This provision is for the obligation to restore the mine to its original state once mining operations cease, discounted back to present value based on the estimated life of the mine. Prior to discounting, the Directors estimate the provision at current costs to be £13.2 million (30 September 2024: £13.2 million) (31 March 2025: £13.2 million).

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

Management has considered these risks and used a discount rate of 7.2% (30 September 2024: 6.4%) (31 March 2025: 7.0%), an inflation rate of 2% to 7.5% over the life of the Project (30 September 2024: 2% to 7.5%) (31 March 2025: 2% to 7.5%) and an estimated mining period of 27 years (30 September 2024: 27 years) (31 March 2025: 27 years).

10.  Borrowings

Borrowings comprised:

The Group issued convertible loan notes in two tranches as follows:

£0.920 million of Tranche G Part B notes

On 04 July 2025 £4.285 the Company issued a further tranche of the CLN - £4.285 million of Tranche H notes

IFRS 13 requires the provision of information about how the Company establishes the fair values of financial instruments. Valuation techniques are divided into three levels based on the quality of inputs:

·      Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

·      Level 2 inputs are inputs other than quoted prices included in level 1 that are observable, directly or indirectly.

·      Level 3 inputs are unobservable.

            Notes to the interim accounts (continued)

10. Borrowings (continued)

Fair value of financial assets and financial liabilities that are measured at fair value on a recurring basis.

The group's Escrow funds receivable is measured at fair value of £13,602,937 (September 2024: £11,329,495) (March 2025: £13,237,420). These are classified as level 3. They are valued based on discounted cash-flows. A number of inputs such as the risk-free rate are observable inputs but there are also significant unobservable inputs such as the expected interest yield.

The Group's convertible loan notes are measured at fair value of £66,636,192 (September 2024: £23,021,914) (March 2025: £24,683,100). These are classified as level 3. They are valued based on a scenario pricing model. A number of inputs, such as the market value of shares, are observable inputs but there are also significant unobservable inputs such as the discount rate and the probabilities assessed for each scenario.

Interest on the convertible loan notes in the form of payment in kind notes (PIK notes) is 20%. The final termination date of the convertible loan notes is 31 December 2025. The normal conversion price of the loan notes is £0.03 per share however under an equity raise (excluding equity raised to certain qualifying shareholders, on a normal conversion of the loan notes or on an issue of shares in relation to warrants and share options) the conversion price is equal to the issue price on the equity raise less a discount of 50%.

Under the terms of the convertible loan notes, if the Company breaches the terms of the agreement or an exit event occurs, the initial capital can be called in for repayment at a premium of 100%.

The Company was at Period end and remains in breach of the terms of the CLN Agreement. In each case the Note Holders have placed a waiver until 31/12 such that the Company was not in breach of the Agreement.

The diluted loss per share calculations excludes the effects of share options, warrants and convertible debt on the basis that such future potential share transactions are anti-dilutive.

Were the Company's options and warrants to be converted, a potential further 17,305,284 ordinary shares of between £0.01 to £0.60 would be issued. Information on share options and warrants is disclosed in Note 13. This figure excludes the conversion of any CLN's in Note 10.

There were no shares issued subsequent to the end of the interim period.

Notes to the interim accounts (continued)

12. Share capital

13. Share options and warrants

Founder share incentives

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

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

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

Share Options - Employees

EMI and ESOP

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

The movement on the number of share options issued by the Company during each period presented was as follows:

The exercise price of share options outstanding is £0.45 (30 September 2024: £0.45) (31 March 2025: £0.45) and their remaining estimated time to vesting was 18 months (30 September 2024: 15 months) (31 March 2025: 24 months).

              Notes to the interim accounts (continued)

13.  Share options and warrants (continued)

CSOP share options

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

The exercise price of share options outstanding at 30 September 2025 was £0.275 and their remaining time to vesting was nil.

The exercise price of share options outstanding at 31 March 2025 was £0.275 and their remaining time to vesting was 6 months (30 September 2024: 1 year and 6 months).

14. Commitments

Capital commitments

As at 30 September 2025, the Group had contracted to purchase property, plant and machinery amounting to £1,178,774 (30 September 2024: £1,746,455) (31 March 2025: £1,178,774) An amount of £123,320 (30 September 2024: £Nil) (31 March 2025: £123,320) is contingent on the commencement of mining operations.

Other financial commitments

The total amount of other financial commitments not provided in the financial statements was

£7,329,000 (30 September 2024: £8,329,000) (31 March 2025: £8,329,000) payable on the commencement of mining operations and represented contractual amounts due to the mining contractor and further committed payments to the funds held in the escrow account under the escrow agreement.

Included within other financial commitments is £2,000,000 (30 September 2024: £3,000,000) (31 March 2025: £3,000,000) which is considered to be payable annually.

As at 30 September 2025, the Company may be liable for payment of any withholding tax arising on convertible loan notes. On the basis that it considers the likelihood of a withholding tax liability arising as unlikely, no provision has been made in the financial statements. Based on interest accrued to the year end were the liability to arise, the Company's estimate of the contingent liability is £1,200,000 (31 March 2025: £1,000,000).

The Group had an obligation to dispose of waste materials found onsite. It is the intention of management to dispose of the waste through the onsite Mine Waste Facility. If external disposal is required the Company would incur third party disposal fees estimated at £700,000 (2024: £700,000). As third party costs were not deemed probable no provision is included in the financial statements but are considered to represent a contingent liability at the year end.

A contingent liability of £746,933 relating to the successful appeal of business rates, may be liable for payment due to the appellant disputing the outcome. The hearing is currently scheduled for Q1 2026. While we remain confident that the outcome will not be overturned this remains a contingent liability.  

15.  Events after the end of the interim reporting period

•         The Company successfully completed a safe and highly encouraging processing trial, demonstrating strong performance across key sections of the mineral processing facility. The trial produced over 1,400 MTU of WO₃ in concentrate, with grades exceeding target levels.

•         The Company entered into an EPC agreement relating to the new build crushing, screening and ore sorter facility, representing a key milestone in preparation for the restart of operations

•         Phil Povey was appointed Chief Financial Officer and Director of the Company.

•         A £4.0 million Bridge Facility was agreed with strategic investors, a portion of which has already been deployed to advance key engineering works and secure long-lead items required for the restart of production.

•         The Company entered a binding agreement for full conversion of the CLNs, subject to shareholder approval.  The Board considers this a significant step forward in the Company's project financing strategy.