 |
|
154,523 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows used in investing activities |
|
|
|
(4,793,553) |
|
(2,734,925) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
Proceeds from issue of shares |
|
|
|
6,300,000 |
|
10,120,000 |
|
Share issuance costs |
|
|
|
(324,757) |
|
(765,826) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows generated |
|
|
|
|
|
|
|
from financing activities |
|
|
|
5,975,243 |
|
9,354,174 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (decrease)/increase in cash |
|
|
|
(246,427) |
|
5,158,090 |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period |
|
|
|
6,373,847 |
|
1,345,629 |
|
Exchange loss on cash and cash equivalents |
|
|
|
951 |
|
(129,872) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash at the end of period |
|
|
|
6,128,371 |
|
6,373,847 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Notes form an integral part of these Consolidated Financial Statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2026
|
1. |
General Information |
|
|
The Company is a public company limited by shares, incorporated in England and Wales under the Companies Act 2006. The Company’s registered address is First Floor, 47/48 Piccadilly, London, England, W1J 0DT.
The financial statements comprise of financial information of the Company and its subsidiary (the “Group”). The principal activities of the Company and the Group and the nature of their operations are disclosed elsewhere in these financial statements. |
|
2. |
Presentation of financial statements |
|
|
The financial statements are presented in pounds sterling, as this is the functional currency of the UK listed parent company. |
|
3. |
Material accounting policy information |
|
|
3.1 |
Basis of preparation |
|
|
|
These financial statements have been prepared on the going concern basis in accordance with UK adopted International Accounting Standards (UK IAS) and the requirements of the Companies Act 2006. The financial statements have been prepared on a historical cost basis. |
|
|
3.2 |
Going concern |
|
|
|
The Group currently has no income and meets its working capital requirements through raising development finance. In common with many businesses engaged in exploration and evaluation activities prior to production and sale of minerals the Group will require additional funds and/or funding facilities in order to fully develop its business plan. Ultimately the viability of the Group is dependent on future liquidity in the exploration and evaluation period and this, in turn, depends on the availability of external funding. At 30 June 2026, the Group had cash balances of £6.13 million following the fund raise of £6.3m (before expenses) in December 2025. The Directors have prepared a cash flow forecast for the 12 months from the date of signing of these financial statements, which indicates that additional funding will be required in Spring 2027 to meet the Group’s working capital requirements. Based on the success of previous fundraising, the Directors are confident that sufficient funds will be raised to enable the Group to continue as a going concern.
Notwithstanding the Directors’ current expectations that the required funding will be obtained, the Group’s dependence on uncertain future financing gives rise to a material uncertainty that may cast doubt on the Group’s and Company’s ability to continue as a going concern.
Should the Group and Company be unable to continue trading as a going concern, and hence be unable to settle their liabilities as they fall due, adjustments would have to be made to reduce the value of the assets to their recoverable amounts, and to provide for further liabilities that may arise. These financial statements have been prepared on the going concern basis and do not reflect any adjustments that would be required to be made if they were to be prepared on a basis other than the going concern basis.
| |
|
|
3.3 |
Basis of consolidation | |
|
|
|
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control is achieved where the Company has power over the investee, is exposed or has rights to variable returns from its involvement with the investee and has the ability to use its power to affect its returns. Changes in the Group’s interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions. The results of subsidiaries acquired or disposed of are included in the consolidated Statement of Comprehensive Income from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial information of subsidiaries to bring the accounting policies used into line with those used by the Group. All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. |
|
|
3.4 |
Intangible assets other than goodwill |
|
|
|
Exploration and evaluation assets The Group capitalises costs which directly relate to exploration and evaluation activities in areas for which it has obtained appropriate legal rights and there is a high degree of confidence in the feasibility of the project. Capitalised exploration and evaluation costs include acquisition of rights to explore, topographical, geological, geochemical and geophysical studies, exploration drilling, sampling and activities in relation to the evaluation of the technical feasibility and commercial viability of extracting a mineral resource. General and administrative costs directly associated with such activities are also capitalised. Government grants relating to exploration and evaluation expenditure are recognised as a deduction from the asset carrying amounts once there is reasonable assurance that the Group will comply with any conditions attached to the grant and that the grant will be received. Exploration and evaluation costs are carried at cost less any impairment and are not amortised prior to the conclusion of the appraisal activities. If the appraisal activities establish the existence of commercial reserves and the decision is made to develop the site, then the carrying value of the associated exploration and evaluation assets is tested for impairment and subsequently reclassified as development and production assets. If commercial reserves have not been found, or exploration and evaluation activities have been abandoned, then the associated exploration and evaluation assets are fully impaired. Impairment charges and exploration costs incurred prior to obtaining legal rights are expensed in the profit and loss as incurred. |
|
|
| |
|
|
3.5 |
Property, plant and equipment |
|
|
|
Items of property, plant and equipment that do not form part of the exploration and evaluation assets are carried as cost less accumulated depreciation and are depreciated on a straight-line basis over the following expected useful economic lives: Land and buildings Land is not depreciated Motor vehicles 3 years Fixtures and fittings 3 - 15 years |
|
|
3.6 |
Impairment of non-financial assets |
|
|
|
At each reporting date, the Directors assess whether there is any indication that a Group’s asset, other than deferred tax assets, may be impaired. Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that their carrying amount may exceed their recoverable amounts, in accordance with IFRS 6 ‘Exploration for and Evaluation of Mineral Resources’. Where an indicator of impairment exists, the exploration and evaluation asset is tested for impairment in accordance with IAS 36 ‘Impairment of Assets’. For other non-financial assets, where an indicator of impairment exists the Directors make an estimate of the recoverable amount. An impairment loss is recognised in profit and loss whenever the carrying amount of the asset or cash generating unit exceeds its recoverable amount. 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 is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in the profit and loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease. |
|
|
3.7 |
Segment reporting |
|
|
|
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors. |
|
|
3.8 |
Cash and cash equivalents |
|
|
|
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less and bank overdrafts. |
|
|
3.9 |
Financial assets |
|
|
|
Financial assets are recognised in the Statement of Financial Position when the Group becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories. The classification depends on the Group’s business model for managing the financial assets and the contractual terms of the cash flows. Financial assets are initially measured at fair value plus transaction costs. Loans and receivables Trade receivables are recognised initially at the amount of consideration that is unconditional, unless they contain significant financing components, in which case they are recognised at fair value. They are subsequently measured at amortised cost using the effective interest method less loss allowance. Loans and other receivables that have fixed or determinable payments and are held for collection of contractual cash flows, where those cash flows represent solely payments of principal and interest, are measured at amortised cost using the effective interest method less any impairment. 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 The Group assesses on a forward-looking basis the expected credit loss associated with its receivables carried at amortised cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. For trade receivables, the Group applies the simplified approach permitted by IFRS 9, resulting in trade receivables recognised and carried at original invoice amount less an allowance for any uncollectible amounts based on expected credit losses. The Group recognises a loss allowance for expected credit losses on investments in debt instruments that are measured at amortised cost. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. 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. |
|
|
| |
|
|
3.10 |
Financial liabilities |
|
|
|
Financial liabilities are classified as either financial liabilities at fair value through profit or loss or other financial liabilities. Other financial liabilities Other financial liabilities, including trade and other payables, are initially measured at fair value, and are subsequently measured at amortised cost, using the effective interest rate method. Derecognition of financial liabilities Financial liabilities are derecognised when, and only when, the Group’s obligations are discharged, cancelled, or they expire. |
|
|
3.11 |
Equity instruments |
|
|
|
Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company. |
|
|
3.12 |
Taxation |
|
|
|
The tax expense represents the sum of the tax currently payable and deferred tax. Current tax The tax currently payable is based on taxable profit for the period. Taxable profit differs from net profit as reported in the profit and loss because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting date. |
|
|
|
Deferred tax Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if: the temporary difference arises from goodwill; from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit; or at the initial recognition of the asset or liability it does not give rise to equal taxable and deductible temporary differences. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled, or the asset is realised. Deferred tax is charged or credited in the profit and loss, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the Group has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority. |
|
|
3.13 |
Foreign exchange |
|
|
|
Functional and presentation currency Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in pound sterling, which is the Group’s presentation currency. Transactions and balances Transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting date. Gains and losses arising on translation are included in profit or loss for the period. |
|
|
|
Group companies For the purpose of presenting the consolidated financial statements, the assets and liabilities of the Group’s foreign operations are translated at exchange rates prevailing on the reporting date. Income and expense items are translated at the average exchange rates for each period, unless exchange rates fluctuate significantly during that period, in which case the exchange rates at the date of transaction are used. All resulting exchange differences are recognised in “other comprehensive income” and accumulated in equity. |
|
|
3.14 |
Leases |
|
|
|
The Directors assess whether a Group’s contract is, or contains, a lease at inception of the contract. Payments associated with short-term leases or leases of low value assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease-term of 12 months or less without a purchase option. |
|
|
3.15 |
New and amended standards adopted by the Group |
|
|
|
The Group has applied the following standards and amendments for the first time for the reporting period commencing 1 July 2025: Lack of Exchangeability – amendments to IAS 21
The amendments listed above did not have any impact on the amounts recognised in prior periods and are not expected to significantly affect the current or future periods. |
|
|
3.16 |
New standards and interpretations not yet adopted |
|
|
|
Certain new accounting standards, amendments to accounting standards and interpretations have been published that are not mandatory for 30 June 2026 reporting periods and have not been early adopted by the Group. These standards, amendments or interpretations are not expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions, with the exception of the following: IFRS 18 Presentation and Disclosure in Financial Statements (effective for periods beginning on or after 1 January 2027)
IFRS 18 will not impact the recognition or measurement of items in the financial statements but there will be significant new disclosures required. Management is currently assessing the detailed implications of applying the new standard on the Group’s financial statements. | |
|
4. |
Critical accounting estimates and judgements |
||
|
|
The preparation of the Group’s financial statements under UK IAS requires the Directors to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities. Estimates and judgements are continually evaluated and are based on historical experience and other factors including expectations of future events that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. Details of the Group’s significant accounting judgements used in the preparation of these financial statements include: Recoverability of intangible exploration and evaluation assets Where a project is sufficiently advanced, the recoverability of intangible exploration and evaluation assets is assessed by comparing the carrying value to internal and operator estimates of the net present value of projects. Intangible exploration assets are inherently judgemental to value. The amounts for intangible exploration and evaluation assets represent active exploration projects. These amounts will be written-off to the profit and loss as exploration costs unless commercial reserves are established, or the determination process is completed and there are no indications of impairment. Classification of exploration and evaluation assets Consideration has been given to whether the exploration and evaluation asset held in respect of Taronga of £17,730,127 should be reclassified to property plant and equipment in accordance with IFRS 6. As the commercial financing for the project has yet to be obtained management judged that commercial feasibility was not demonstrable at the year end and hence the asset remained an exploration and evaluation asset. |
|
5. |
Segmental analysis |
|
|
In the opinion of the Board of Directors the Group has one operating segment, being the exploitation of mineral rights. The Group also analyses and measures its performance into geographic regions, specifically Germany and Australia. Non-current assets by region are summarised below: |
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
|
|
|
|
|
|
|
|
|
|
Germany |
|
|
|
|
9,342,065 |
|
9,265,621 |
|
|
Australia |
|
|
|
|
35,398,078 |
|
29,730,738 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44,740,143 |
|
38,996,359 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6. |
Operating loss |
|
|
The operating loss for the period is stated after charging the following: |
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
At 1 January 2021 Additions Currency translation At 31 December 2021
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
|
|
83,501 |
|
49,747 |
|
|
Expenses relating to short-term leases |
|
|
|
|
76,030 |
|
9,439 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Auditor’s remuneration: |
|
|
|
|
|
|
|
|
|
Fees payable to the Company’s auditor for |
|
|
|
|
|
|
|
|
|
the audit of the Company and consolidated |
|
|
|
|
|
|
|
|
|
financial statements |
|
|
|
|
78,500 |
|
75,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total auditor’s remuneration |
|
|
|
|
78,500 |
|
75,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7. |
Staff costs and Director’s renumeration |
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
At 1 January 2021 Additions Currency translation At 31 December 2021
|
|
|
|
|
|
|
|
|
|
Wages and salaries |
|
|
|
|
1,371,782 |
|
1,081,434 |
|
|
Social security costs |
|
|
|
|
105,629 |
|
98,979 |
|
|
Pension costs |
|
|
|
|
86,905 |
|
58,817 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,564,316 |
|
1,239,230 |
|
|
|
|
|
|
|
|
|
|
|
|
Amount capitalised as intangible asset |
|
|
|
|
(1,194,548) |
|
(858,560) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total staff cost recognised in the profit |
|
|
|
|
|
|
|
|
|
and loss |
|
|
|
|
369,768 |
|
380,670 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The average number of staff employed by the Group, including Directors, is detailed below: |
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
No. |
|
No. |
|
|
At 1 January 2021 Additions Currency translation At 31 December 2021
|
|
|
|
|
|
|
|
|
|
Management and administration |
|
|
|
|
9 |
|
9 |
|
|
Geology and environment |
|
|
|
|
13 |
|
15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of staff employed |
|
|
|
|
|
|
|
|
|
by the Group |
|
|
|
|
22 |
|
24 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Directors’ remuneration and fees are disclosed in the Directors’ Remuneration Report on pages 32 to 36. The Directors are regarded as the key management personnel. |
|
8. |
Finance income |
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
At 1 January 2021 Additions Currency translation At 31 December 2021
|
|
|
|
|
|
|
|
|
|
Bank interest receivable |
|
|
|
|
109,128 |
|
154,523 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9. |
Finance costs |
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
At 1 January 2021 Additions Currency translation At 31 December 2021
|
|
|
|
|
|
|
|
|
|
Bank charges and other finance costs |
|
|
|
|
6,135 |
|
4,507 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10. |
Income tax expense |
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
At 1 January 2021 Additions Currency translation At 31 December 2021
|
|
|
|
|
|
|
|
|
|
Current tax |
|
|
|
|
- |
|
- |
|
|
Deferred tax |
|
|
|
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
At 1 January 2021 Additions Currency translation At 31 December 2021
|
|
|
|
|
|
|
|
|
|
Loss before taxation on continued operations |
|
|
|
|
(1,469,151) |
|
(1,554,175) |
|
|
Loss before taxation multiplied by |
|
|
|
|
|
|
|
|
|
standard rate of UK corporation tax of |
|
|
|
|
|
|
|
|
|
25% (2025 – 25%) |
|
|
|
|
(367,288) |
|
(388,543) |
|
|
Difference in overseas tax rate |
|
|
|
|
(174,255) |
|
(153,027) |
|
|
Expenses not deductible for tax |
|
|
|
|
397,848 |
|
(232,615) |
|
|
Amounts eliminated on consolidation |
|
|
|
|
(1,125,000) |
|
- |
|
|
Utilisation of losses brought forward |
|
|
|
|
- |
|
(70,485) |
|
|
Effect of tax losses not recognised as |
|
|
|
|
|
|
|
|
|
deferred tax assets |
|
|
|
|
1,268,813 |
|
844,670 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total tax charge for the period |
|
|
|
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Group has tax losses carried forward of approximately £20.1 million (2025: £17.5 million). The unutilised tax losses have not been recognised as a deferred tax asset due to uncertainty over the timing of future profits and gains. | |
|
11. |
Loss per Ordinary share |
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
|
|
|
Loss for the period attributable to the ordinary |
|
|
|
|
|
|
|
equity holders of the Company (£) |
|
|
(1,469,151) |
|
(1,554,175) |
|
|
|
|
|
|
|
|
|
|
Basic loss per Ordinary share |
|
|
|
|
|
|
|
Weighted average number of Ordinary shares |
|
|
|
|
|
|
|
in issue |
|
|
500,443,648 |
|
395,494,790 |
|
|
|
|
|
|
|
|
|
|
Basic loss per Ordinary share (pence) |
|
|
(0.29) |
|
(0.39) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted loss per Ordinary share |
|
|
|
|
|
|
|
Weighted average number of Ordinary shares |
|
|
|
|
|
|
|
in issue |
|
|
500,443,648 |
|
395,494,790 |
|
|
|
|
|
|
|
|
|
|
Diluted loss per Ordinary share (pence) |
|
|
(0.29) |
|
(0.39) |
|
|
|
|
|
|
|
|
|
|
For diluted loss per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all potential dilutive warrants, options and convertible loans over ordinary shares. Potential ordinary shares resulting from the exercise of warrants, options and the conversion of convertible loans have an anti-dilutive effect due to the Group being in a loss position. As a result, diluted loss per share is disclosed as the same value as basic loss per share |
|
12. |
Intangible assets |
|
|
|
|
|
|
|
|
|
Exploration
|
|
|
|
|
|
|
|
|
|
and
|
|
|
|
|
|
|
|
|
|
evaluation |
|
|
|
|
|
|
|
|
|
assets |
|
|
|
|
|
|
|
|
|
£ |
|
|
Cost At 1 January 2021 Additions Currency translation At 31 December 2021
|
|
|
|
|
|
|
|
|
|
At 1 July 2024 |
|
|
|
|
|
|
34,968,675 |
|
|
Additions |
|
|
|
|
|
|
2,732,752 |
|
|
Currency translation |
|
|
|
|
|
|
(1,019,468) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 |
|
|
|
|
|
|
36,681,959 |
|
|
|
|
|
|
|
|
|
|
|
|
Additions |
|
|
|
|
|
|
4,642,224 |
|
|
Adjustment to previously capitalised costs1 |
|
|
|
|
|
|
(536,459) |
|
|
Currency translation |
|
|
|
|
|
|
1,252,410 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
|
|
|
|
|
42,040,143 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 The adjustment arises from revision to the amount of cost on settlement. The intangible assets relate to the Tellerhäuser and Taronga tin projects located in southern Saxony in the east of Germany and in northern New South Wales, Australia, respectively. The Directors assess for impairment when facts and circumstances suggest that the carrying amount of an Exploration and evaluation (“E&E”) asset may exceed its recoverable amount. In making this assessment, the Directors have regard to the facts and circumstances noted in IFRS 6 paragraph 20. In performing their assessment of each of these factors, at 30 June 2026, the Directors have:
On the basis of the above assessment, the Directors are not aware of any facts or circumstances that would suggest the carrying amount of the E&E asset may exceed its recoverable amount. | |
|
13. |
Investments |
|
|
|
The table below sets out the Company’s subsidiaries. The subsidiaries have share capital consisting solely of ordinary shares and the proportion of ownership interests held equals the voting rights. The registered office address is also their principal place of business:
|
|
14. |
Property, plant and equipment | ||||||||
|
|
|
|
Land & |
|
Motor |
|
Fixtures & |
|
|
|
|
|
|
Buildings |
|
Vehicles |
|
Fittings |
|
Total |
|
|
|
|
£ |
|
£ |
|
£ |
|
£ |
|
|
Cost |
|
|
|
|
|
|
|
|
|
|
At 1 July 2024 |
|
2,115,351 |
|
131,246 |
|
308,598 |
|
2,555,195 |
|
|
Additions |
|
- |
|
- |
|
156,696 |
|
156,696 |
|
|
Disposals |
|
- |
|
- |
|
- |
|
- |
|
|
Currency translation |
|
(194,612) |
|
(8,929) |
|
(25,200) |
|
(228,741) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 |
|
1,920,739 |
|
122,317 |
|
440,094 |
|
2,483,150 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additions |
|
1,024 |
|
- |
|
259,433 |
|
260,457 |
|
|
Disposals |
|
- |
|
- |
|
(15,776) |
|
(15,776) |
|
|
Currency translation |
|
170,342 |
|
8,219 |
|
46,751 |
|
225,312 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
2,092,105 |
|
130,536 |
|
730,502 |
|
2,953,143 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
|
|
|
|
|
|
|
|
At 1 July 2024 |
|
- |
|
30,606 |
|
90,759 |
|
121,365 |
|
|
Charge for period |
|
- |
|
11,173 |
|
38,574 |
|
49,747 |
|
|
Disposals |
|
- |
|
- |
|
- |
|
- |
|
|
Currency translation |
|
- |
|
(1,113) |
|
(1,249) |
|
(2,362) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 |
|
- |
|
40,666 |
|
128,084 |
|
168,750 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Charge for period |
|
- |
|
12,007 |
|
71,494 |
|
83,501 |
|
|
Disposals |
|
- |
|
- |
|
(7,795) |
|
(7,795) |
|
|
Currency translation |
|
- |
|
2,345 |
|
6,333 |
|
8,678 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
- |
|
55,018 |
|
198,116 |
|
253,134 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net book value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
2,092,105 |
|
75,518 |
|
532,386 |
|
2,700,009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 |
|
1,920,739 |
|
81,651 |
|
312,010 |
|
2,314,400 |
|
|
|
|
|
|
|
|
|
|
|
|
15. |
Trade and other receivables |
|
|
|
2026 |
|
2025 |
|
|
|
£ |
|
£ |
|
|
Prepayments and other receivables |
195,580 |
|
130,299 |
|
|
Recoverable value added taxes |
133,927 |
|
88,508 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
329,507 |
|
218,807 |
|
|
|
|
|
|
|
16. |
Trade and other payables |
|
|
|
2026 |
|
2025 |
|
|
|
£ |
|
£ |
|
|
Trade payables |
246,069 |
|
788,770 |
|
|
Accruals |
489,722 |
|
292,212 |
|
|
Other payables |
176,907 |
|
198,795 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
912,698 |
|
1,279,777 |
|
|
|
|
|
|
|
17. |
Financial instruments |
|
|
The principal financial instruments used by the Group from which financial instrument risk arises are as follows: |
||
|
|
Financial assets
| ||
|
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
|
£ |
|
£ |
|
|
Measured at amortised cost |
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
|
|
|
6,128,371 |
|
6,373,847 |
|
|
Prepayments and other receivables |
|
|
|
|
|
115,960 |
|
83,014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,244,331 |
|
6,456,861 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
£ |
|
£ |
|
|
Liabilities measured at amortised cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
|
912,698 |
|
1,279,777 |
|
|
|
|
|
|
|
|
|
|
|
All financial assets and liabilities are due within one year. The main risks arising from the Group's activities are market risk, credit risk and liquidity risk. | ||
|
|
Market risk
|
||
|
|
Market risk is the risk that the fair value of future cash flows will fluctuate because of changes in market price. This risk is primarily comprised of interest risk and foreign currency risk. | ||
|
|
Foreign currency risk management
|
||
|
|
As highlighted earlier in these financial statements, the presentation currency of the Group is pound sterling. The Group has foreign currency denominated assets and liabilities. Exposures to exchange rate fluctuations therefore arise. The Group pays for invoices denominated in a foreign currency in the same currency as the invoice therefore suffers from a level of foreign currency risk. The Group does not enter into any derivative financial instruments to manage its exposure to foreign currency risk. The carrying amount of the Group's foreign currency denominated monetary assets and monetary liabilities as at 30 June 2026 is as follows: | ||
|
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
|
£ |
|
£ |
|
|
Australian dollars |
|
|
|
|
|
|
|
|
|
|
Cash balances |
|
|
|
|
|
1,042,794 |
|
3,072,824 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
|
£ |
|
£ |
|
|
Euro |
|
|
|
|
|
|
|
|
|
|
Cash balances |
|
|
|
|
|
114,726 |
|
423,438 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at 30 June 2026, if all foreign currencies in which the Group transacts, had strengthened or weakened by 10% against pound sterling with all other variables held constant, post-tax loss for the year would have increased/(decreased) by: |
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
£ |
|
£ |
|
|
Strengthened by 10% increase in post-tax loss |
|
|
|
105,231 |
|
317,839 |
|
|
|
|
|
|
|
|
|
|
|
Weakened by 10% decrease in post-tax loss |
|
|
|
(128,617) |
|
(388,469) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The rate of 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management's assessment of the reasonable possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the year-end for a 10% change in foreign currency rates. A positive number above indicates an increase in loss (decrease in profit) or other equity where the pound sterling strengthens by 10% against the relevant currency. For a 10% weakening of the pound sterling against the relevant currency, there would be an equal and opposite impact on the profit or loss and other equity. | ||
|
|
Credit risk
|
||
|
|
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. Credit risk arises principally from the Group's cash balances and other receivables. The Group gives careful consideration to which organisations it uses for its banking services in order to minimise credit risk. The Group considers the banks and financial institutions have low credit risks, with the principal banking counterparties having Moody’s long-term credit ratings of A1 and Aa2. Therefore, the Group is of the view that the loss allowance is immaterial and hence no provision is required. The concentration of the Group’s credit risk is considered by counterparty, geography and currency. The Group does not have any significant concentrations of credit risk at the reporting date related to external third parties. | ||
|
|
As at 30 June 2026, the Group held no collateral as security against any financial asset. No financial assets were past their due date and there were no problems with the credit quality of any financial assets in the period. As a result, there has been no impairment of financial assets during the period. The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses, represents the Group’s maximum exposure to credit risk without taking account of the value of any collateral obtained. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows. Management considers the above measures to be sufficient to control the credit risk exposure. The Group recognises a loss allowance for expected credit losses in debt instruments at each reporting date. As at 30 June 2026 and 30 June 2025, no impairment was recognised. | ||
|
|
Liquidity risk
|
||
|
|
Liquidity risk is the risk that an entity may not be able to generate sufficient cash resources to settle its obligations as they fall due. The Directors monitor cash flow requirements regularly and adopt a prudent liquidity risk management approach to ensure sufficient cash is available for operational expenses. The following tables detail the Group’s remaining contractual maturity for its financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group can be required to pay. | ||
|
|
|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
|
£ |
|
£ |
|
|
Due within 1 month |
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
|
|
|
912,698 |
|
1,279,777 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair values
|
|||
|
|
The Directors consider that the carrying amount of loans and receivables and other financial liabilities approximates to their fair value because of the short-term nature of such assets the effect of discounting is negligible. | |||
|
|
Capital management
|
|||
|
|
For the purposes of capital management, capital includes issued capital and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Directors’ capital management is to ensure that the Group will be able to continue as a going concern while sustaining the future development of the business. |
|||
|
18. |
Related party transactions |
|
|
Directors’ remuneration and fees Directors’ remuneration and fees are disclosed in the Directors’ Remuneration Report. |
|
|
Other fees and transactions Mr C Cannon Brookes was a director of Arlington Group Asset Management Limited (“Arlington”) for the reporting period. During the period, the Company incurred costs of £316,000 from Arlington in respect of fund-raising commissions and expenses, financial advisory and director’s fees (2025: £550,875 in respect of fund-raising commissions and expenses, financial advisory fees and director’s fees). At 30 June 2026, £nil was outstanding (2025: £nil). Mr R. G. J. Ainger was a director of RFA Consulting Limited (“RFA”) during the reporting period. During the period the Company incurred costs of £46,000 (2025: £55,000) from RFA in respect of company secretarial services and consultancy fees. The fees were paid in full during the current and prior periods. |
|
19. |
Share capital and share premium |
|
|
|
2026 |
|
2025 |
|
|
|
£ |
|
£ |
|
|
Allotted, called up and fully paid share capital |
|
|
|
|
|
541,868,306 (2025: 451,868,306) Ordinary shares of £0.001 each |
541,868 |
|
451,868 |
|
|
|
|
|
|
|
|
Movements in ordinary shares |
|
|
|
|
No. of |
|
Share |
|
Share |
|
|
|
|
|
|
shares |
|
capital |
|
premium |
|
Total |
|
|
|
|
|
|
£ |
|
£ |
|
£ |
|
|
|
|
|
|
|
|
|
|
|
|
|
Opening balance at 1 July 2025 |
|
451,868,306 |
|
451,868 |
|
27,558,887 |
|
28,010,755 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares issued during year |
|
90,000,000 |
|
90,000 |
|
6,210,000 |
|
6,300,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
541,868,306 |
|
541,868 |
|
33,768,887 |
|
34,310,755 |
|
|
Less: issuance costs settled in cash |
|
- |
|
- |
|
(324,757) |
|
(324,757) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2026 And |
|
541,868,306 |
|
541,868 |
|
33,444,130 |
|
33,985,998 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption. |
||
|
|
On 15 December 2025 the Company issued 90,000,000 Ordinary shares of £0.001 each at a value of 7 pence per share. Total costs of £324,757 were incurred and were offset against share premium. |
||
|
20. |
Reserves | ||
|
|
The merger reserve is used to hold the premium on share issued to acquire subsidiaries where merger relief applies under Section 612, Companies Act 2006. The retained earnings reserve contains the accumulated losses of the Group. The translation reserve is used to hold the accumulated gains and losses on translation of overseas subsidiaries. |
||
|
21. |
Net fund reconciliation | ||
|
|
The table below sets out an analysis of net funds and the movements in net funds for each of the periods presented: |
||
|
|
|
2026 |
|
2025
|
|
|
|
£ |
|
£ |
|
|
Cash and cash equivalents |
6,128,371 |
|
6,373,847 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net funds |
6,128,371 |
|
6,373,847 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and |
|
|
|
|
|
|
|
|
|
|
cash |
|
|
|
|
|
|
|
|
|
|
equivalents |
|
|
|
|
|
|
|
|
|
|
£ |
|
|
Net funds |
|
|
|
|
|
|
|
|
|
|
At 1 January 2024 |
|
|
|
|
|
|
|
1,345,629 |
|
|
Cash flows |
|
|
|
|
|
|
|
5,158,090 |
|
|
Currency translation |
|
|
|
|
|
|
|
(129,872) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 |
|
|
|
|
|
|
|
6,373,847 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows |
|
|
|
|
|
|
|
(246,427) |
|
|
Currency translation |
|
|
|
|
|
|
|
951 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026
|
|
|
|
|
|
|
|
6,128,371 |
|
|
|
|
|
|
|
|
|
|
|
|
22. |
Ultimate controlling party |
|
|
In the opinion of the Directors, there is no controlling party.
|
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2026
|
|
Note |
2026 |
|
2025 |
|
|
|
£ |
|
£ |
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
Investment in subsidiaries |
6 |
19,192,381 |
|
19,192,381 |
|
Long-term receivables |
7 |
37,721,385 |
|
33,687,172 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
56,913,766 |
|
52,879,553 |
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
Trade and other receivables |
8 |
38,917 |
|
34,924 |
|
Cash and cash equivalents |
|
4,970,852 |
|
3,929,125 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,009,769 |
|
3,964,049 |
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
9 |
(131,769) |
|
(134,435) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net current assets |
|
4,878,000 |
|
3,829,614 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets less current liabilities |
|
61,791,766 |
|
56,709,167 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets |
|
61,791,766 |
|
56,709,167 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
|
|
|
|
|
|
Called up share capital |
11 |
541,868 |
|
451,868 |
|
Share premium account |
11 |
33,444,130 |
|
27,558,887 |
|
Merger relief reserve |
12 |
17,940,000 |
|
17,940,000 |
|
Warrant reserve |
12 |
269,138 |
|
269,138 |
|
Retained earnings |
12 |
9,596,630 |
|
10,489,274 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity |
|
61,791,766 |
|
56,709,167 |
|
|
|
|
|
|
|
|
|
|
|
|
The Company made a loss in the period of £892,644 (2025: profit of £281,599).
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2026
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share |
|
Merger |
|
|
|
|
|
|
|
|
Share |
|
premium |
|
relief |
|
Warrant |
|
Retained |
|
Total |
|
|
capital |
|
account |
|
reserve |
|
reserve |
|
earnings |
|
equity |
|
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 July 2025 |
451,868 |
|
27,558,887 |
|
17,940,000 |
|
269,138 |
|
10,489,274 |
|
56,709,167 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the year |
- |
|
- |
|
- |
|
- |
|
(892,644) |
|
(892,644) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
- |
|
- |
|
- |
|
- |
|
(892,644) |
|
(892,644) |
|
for the year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners: |
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of shares (net of issuance costs) |
90,000 |
|
5,885,243 |
|
- |
|
- |
|
- |
|
5,975,243 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total transactions with owners |
90,000 |
|
5,885,243 |
|
- |
|
- |
|
- |
|
5,975,243 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
541,868 |
|
33,444,130 |
|
17,940,000 |
|
269,138 |
|
9,596,630 |
|
61,791,766 |
|
|
|
|
|
|
|
|
|
|
|
|
|
The Notes form an integral part of these Company Financial Statements.
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share |
|
Merger |
|
|
|
|
|
|
|
|
Share |
|
premium |
|
relief |
|
Warrant |
|
Retained |
|
Total |
|
|
capital |
|
account |
|
reserve |
|
reserve |
|
earnings |
|
equity |
|
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 July 2024 |
265,535 |
|
18,391,046 |
|
17,940,000 |
|
269,138 |
|
10,207,675 |
|
47,073,394 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the year |
- |
|
- |
|
- |
|
- |
|
281,599 |
|
281,599 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
- |
|
- |
|
- |
|
- |
|
281,599 |
|
281,599 |
|
for the year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners: |
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of shares (net of issuance costs) |
186,333 |
|
9,167,841 |
|
- |
|
- |
|
- |
|
9,354,174 |
|
Total transactions with owners |
186,333 |
|
9,167,841 |
|
- |
|
- |
|
- |
|
9,354,174 |
|
At 30 June 2025 |
451,868 |
|
27,558,887 |
|
17,940,000 |
|
269,138 |
|
10,489,274 |
|
56,709,167 |
The Notes form an integral part of these Company Financial Statements.
NOTES TO THE COMPANY FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2026
|
1. |
General Information |
|
|
First Tin Plc is a public company limited by shares incorporated in England and Wales. The registered office is First Floor, 47/48 Piccadilly, London, England, W1J 0DT. |
|
2. |
Basis of preparation |
|
|
These financial statements have been prepared in accordance with Financial Reporting Standard 101 “Reduced Disclosure Framework” and the Companies Act 2006. The financial statements have been prepared under the historical cost convention. The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 “Reduced Disclosure Framework”:
|
|
3. |
Material accounting policy information |
|
|
3.1 |
Investment in subsidiaries |
|
|
|
Investments in subsidiaries are stated at cost less accumulated impairment. |
|
|
3.2 |
Impairment |
|
|
|
At each reporting date, the Company assesses whether there is any indication that an asset, other than inventories and deferred tax assets, may be impaired. Where an indicator of impairment exists, the Company makes an estimate of the recoverable amount. An impairment loss is recognised in profit or loss whenever the carrying amount of the asset or cash generating unit exceeds its recoverable amount. 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 the income statement, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount greater than cost, in which case the reversal of the impairment loss is treated as a revaluation increase. Financial assets, including long-term receivables, are assessed for impairment in accordance with the expected credit loss requirements of IFRS 9, as set out in the financial assets accounting policy. |
|
|
3.3 |
Cash and cash equivalents |
|
|
|
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. |
|
|
3.4 |
Financial assets |
|
|
|
Financial assets are recognised in the Company's statement of financial position when the Company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories. The classification depends on the Company’s business model for managing the financial assets and the contractual terms of the cash flows. Financial assets are initially measured at fair value plus transaction costs, other than those classified as fair value through profit or loss (FVTPL) or fair value through other comprehensive income (FVOCI), which are measured at fair value. |
|
|
|
Loans and receivables Trade receivables are recognised initially at the amount of consideration that is unconditional, unless they contain significant financing components when they are recognised at fair value. They are subsequently measured at amortised cost using the effective interest method, less loss allowance. Loans and other receivables that have fixed or determinable payments and are held for collection of contractual cash flows, where those cash flows represent solely payments of principal and interest, are measured at amortised cost using the effective interest method, less any impairment. 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 The Company assesses on a forward-looking basis the expected credit loss associated with its receivables carried at amortised cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. For trade receivables, the Company applies the simplified approach permitted by IFRS 9, resulting in trade receivables recognised and carried at original invoice amount less an allowance for any uncollectible amounts based on expected credit losses. The Company recognises a loss allowance for expected credit losses on investments in debt instruments that are measured at amortised cost. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. 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. |
|
|
||
|
|
3.5 |
Financial liabilities |
|
|
|
Financial liabilities are classified as either financial liabilities at fair value through profit or loss or other financial liabilities. Other financial liabilities Other financial liabilities, including trade and other payables, are initially measured at fair value, and are subsequently measured at amortised cost, using the effective interest rate method. Derecognition of financial liabilities Financial liabilities are derecognised when, and only when, the Company’s obligations are discharged, cancelled, or they expire. |
|
|
3.6 |
Equity instruments |
|
|
|
Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company. |
|
|
3.7 |
Taxation |
|
|
|
The tax expense represents the sum of the tax currently payable and deferred tax. Current tax The tax currently payable is based on taxable profit for the period. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting date. |
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Deferred tax Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill, from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit or where there are equal taxable and deductible temporary differences. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled, or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the Company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority. |
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3.8 |
Foreign exchange |
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Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting date. Gains and losses arising on translation are included in profit or loss for the period. |
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3.9 |
Critical accounting estimates and judgements |
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Details of the Company’s significant accounting judgements and critical accounting estimates are set out in these financial statements and include: Carrying value of investments in subsidiary undertakings At each reporting date, investments in subsidiaries are reviewed to determine whether there is any indication that those assets are impaired. If there is an indication of possible impairment, the recoverable amount of the asset is estimated and compared with its carrying amount. Any resulting impairment loss is recognised immediately in profit or loss. The Directors have reviewed the carrying value of the investments at 30 June 2026 and, based on the anticipated value of the underlying asset in the subsidiaries, determined that no impairment of the investments is required. |
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Calculation of provision for expected credit losses The Directors have estimated the level of provision required for expected credit losses under IFRS 9. In determining the provision, the Directors have used the Group’s market capitalisation, as adjusted for company specific assets, as the principal input to estimate the recoverable value. This has then been allocated between receivables based on the relative risks of the underlying projects. At 30 June 2026, the Directors have determined that a provision for expected credit losses of £4,500,000 is required. |
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4. |
Profit for the financial period |
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The Company has taken advantage of section 408 of the Companies Act 2006 and, consequently, a Profit and Loss Account for the Company alone has not been presented. |
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5. |
Staff costs and Director’s remuneration |
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|
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
At 1 January 2021 Additions Currency translation At 31 December 2021
|
|
|
|
|
|
|
|
|
|
Wages and salaries |
|
|
|
|
245,000 |
|
252,500 |
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|
Social security costs |
|
|
|
|
24,750 |
|
26,029 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total staff cost recognised in the profit and loss |
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|
|
|
269,750 |
|
278,529 |
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|
|
|
|
|
|
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The average number of staff employed by the Company, including Directors, is detailed below: |
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|
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|
|
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2026 |
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2025 |
|
|
|
|
|
|
|
No. |
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No. |
|
|
Management and administration |
|
|
|
|
2 |
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
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Directors’ remuneration and fees are disclosed in the Directors’ Remuneration Report on pages 32 to 36. |
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6. |
Investment in subsidiaries |
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|
|
|
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|
£ |
|
|
At 30 June 2026 and 30 June 2025 |
|
|
|
|
|
19,192,381 | |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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7. |
Long-term receivables |
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|
|
|
|
Loan to |
|
Loan to |
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|
|
|
|
|
|
Taronga |
|
Saxore |
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Total |
|
|
|
|
|
£ |
|
£ |
|
£ |
|
|
Cost At 1 January 2021 Additions Currency translation At 31 December 2021
|
|
|
|
|
|
|
|
|
|
At 1 July 2025 |
|
|
17,256,123 |
|
16,431,049 |
|
33,687,172 |
|
|
Additions |
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|
4,891,820 |
|
1,962,287 |
|
6,854,107 |
|
|
Provision for expected credit losses |
|
|
- |
|
(4,500,000) |
|
(4,500,000) |
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|
Currency translation |
|
|
1,636,157 |
|
43,949 |
|
1,680,106 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
|
23,784,100 |
|
13,937,285 |
|
37,721,385 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8. |
Trade and other receivables |
|
|
|
2026 |
|
2025 |
|
|
|
£ |
|
£ |
|
|
Recoverable value added taxes |
7,866 |
|
6,297 |
|
|
Prepayments |
31,051 |
|
28,627 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
38,917 |
|
34,924 |
|
|
|
|
|
|
|
9. |
Trade and other payables |
|
|
|
2026 |
|
2025 |
|
|
|
£ |
|
£ |
|
|
Other payables |
7,682 |
|
7,309 |
|
|
Accruals |
124,087 |
|
127,126 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
131,769 |
|
134,435 |
|
|
|
|
|
|
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10. |
Related party transactions |
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|
Directors’ remuneration and fees Directors’ remuneration and fees are disclosed in the Directors’ Remuneration Report on pages 32 to 36. |
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Other fees and transactions Other fees and transactions with the Company are disclosed in Note 19 to the consolidated financial statements. The Company was owed £18,437,285 (2025: £16,431,049) by Saxore, a wholly owned subsidiary incorporated in Germany. In the year to 30 June 2026 a net of £908,023 (2025: £738,264) was advanced by the Company to Saxore, and interest of £1,054,264 (2025: £1,054,143) was accrued in respect of the loan. The loan carries interest at 4% over the European Central Bank rate per annum. In addition, the Company was owed £23,784,100 (2025: £17,256,123) by Taronga, a wholly owned subsidiary incorporated in Australia. In the period to 30 June 2026 a net of £3,335,983 (2025: £4,944,221) was advanced by the Company to Taronga, and interest of £1,555,837 (2025: £1,260,139) was accrued in respect of the loan. The loan carries interest at 4% over the Bank of England base rate per annum. |
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|
11. |
Share capital | ||
|
|
|
2026 |
|
2025 |
|
|
|
£ |
|
£ |
|
|
Allotted, called up and fully paid |
|
|
|
|
|
541,868,306 (2025: 451,868,306) Ordinary shares of £0.001 each |
541,868 |
|
451,868 |
|
|
|
|
|
|
|
|
Movement of the share capital is disclosed in Note 20 to the consolidated financial statements |
|
|
|
2026 |
|
2025 |
|
|
|
£ |
|
£ |
|
|
Share premium account |
33,444,130 |
|
27,558,887 |
|
|
|
|
|
|
|
12. |
Reserves |
|
|
The merger reserve is used to hold the premium on share issued to acquire subsidiaries where merger relief applies under Section 612, Companies Act 2006. The warrant reserve is used to hold the fair value of warrants issued but not yet exercised. The retained earnings reserve contains the accumulated losses of the Company. |