24 June 2025                                                                                                    

Trading Symbols

AIM: UFO

FWB: I3A1

Alien Metals Ltd

("Alien Metals" or "the Company")

 

Financial Results for the Year Ended 31 December 2024

Alien Metals Ltd (AIM: UFO), a global minerals exploration and development company, today announces the release of its audited financial results for the year ended 31 December 2024.

The Company's full Annual Report is being sent to shareholders, and is available on the Company's website, www.alienmetals.uk.

The entirety of the Annual Report is set out below.

 

For further information please visit the Company's website at www.alienmetals.uk or contact:

Strand Hanson (Financial and Nominated Adviser)

James Harris / James Dance / Robert Collins

Tel: +44 (0) 207 409 3494

Zeus Capital Limited (Joint Broker)

Harry Ansell / Katy Mitchell

Tel: +44 (0) 203 829 5000

Turner Pope (Joint Broker)

Andy Thacker / James Pope

Tel: +44 (0) 203 657 0050

 

CMC Markets (Joint Broker)

Douglas Crippen

Tel: +44 (0) 203 003 8632

 

Yellow Jersey (Financial PR)

Charles Goodwin / Shivantha Thambirajah / Zara McKinlay

Tel: +44 (0) 203 004 9512

CHAIRMAN'S LETTER

Dear shareholders,

 

I am pleased to present the Chairman's statement for Alien Metals Limited (the "Company", "Alien Metals", or "Alien") for the year ended 31 December 2024. Alien Metals has achieved steady progress across its project portfolio during the year, with standout milestones being the completion and release of the Development Study for the Hancock Iron Ore Project in February 2024 and the grant of the mining lease in April 2024, marking pivotal steps in unlocking the projects potential.

 

Alien's core focus remains the Hancock Iron Ore Project. Significant work has been done in moving this project towards production. Further work remains to be done in optimising the development pathway and the funding structure. We continue to review potential joint venture interest in the project.

Report on Exploration Activities - 2024

Exploration activities for FY2024 are outlined below:

1.         Hancock Iron Ore Project

Key activities included:

·      Mining Lease Grant: On 18 April 2024, Lease M47/1633 was granted, covering the iron ore mineralisation at Hancock. This Mining Lease permits mining activities upon receiving all relevant approvals.

·      Tenement Adjustments: Lease E47/3954 was reduced in size following the grant of M47/1633, with remaining portions still prospective for iron mineralization. Lease applications E47/5001 and E47/5002 (Hancock West/Mallina) were withdrawn and replaced by E47/5157, E47/5158, and E47/5159. with granting for E47/5157 and E47/5158 achieved in May 2025.

·      Development Study: The February 2024 study confirmed the project's economic viability, with declared ore reserves and mineral resources capable of supporting a viable iron ore mining operation. Highlights of the study are:

·      MRE of 8.4Mt @ 60% Fe JORC Mineral Resource, including an upgraded Indicated Resource of 4.5Mt@ 60.2% Fe.

·      Based on 8Mt of the Mineral Resource being converted to mining inventory, robust project financials of the base case produced the following:

·      an average annualised EBITDA of A$39m

·      a pre-tax NPV₁₀ of A$146m and a pre-tax IRR of 133%

·      all in sustaining cost of US$85/t

·      production rate of 1.25mtpa

·      initial development Capital Cost of A$28m

·      other key highlights from the Development Study include the following:

ü high confidence in the Capital and Operational Costs with pricing received through the Early Contractor involvement and Preferred Tenderer process resulting in up-to-date tendered pricing for more than 90% of the Capital Costs and Operational Costs.

ü initial production plan focussed on current 3.9Mt mining inventory with further upside to mine the entire Mineral Resource of 8.4Mt and beyond to be realised through ongoing exploration upside. Further work confirmed a 165% increase in Indicated Resources from 2.8mt to 4.5mt as part of an updated Mineral Resource Statement.

·        Ore processing will utilise a mobile dry crushing and screening plant capable of producing 1.25Mt to 1.5Mt of 100% fines product per annum on a single shift basis. Sprint capacity of the plant working on a double shift basis is up to 3.0Mt per annum.

·        Low start-up cost of A$28m capital including:

§  A$18.0m for main roads intersection and access to Site,

§  A$2.5m for site establishment and pre-production capital,

§  A$6.5m of owner's costs, working capital and contingency allowances.

·        Reduction in costs achieved through the close proximity to the Mining Hub of Newman. The proximity allows the Company to avoid extensive construction capital costs associated with airstrip, mining camp and associated services.

·       Provisional export capacity through the Port of Port Hedland is being re-negotiated with approvals expected in 2025.

During the year the Company held advanced discussions with several investment groups who had expressed a desire to jointly develop the project. Discussions with interested parties are ongoing.

 

·      Planned 2025 Activities: Exploration for high-grade, direct ship, iron mineralization on E47/5157 and E47/5158 (Hancock West/Mallina), heritage surveys, and preparation of a Mining Proposal for submission to the Department of Energy, Mines, Industry Regulation and Safety (DEMIRS) on Hancock.

2.         Elizabeth Hill Project

Exploration at the Elizabeth Hill Project during 2024 focused on identifying conductive bodies associated with nickel, copper, or silver mineralization. Key activities included:

 

·      Downhole Electromagnetic (DHEM) Surveys: In November 2024, DHEM surveys were conducted down two drillholes proximal to the Elizabeth Hill high grade silver mine.  There was an early time DHEM anomaly response that may be related to the weathered overburden with further work recommended to confirm.

·      Post-Balance Sheet Date Development: On 24 March 2025, the Company entered into a joint venture and partial sale agreement with West Coast Silver Limited (WCE) (previously Errawarra Resources Ltd (ERW)), an Australian Securities Exchange listed company. The deal comprises the sale of 70% of the Elizabeth Hill mining lease, M47/342 and 70% of the silver rights on all other tenements in the Pinderi Hills Project area. In return Alien received A$500,000 cash and 44.5 million ERW shares of which 14 million shares have been sold raising A$378,000 with the remaining 30.5 million shares having a market value of approximately A$2.5 million as at the date of this report.

·      Planned 2025 Activities: WCE have mobilised to site and commenced drilling in May 2025.

 

3.         Munni Munni Project

The Munni Munni Project saw exploration for lithium, nickel, copper, and PGMs, supported by an additional strategic partnership with WCE.

 

Key activities included:

 

·      Lithium Joint Venture: On 29 April 2024, Alien Metals Limited, through its wholly owned subsidiary Alien Metals Australia Pty Ltd (AMA), entered into a joint venture with West Coast Silver Limited (ASX: WCE) for lithium exploration at the Pinderi Hills Project. WCE conducted extensive soil sampling, rock chip sampling, and stream sediment sampling during the year. Under the agreement, WCE can earn up to a 50% participating interest in the lithium rights by investing up to A$4 million, with an initial A$500,000 subscription for Alien Metals' common shares to support general working capital.

 

·      Stage 1: WCE will secure a 25% interest in the joint venture by expending A$1 million on the project within 24 months from the agreement date.

·      Stage 2: WCE can earn an additional 25% interest (totalling 50%) by spending a further A$2.5 million within 60 months from the agreement date. Upon completing Stage 2, both parties will fund project expenses proportionally. If WCE fails to meet the expenditure requirements in either stage, its interest will decrease proportionally. Should Alien Metals Australia (AMA) opt not to contribute proportionally after Stage 2, AMA's 50% interest will dilute on a pro-rata basis. If AMA's interest falls below 10%, it will convert to a 2% gross revenue royalty.

·      Fixed Loop Electromagnetic (FLEM) Surveys: In early 2025 Alien Metals completed ground-based electromagnetic (EM) surveys over three areas Cadgerina Dyke, Judy's Reef and Elizabeth Hill, to test for sulphide-related conductors (nickel, copper and PGM). Further work is required to determine the extent of mineralisation.

·      Planned 2025 Activities: Technical geological work on existing drill cores to refine PGM targets, exploration for nickel and copper, and drill testing of identified targets.

 

4.         Brockman Iron Ore Project

The Brockman Project, prospective for iron mineralization, is located 80km northwest of the town of Tom Price in the iron ore rich province of the Pilbara of Western Australia. Key activities included:

·      Office Studies: Logistical and safety studies were completed to support field programs proposed for 2025.

·      Heritage and Approvals: Ethnographic and heritage surveys and Program of Works approvals for ground-disturbing activities, including track and drill pad preparation are in place for proposed drilling at Brockman.

·      Planned 2025 Activities: A field program to pursue determination of iron mineralisation, additional mapping and rock chipping in priority areas not yet explored, will provide a pipeline of drill targets for future exploration campaigns.

 

5.         Vivash Gorge Project

Vivash Gorge is prospective for iron mineralisation, with Fortescue Metals having a significant high grade iron mineral resource located within meters of the shared tenement boundary. Key activities included:

 

·      Field Trip: A field trip was conducted to investigate prospective areas and plan logistics for 2025. Given the remote nature of the project area additional detailed planning is required to ensure safety and exploration success.

·      Geological Context: Fortescue Metals Group's 58Mt @ 58.8% Fe resource, located 70 meters from the E47/3071 tenement boundary, underscores the project's potential.

·      Planned 2025 Activities: Establishment of a mobile field camp to support field work in the remote area, with exploration to define iron mineralization size and grade.

 

Conclusion

In 2024, Alien Metals Limited advanced its exploration portfolio through targeted geophysical surveys, and preparatory work for iron ore, silver, nickel, copper, and PGM mineral resource expansion. The Hancock Iron Ore Project progressed toward production readiness with a granted Mining Lease and confirmed resources. Elizabeth Hill and Munni Munni will benefit from strategic joint venture partnerships, while at Brockman and Vivash Gorge we laid the groundwork for significant 2025 field programs.

 

These efforts underscore Alien Metals' commitment to unlocking the value of its diverse mineral assets and we advance through 2025 with optimism to build on the recent successes and strong foundation of previous work.

 

Financial Review

Funding

The Company raised £1.49 million during the year, issuing 1,142,121,212 shares at 0.11, 0.13 and 0.2 pence per share.  

 

The convertible note agreement, originally executed in July 2023, was formally cancelled on 1 April 2024 pursuant to a Deed of Variation entered into on that date.

 

Under the terms of a new drawdown facility (for A$2 million) established in March 2024, A$1.1 million was made available to the Company.  This amount was allocated as follows:

 

·      A$0.9 million applied to the repayment of the outstanding balance under the July 2023 convertible note agreement.

·      A$0.1 million used to cover establishment and commitment fees relating to both the July 2023 and the new 2024 facility.

 

Following these allocations, the July 2023 facility was considered fully repaid.  The remaining A$0.1 million was subsequently received by the Company for working capital purposes.

 

Subsequent to year end, the Company raised £1,000,000 in a placement of 1,250,000 shares.  In connection with the placement, the Company issued 416,666,666 free-attaching warrants to subscribers with an exercise price of 0.12 pence, exercisable for a period of 12 months from the date of issuance.

  

Financial Results

 

Alien Metals Limited reported a loss for the twelve months ended 31 December 2024 of $1.56 million (31 December 2023: loss of $3.7 million). The 2024 results include approximately $0.3 million in consulting costs and legal fees in the preparation of agreements for a joint venture of Hancock which did not proceed.

  

Board Changes

 

Mr Robert Mosig was appointed as a non-executive director on 15 March 2024 following the resignation from the Board of Mr Alwyn Vorster on that date.

 

Outlook

 

Looking ahead, we remain focused on delivering long-term value for our shareholders by continuing to advance our exploration and development projects.

 

We will continue to prioritise safety, sustainability, and good governance in all our operations, as we work to create value for all our stakeholders.

 

Conclusion

 

In conclusion, I would like to thank our employees, contractors and shareholders for their continued support during the year.

 

We are pleased with the progress we have made, and we look forward to updating you on our achievements in the coming year.

 

Yours sincerely

  

Guy Robertson

Executive Chairman

20 June 2025

DIRECTORS' REPORT

The Directors present their Report, together with the Financial Statements and Independent Auditor's Report, on the consolidated entity (referred to hereafter as the "Group") consisting of Alien Metals BVI (referred to hereafter as the "Company") and the entities it controlled at the end of, or during, the year ended 31 December 2024.

 

Principal Activities

The principal activity of the Group is to further its exploration projects towards production, adding to shareholder value through joint venture, sale or mining.

 

The Group's principal activities are in the premier Pilbara mining region of Western Australia.

 

Business Review

 

A detailed review of the business of the Group during the year and an indication of likely future developments may be found in the Chairman's Report on pages 2 to 4.

 

Principal risks and uncertainties are discussed on pages 7 to 12.

 

Dividends

The Directors do not recommend the payment of a dividend for the year (31 December 2023: Nil).

 

Directors and Directors' Interests

The Directors who served during the year ended 31 December 2024 had the following beneficial interests in the shares of the Company at year end.

Shareholdings

	Held at 31 December 2023 Number	Issued to extinguish a debt Number	Held at 31 December 2024 Number
G Robertson	-	-	-
E Henson	8,455,722	6,000,000	14,455,722
R Mosig **	-	-	-
A Vorster *	12,500,000	-	12,500,000

 

Option holdings

	Held at 31 December 2023 Number	Forfeited Number	Held at 31 December 2024 Number
G Robertson	-	-	-
E Henson	65,000,000	-	65,000,000
R Mosig **	-	-	-
A Vorster *	65,000,000	(65,000,000)	-

 

* Appointed 4 August 2023, resigned 15 March 2024                   ** Appointed 15 March 2024

 

Further details on options can be found in Note 17 to the Financial Statements. Directors' remuneration is disclosed in Note 20.

Substantial shareholders

The substantial shareholders with more than a 3% shareholding at 31 December 2024 are shown below:

 

	Percentage
Hargreaves Lansdown Asset Mgt (Bristol)	24.20%
Interactive Investor (Manchester)	11.80%
Halifax Share Dealing (Halifax)	10.83%
Bennelong Ltd (London)	6.11%
Windfield Metals Pty Ltd (Regional (NSW))	5.02%
A J Bell Securities (Tunbridge Wells)	3.45%
Gilmore Capital (Dubai)	3.44%
Barclays Wealth (London)	3.19%
IG Markets (London)	3.11%

 

Key Performance Indicators ("KPIs")

The Board monitors the activities and performance of the Group on a regular basis. The Board uses financial indicators based on budget versus actual to assess the performance of the Group. The indicators set out below will be used by the Board to assess performance over the period.

 

The three main KPIs for the Group are as follows. These allow the Board to monitor costs and plan future exploration and development activities:

	2024 $'000	2023 $'000
Cash and cash equivalents ($)	224	676
Administrative expenses as a percentage of total assets (%)	8%	16%
Exploration costs capitalised during the year ($)	1,268	1,708

 

Principal Risks and Uncertainties

Risks are formally reviewed by the Board, and appropriate processes are put in place to monitor and mitigate them. If more than one event occurs, it is possible that the overall effect of such events would compound the possible adverse effects on the Group.

 

The financing, exploration, development and mining of any of the Company's properties is subject to several factors including the price of copper, silver, gold, lead, iron ore and zinc, laws and regulations, political conditions, currency fluctuations, environmental regulations, hiring and retaining qualified people and obtaining necessary services in jurisdictions where the Company operates.

 

The Board periodically carries out robust assessments of the emerging and principal risks facing the Company including those that would threaten its business model, future performance, solvency or liquidity. The assessment includes a review of all material controls including those which are related to finance, operations and compliance.

 

The Board effectively acts as the Audit Committee and is responsible for monitoring the effectiveness of the Company's risk management and internal control systems.

 

Alien Metals operates with a small team of key personnel and with open lines of internal communication. Where new risks are identified, they are reported to the Company Secretary or the Board. Where practicable, a method of mitigation is determined, and the risk together with any form of mitigation is presented to the Board for discussion.

 

The following is a brief discussion of those distinctive or special characteristics of the Company's operations and industry which may have a material impact or constitute risk factors in respect of the Company's future financial performance.

 

Principal Risks and Uncertainties (continued)

Key risks	Description of risk	Mitigating factors
Strategic risks
Exploration, development and future acquisitions (including JV-related risks)	The Group's operations are subject to all the hazards and risks incidental to exploration, development and the production of minerals, including damage to life or property, environmental damage and legal liability for damage, which could have a material adverse impact on the business and its financial performance.   The Group may acquire additional mining concessions in Australia or elsewhere in the world.   The Group may be unable to obtain suitable mining concessions at competitive prices.   Any exploration programme entails risks relating to the location of economic ore bodies, the development of appropriate metallurgical processes, the receipt of necessary governmental permits and the construction of mining and processing facilities.   If the Group's portfolio of mining concessions is deemed by management not to warrant further exploration and the Group is unsuccessful in acquiring suitable new projects, the Group will have no exploration or development projects to pursue.		Our mineral concessions are evaluated carefully by qualified geologists, and independent advisors are engaged as and when appropriate.   The management team has significant experience operating in Australia.   The Company has joint ventured certain projects to accelerate their development and take advantage of available capital and expertise.
No reserves or resources	The Group has announced its maiden mining reserve and associated mining inventory.   No assurance can be given that any future exploration programme will result in any new resources and or discoveries.		The Group received an independent assessment of the reserve resource potential of the Hancock project and believes that there is good potential to delineate additional mineral resources in accordance with JORC.
Mineral concessions and titles risks	In relation to exploration and mining concessions over which the Group holds legal rights, if the Group fails to fulfil the specific terms of any of its concessions or operates in the concession areas in a manner that violates Australian mining law, regulators may impose fines, suspend or revoke the concessions, any of which could have a material adverse effect on the Group's operations and proposed operations.		The Group is aware of necessary minimum expenditure and annual rental obligations for all its exploration and mining permits and maintains the necessary payments and expenditure obligations to negate any risk from this aspect.   Prior to entering into agreements relating to mineral concessions, formal searches and reviews of legal documentation are conducted to provide evidence of the legal owner, including outsourcing of legal and/or tenement due diligence to legal practitioners.

 

Principal Risks and Uncertainties (continued)

Key risks	Description of risk	Mitigating factors
Financial risks
Requirement of additional financing	Failure to obtain sufficient financing for any projects would result in a delay or indefinite postponement of exploration, development or production on properties covered by the Group's concessions or even the loss of a concession.   Additional financing might not be available when needed, or if available, the terms of such financing might not be favourable to the Group and could involve substantial dilution to shareholders. In the absence of adequate funding or cost reductions, the Group may not be able to continue as a going concern.		The Group has an experienced Board and management team with significant experience in financing mining activities.   The Group has been successful in raising funds in the past and it is our intention to raise additional funds in future to support the ongoing development of the business.
Liquidity risk	The Group's approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. The Group's accounts payable have contractual maturities of less than 30 days and are subject to normal trade terms. In the short-term, liabilities will be funded by cash.		The Group ensures sufficient funds will be available to allow it to meet its liabilities as they fall due. To achieve this, cash balances and cash flow projections are reviewed by the Board on a regular basis. The Board will not commit to material expenditures prior to being satisfied that sufficient funding is available.
Capital management risk	The Group's objective when managing capital is to safeguard the Group's ability to continue as a going concern and have access to adequate funding for its exploration and development projects so that it can provide returns for shareholders and benefits for other stakeholders. The Group manages the capital structure and adjusts in light of changes in economic conditions and risk characteristics of the underlying assets.		To maintain or adjust the capital structure, the Group may issue new shares, acquire debt, or sell assets. Management regularly reviews cash flow forecasts to determine whether the Group has sufficient cash reserves to meet future working capital requirements and to take advantage of business opportunities.
Price risk	The price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices, whether those changes are caused by factors specific to the individual financial instrument or its issuer, or factors affecting all similar financial instruments in the market.		The Group has on issue a convertible note, share options and warrants. None of these have a material price risk.   The Group does not hedge its exposure to price risk.
Foreign currency risk	The Group's exploration and administration expenditure is made in Australian dollars. The Group is therefore exposed to the movement in exchange rates for this currency.   At the year end, most the Group's cash resources were held in AUD negating any foreign exchange risk.   In addition, any movements in pounds sterling or Australian dollars would affect the presentation of the consolidated statement of financial position when the net assets of the Australian subsidiaries and the parent company in the UK are translated from their functional currencies into US dollars.		The Group does not currently hedge foreign exchange risk.   There is not considered to be any material exposure in respect of other monetary assets and liabilities of the Group.

 

Principal Risks and Uncertainties (continued)

Key risks	Description of risk	Mitigating factors
Financial risks (continued)
Credit risk	The Group's credit risk is primarily attributable to cash and the financial stability of the institutions holding it.   The Group's maximum exposure to credit risk is attributable to cash. The credit risk on cash is limited because the Group invests its cash in deposits with well capitalised financial institutions with strong credit ratings.		The Group invests its cash in deposits with well-capitalised financial institutions with strong credit ratings.
Investment risk	The Group may from time to time hold shares in other mining companies. There is not always a liquid market for the shares in companies, and it may not always be possible to sell such shares at the optimum time or price.		The Group has previously been successful in realising value from investments.
External risks
Metals prices	The Group's ability to obtain further financing will depend in part on the price of commodity prices, including copper, silver, lead, iron ore and zinc, and the industry's perception of its future price. The Group's resources and financial results of operations will also be affected by fluctuations in metal prices over which the Group has no control. A reduction in the metal prices could prevent the Group's properties from being economically mined or result in curtailment of existing production activities or result in the impairment and write-off of assets. The price of commodities, which is affected by numerous factors including inflation levels, fluctuations in the US dollar and other currencies, supply and demand and political and economic conditions, could have a significant influence on the market price of the Company's common shares.		It is an accepted risk that the Group's performance will be impacted by the price of metals.   The Board and management believe the price of precious metals will increase in the long term.   The Group does not hedge its exposure to metals prices.
Operational risks
Reliance on contractors	The Group relies on contractors to implement exploration and development programmes. The failure of a contractor or key service provider to properly perform its services to the Group could delay or inconvenience the Group's operations and have a materially adverse effect on the Group.		The Group has operated in Australia for several years and has well-established and trusted relationships with various contractors.
Key personnel	The Group's business is dependent on retaining the services of a small number of key personnel of the appropriate calibre as the business develops. The Group has entered into employment agreements with certain key managers. The success of the Group is and will continue to be, to a significant extent, dependent on the expertise and experience of the directors and senior management. The loss of one or more of these individuals could have a materially adverse effect on the Group. The Group does not currently have any insurance in place with respect to key personnel.		The Board effectively operates as the Nomination & Remuneration Committee which is responsible for considering succession planning and ensuring remuneration is sufficient to attract and retain staff of the necessary calibre. The Company also has the ability, and track record, to attract new Directors and personnel when required.

 

Principal Risks and Uncertainties (continued)

Key risks	Description of risk	Mitigating factors
Operational risks (continued)
Environmental factors	The Group's operations are subject to environmental regulation in the jurisdictions in which it operates. Such regulation covers a wide variety of matters including, without limitation, prevention of waste, pollution and protection of the environment, labour regulations and health and safety. The Group might also be subject under such regulations to clean-up costs and liability for toxic or hazardous substances, which might exist on or under any of the properties covered by its concessions, or which might be produced because of its operations.   If the Group does not comply with environmental regulations or does not file environmental impact statements in relation to each of its concessions, it might be subject to penalties, its operations might be suspended, closed and/or its concessions may be revoked.   Environmental legislation and permit requirements are likely to evolve in a manner which will require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their directors and employees.   The Group's activities could be subject to prolonged disruptions due to weather conditions depending on the location of operations in which the Group has interests.		The Group has an experienced Board and management team with an awareness and knowledge of these types of risk.   Concessions are evaluated carefully prior to their acquisition for environmental risks and consultants are engaged to advise on specific risks when appropriate.   The Group has an excellent track record on environmental matters.
Political risk	The Group is conducting its exploration activities in Western Australia. The Group may be adversely affected by changes in economic, political, judicial, administrative or other regulatory factors such as taxation in these jurisdictions, where the Group operates and holds its major assets. These changes may affect both the Group's ability to undertake exploration and development activities in respect of future properties in the manner currently contemplated, as well as its ability to continue to explore and develop those properties, in respect of which it has obtained exploration and development rights to date.		The Directors believe the government of Australia supports the development of natural resources by foreign operators.
Payment obligations	Under the mineral property concessions and certain other contractual agreements to which a member of the Group is, or may in the future become, a party, any such company is, or may become, subject to payment and other obligations. If such obligations are not complied with when due, in addition to any other remedies which may be available to other parties, this could result in dilution or forfeiture of interests held by such companies.		The Directors have in place a system of internal controls to ensure any payment obligations are complied with.

 

Principal Risks and Uncertainties (continued)

Key risks	Description of risk	Mitigating factors
Operational risks (continued)
Regulatory approvals	The operations of the Group require approvals, licenses and permits from various regulatory authorities, governmental and otherwise. There can be no guarantee that the Group will be able to obtain or maintain all necessary approvals, licenses and permits that may be required to explore and develop its various projects and/or commence construction or operation of mining facilities that economically justify the cost.		The Group has significant experience in operating in Australia and believes that the Group holds or will obtain all necessary approvals, licenses and permits under applicable laws and regulations in respect of its current projects.
Competition	The Group competes with numerous other companies and individuals in the search for and acquisition of mineral claims, leases and other mineral interests, as well as for the recruitment and retention of qualified employees. There is significant competition for the silver and other precious metals opportunities available and, as a result, the Group may be unable to acquire further mineral concessions on terms it considers acceptable.		The Group and its management team have significant experience in mining operations in Australia. Through its experience and relationships, counterparties may consider the Group to have lower transaction risk than its competitors.
Conflicts of interest	Certain directors and officers of the Group also serve as directors and/or officers of other companies involved in mineral exploration and development and consequently there is the potential for conflicts of interest. The Group expects that any such director or officer shall disclose such interest in accordance with its articles of association or his contractual obligations to the Group and any decision made by any of such directors and officers involving the Group will be made in accordance with their duties and obligations to deal fairly and in good faith with a view to the best interests of the Group and its shareholders.		The Group's Articles of Association have been adopted by shareholders and any conflicts of interest are dealt with in accordance with the rules set out therein.   In the event of a conflict of interests, the conflicted director shall not vote on the relevant matter.
Health and Safety	Alien Metals operates in an environment with work related hazards and risk of injuries and accidents. A comprehensive health and safety programme is the primary means for delivering best practices in health and safety management. This programme is regularly required to be updated to incorporate employee suggestions, lessons learned from past incidents and new guidelines related to new projects with the aim of identifying areas for further improvement of health and safety management. This requires continuous improvement of the health and safety programme. Employee involvement is recognised as fundamental in recognising and reporting unsafe conditions and avoiding events that may result in injuries and accidents.		The Group has established and published robust corporate health, safety, environmental and community relations policies, and at the operations level have put into place clear safe operating procedures covering a variety of the Group's activities. The active participation of all staff in the development, implementation and further development of these procedures is actively encouraged.

 

Internal Controls

The Board recognises the importance of both financial and non-financial controls and has reviewed the Group's control environment and any related shortfalls during the year. Since the Group was established, the Directors are satisfied that, given the current size and activities of the Group, adequate internal controls have been implemented. Whilst they are aware that no system can provide absolute assurance against material misstatement or loss, in light of the current activity and proposed future development of the Group, continuing reviews of internal controls will be undertaken to ensure that they are adequate and effective.

 

Going Concern

These financial statements have been prepared on a going concern basis, as set out in Note 2.4.

 

The Directors have prepared cash flow forecasts for the period ending 30 June 2026, which considers the cost and operational structure of the Group and Parent Company, planned exploration and evaluation expenditure, licence commitments and working capital requirements. These forecasts indicate that the Group and parent Company's cash resources are not sufficient to cover the projected expenditure for the period of 12 months from the date of approval of these financial statements. These forecasts indicate that the Group and Parent Company, to meet their operational objectives, and expected liabilities as they fall due, will be required to raise additional funds within the next 12 months.

 

Whilst the Directors are confident that they will be able to secure the necessary funding, the current conditions do indicate the existence of a material uncertainty that may cast doubt regarding the applicability of the going concern assumption and the auditors have referred to this in their audit report. The Directors are confident in the Company's ability to raise additional funds as required, from existing and/or new investors, within the next 12 months. Thus, they continue to adopt the going concern basis of accounting in preparing these financial statements. The auditors refer to going concern by way of a material uncertainty over the ability of the Company and the Group to fund the forecasted expenditure.

 

Directors' and Officers' Indemnity Insurance

During the financial year, the Company maintained insurance cover for its Directors and Officers under a Directors' and Officers' liability insurance policy. The Company has not provided any qualifying indemnity cover for the Directors.

 

Provision of Information to Auditor

So far as each of the Directors is aware at the time this report is approved:

 

·    there is no relevant audit information of which the Company's auditor is unaware; and

·    the Directors have taken all steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditor is aware of that information.

Auditor

PKF Littlejohn LLP was appointed in the current year and signified its willingness to be reappointed in office as auditor.

 

This report was approved by the Board on 20 June 2025 and signed on its behalf.

 

Guy Robertson

Executive Chairman

 

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The Directors are responsible for preparing the Annual Report and the Financial Statements in accordance with the applicable law and regulations including the AIM Rules for Companies.

 

The Directors are required to prepare Financial Statements for each financial year. The Directors have elected to prepare the Group's Financial Statements in accordance with UK-adopted International Accounting Standards. The Directors must not approve the Financial Statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and of the profit or loss of the Group for that period. In preparing these Financial Statements, the Directors are required to:

 

·    select suitable accounting policies and then apply them consistently;

·    make judgments and accounting estimates that are reasonable and prudent;

·    state whether applicable UK-adopted International Accounting Standards have been followed, subject to any material departures disclosed and explained in the Financial Statements;

·    prepare the Financial Statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group's transactions and disclose with reasonable accuracy at any time the financial position of the Group. They are also responsible for safeguarding the assets of the Group, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Group's website, https://www.alienmetals.uk. The Group is compliant with AIM Rule 26 regarding the Group's website.

 

The Directors confirm that they have complied with the above requirements in preparing these Financial Statements.

CORPORATE GOVERNANCE REPORT

The Board recognises the value and importance of maintaining the highest standards of corporate governance and is committed to the principles and best practice of good corporate governance. In this regard the Directors have elected to comply with the 2018 UK Corporate Governance Code ("the Code") though there are a few provisions which the Group have not complied with due to it not being practical to do so, having regard to the size and stage of development of the Group. The Directors remuneration is disclosed in Note 20. The Code was updated in January 2024 and the 2024 Code will apply to financial years beginning on or after 1 January 2025 and has not been early adopted.

 

Although the Code contains a set of five Principles that emphasise the value of good corporate governance to long term sustainable success and focuses on the application of such Principles, it does not set out a rigid set of rules but instead offers flexibility through the application of Principles and through "comply or explain" Provisions and supporting guidance.

 

The Company is small with a modest resource base. The Company has a clear mandate to optimise the allocation of limited resources to support its development plans. As such, the Company strives to maintain a balance between conservation of limited resources and maintaining robust corporate governance practices. As the Company evolves, the Board is committed to enhancing the Company's corporate governance policies and practices deemed appropriate for the size and maturity of the organisation.

 

During the year the Board consisted of three Directors: an Executive Chairman, and two Non-Executive Directors ("NED"). The Board considers that appropriate oversight of the Group is provided by the currently constituted Board. The sections below set out the way in which the Group applies the Principles.

 

Principle 1: Board Leadership and Company Purpose

Alien Metals' current objective is to develop its current portfolio of exploration projects to enable a return to shareholders that recognises the risk of their investment, and development potential in the communities within which we operate. All the Group's projects are in Australia.

 

At any stage of a projects development the Company will consider a sale or joint venture if in the view of the Board, and shareholders if required, it is in the best interests of shareholders.

 

The Executive Chairman is responsible for overseeing the long-term success and strategic direction of the Company in accordance with the schedule of matters reserved for Board decision and is responsible for monitoring the activities of the executive management.   

 

The Board usually meets a minimum of four times a year and frequently on ad-hoc basis. The Chairman is ultimately responsible for ensuring that each Board decision is taken having sufficient information on and with all due discussion as is relevant to such decision. All Directors attended each meeting held during the year.

 

The Company has effective procedures in place to monitor and deal with conflicts of interest. The Board is aware of the other commitments and interests of its directors and changes to these commitments and interests are reported to, and, where appropriate, agreed with the rest of the Board.

 

The Company has also adopted an Anti-Corruption and Bribery Policy to ensure compliance with the relevant laws governing anti-corruption and anti-bribery as well as a Share Dealing Code for Directors and applicable employees to ensure compliance with AIM Rule 21 and the provisions of the Market Abuse Regulations relating to dealings in the Group's securities.

 

Provision 5 of the Code recommends that the Board appoints a director from the workforce, creates a formal workforce advisory panel or appoints a designated Non-Executive Director to engage with the workforce. However, due to the Group currently having a small number of employees, the Board does not consider this to be appropriate but at such time as the size of the workforce increases, it will review the position and make any such appointments or take other actions it considers appropriate.

 

Principle 2: Division of Responsibilities

The Board, with only three directors, effectively acts as the Audit and Risk Committee (the "ARC") and the Nomination and Remuneration Committee (the "N&R Committee"). These committees have responsibilities set out in respective Terms of Reference which are addressed by the Board.

 

The division of responsibilities between the Chairman and senior management is clearly defined in writing. However, they work closely together to ensure effective decision making and the successful delivery of the Group's strategy.

 

Each Director has a Letter of Appointment or a Services Agreement in place to ensure that they clearly understand the requirements of the role. All Directors are required to allocate sufficient time to the Company to discharge their responsibilities effectively.

Principle 2: Division of Responsibilities (continued)

Provision 11 of the Code requires at least half the Board, excluding the Chairman, to be Non-Executive Directors whom the Board considers to be independent. During the year the Alien Metals Board consisted of two Non-Executive Directors - both are considered to be independent, and an Executive Chairman.

 

On 15 March 2024, Rob Mosig was appointed as a Non-Executive Director, replacing Alwyn Vorster, Guy Robertson reappointed Executive Chairman with Elizabeth Henson assuming the role of Senior Independent Non-Executive Director.

 

Principle 3: Composition, Succession and Evaluation

During the year ended 31 December 2024, the Board comprised of one Executive Chairman and two Non-Executive Directors.

 

The Board and its advisers have significant experience in the mining sector and from that, access to a strong network of individuals working in the sector. The Board currently leads the process for Board appointments and is responsible for review of the Board size, structure and composition (both Executive and Non-Executive) including any potential new applicants to ensure the Board contains the right balance of skills, knowledge and experience to manage and grow the business.

 

The Board does not carry out a formal annual evaluation of its performance, the Chairman and individual Directors, which is contrary to the recommendation of Code Provision 21.

 

However, the Chairman continuously considers the performance of the Board and individual directors and provides feedback when appropriate. Similarly, the Chairman invites feedback in the same manner from the Non-Executive Directors and the Company Secretary.

 

The Board considers the time and cost involved in carrying out a formal process, especially one that is externally facilitated, cannot be justified for the Company at this stage in its development. Nonetheless, the Board acknowledges the merits in carrying out formal Board evaluations and will monitor the continuing suitability of this stance as the Company grows.

 

Principle 4: Audit, Risk and Internal Control

The Board currently carries out the functions of the ARC given that it only has three directors. However, other individuals such as executive management may be invited to attend all or any part of any meeting when deemed appropriate. The Company's external auditors are invited to attend meetings of the Committee.

 

The ARC has responsibility for, among other things, the monitoring of the integrity of the financial statements of the Company and its Group and the involvement of the Group's auditors in that process. It focuses on compliance with accounting policies and ensuring that an effective system of external audit and financial control is maintained, including considering the scope of the annual audit and the extent of the non-audit work undertaken by external auditors and advising on the appointment of external auditors. The ultimate responsibility for reviewing and approving the annual report and accounts and the half-yearly reports remains with the Board. The Audit Committee will meet at least two times a year at the appropriate times in the financial reporting and audit cycle. The committee also reviews the emerging and principal risks of the business. Refer to Principal Risks and Uncertainties on page 7.

 

Independence of the External Auditor

The independence of the auditor is considered by the Audit Committee each year. In assessing the auditor's independence, the Audit Committee considers:

 

·      Ratio of audit fees to non-audit fees

·      Length of tenure

·      Whether there are any known material relationships between the Company, its directors and senior executives, and the audit firm, its partners, and the audit team

·      Application of constructive challenge and professional scepticism

 

Audit and non-audit fees are disclosed in the financial statements.

 

The Audit Committee considers the nature and value (in the context of the audit fee) of any non-audit services on the auditor's independence and is required to give its prior approval of any such non-audit services.

 

Effectiveness of the external audit process

In considering the effectiveness of the external audit process, the Audit Committee consider:

·      Effectiveness of the audit plan, its delivery and execution

·      Knowledge and experience of the audit team

·      Robustness of the audit

 

Principle 4: Audit, Risk and Internal Control (continued)

The Group's external auditor is PKF Littlejohn LLP for the audit of the 31 December 2024 accounts.

 

Having assessed the performance, objectivity and independence of the auditor, the Committee will be recommending the reappointment of PKF Littlejohn LLP as auditor to the Company at the 2025 Annual General Meeting.

 

During the year to 31 December 2024, the Audit Committee considered the following key issues in relation to the Financial Statements:

 

Issue	Action
·      Accounting policies	The Committee reviewed and discussed the significant accounting policies with management and the external auditor and reached the conclusion that each policy was appropriate to the Group.
·      Carrying value of intangibles	The Committee reviewed the impairment assessment report prepared by management and agreed that given the reasonable expectation that the Group will achieve its milestone targets in the near future, that no impairment to the value of the intangibles was required as at 31 December 2024.
·      Going concern review	The Committee considered the ability of the Group to operate as a Going Concern considering cash-flow forecasts for the next 12 months. It was determined by the Committee that the forecasts indicate that the Group and parent Company's cash resources are not sufficient to cover the projected expenditure for the period of 12 months. Notwithstanding, the Directors are confident in the Company's ability to raise additional funds as required, from existing and/or new investors, within the next 12 months. Thus, they continue to adopt the going concern basis of accounting preparing these financial statements. Refer to page 13 and note 2.4 for further information on going concern.
·      Review of audit and non-audit services and fees	The external auditor is not engaged by the Group to carry out any non-audit work in respect of which it might, in the future, be required to express an audit opinion. The Committee reviewed the fees charged for the provision of audit services and determined that they were in line with fees charged to companies of similar size and stage of development. The Committee considered and was satisfied the external auditor's assessment of its own independence.

  

Internal audit function

The Audit Committee considers annually whether there is a need for an internal audit function and makes a recommendation to the Board if a change is considered to be appropriate. The Company's operations are small in scale, the organisational structure is flat, and the cost of an internal audit function is not considered to be justified at present.

 

Principle 5: Remuneration

The N&R Committee is currently comprised of the full Board, given the Company had only three Directors at year end.

 

The N&R Committee recognises that an effective Board comprises a range and balance of skills, experience, knowledge, genders and independence, with individuals that are prepared to challenge each other whilst working as a team, which requires a range of personal attributes, including character, intellect, sound judgement, honesty and courage.

 

In addition, the N&R Committee is responsible for establishing a formal and transparent procedure for developing policy on executive remuneration and to set the remuneration packages of individual Directors. This includes agreeing with the Board the framework for remuneration of executive management of the Company as it is designated to consider. It is furthermore responsible for determining the total individual remuneration packages of each Director including, where appropriate, bonuses, incentive payments and share options.

 

Provision 34 of the Code specifies that the remuneration of Non-Executive Directors should not include share options or other performance-related elements. However, although one Non-Executive Director has been granted options, the Board considers the quantum of options granted is such that it does not impair or compromise their impartiality or objectivity in decision making. The independence of Non-Executive Directors is reviewed and will continue to be reviewed by the Board on a regular basis.   

 

The scale and structure of the remuneration and compensation packages for the Directors is set taking into account time commitment, comparatives, and risks and responsibilities, to ensure that the amount of compensation adequately reflects the individual's previous performance, achievements, experience, responsibilities and the risks of the office or position held, and in the context of the Company's risk profile, to ensure they do not encourage excessive risk taking.

Principle 5: Remuneration (continued)

Remuneration Policy

The Company's remuneration policy is intended to support the Company's long-term strategy and sustainable success in a manner consistent with the Company's purpose and values, attracting and retaining the highest quality of directors and senior executives. The pay policy aligns with Provision 40 of the code and is as follows:

 

·      remuneration of Directors is disclosed in annual accounts for clarity and to ensure transparency.

·      remuneration structures are limited to salaries and options to avoid complexity and are clearly communicated by the Board to ensure predictability.

·      align the interests of the Board and senior executives with shareholders'.

·      align the interests of the workforce (including the Board and senior executives) with the Company's purpose and values.

·      avoid incentivising excessive risk taking by the Board and senior executives.

·      be proportionate to the contribution of the individuals concerned, and;

·      be sensitive to pay and employment conditions elsewhere in the group.

 

The remuneration policy does not require post-employment shareholding requirements. Share options ordinarily lapse upon the resignation of the option holder, unless the Board determines otherwise.

 

The scale and structure of the remuneration and compensation packages of Directors is set taking into account time commitment, comparatives, risks and responsibilities, to ensure that the amount of compensation adequately reflects the individual's previous performance, achievements, experience, responsibilities and risks of the office or position held, and in the context of the Company's risk profile, to ensure they do not encourage excessive risk taking on the part of the recipient of such compensation.

 

As the Company is at an early stage of development, the use of traditional performance standards, such as corporate profitability, is not considered by the N&R Committee to be appropriate in the evaluation of corporate or directors' performance. Discretionary bonuses may be paid to aid staff retention and reward performance.

 

The Board considers that the remuneration policy has operated as intended in terms of company performance and quantum.

 

The Company provides executive directors with base salaries which represent their minimum compensation for services rendered during the financial year. The base salaries of Directors and senior executives depend on the scope of their experience, responsibilities, and performance. A description of the material terms of each director's contract is provided under "Terms of Directors' Employment, Termination and Change of Control Benefits" below.

 

The N&R Committee has considered the risk implications of the Company's compensation policies and practices and has concluded that there is no appreciable risk associated with such policies and practices since such policies and practices do not have the potential of encouraging an executive officer or other applicable individual to take on any undue risk or to otherwise expose the Company to inappropriate or excessive risks. Furthermore, although the Company does not have in place any specific prohibitions preventing executives from purchasing financial instruments, including prepaid variable forward contracts, equity swaps, collars, or units of exchange funds that are designed to hedge or offset a decrease in market value of options or other equity securities of the Company granted in compensation or held directly or indirectly, by the director, the Company is unaware of the purchase of any such financial instruments by any director.

 

The Chair welcomes major shareholders to discuss the Company's strategy and governance, including, on the appointment of key Board appointments. The Chair reports to the Board as a whole, on the views of major shareholders.

 

The Company does not anticipate making any significant changes to its compensation policies and practices during 2025.

 

Culture and employees

At the Company's present stage of development, it has two employees, excluding directors, so its culture exists principally in the Boardroom and amongst any contractors. It is considered that the Board is well positioned to ensure that policy, practices and behaviour throughout the business is aligned with the Company's purpose, values and strategy. If the Board has any concerns, it will require management to take remedial action.

 

The Board recognises the importance of the remuneration structure supporting its strategy and reinforcing the culture of the organisation.

 

Board assessments

The Chair continuously considers the performance of the Board, its committees and of individual directors, and provides feedback when appropriate. Similarly, the Chair invites feedback in the same manner from the Non-Executive Directors and the Company Secretary. The N&R Committee considers the time and cost involved in carrying out a formal process, especially one that is externally facilitated, cannot be justified for the Company at this stage in its development.

 

The N&R Committee acknowledges the merits in carrying out formal Board evaluations and will monitor the continuing suitability of this stance as the Company grows.

 

Relations with stakeholders

The Company is committed to a continuous dialogue with shareholders as it believes that this is essential to ensure a greater understanding of and confidence amongst its shareholders in the medium and longer-term strategy of the Group and in the Board's ability to oversee its implementation. It is the responsibility of the Board as a whole, to ensure that a satisfactory dialogue takes place.

 

Whilst the Company is a BVI registered company, the UK Corporate Governance code references Section 172 of the Companies Act 2006 which requires Directors to take into consideration the interests of stakeholders in their decision making. The Board is committed to understanding and engaging with all key stakeholder groups of the Company to maximise value and promote long-term Company success in line with our strategic objectives. The Board recognises how the Company's activities and decisions will impact employees, those with which it has a business relationship, the community and environment and its reputation for high standards of business conduct. In weighing all the relevant factors, the Board, acting in good faith and fairly between members, makes decisions and takes actions that it considers will best lead to the long-term success of the Company.

 

During the year, the Board assessed its current activities between the Board and its stakeholders, which demonstrated that the Board actively engages with its stakeholders and takes their various objectives into consideration when making decisions. Specifically, actions the Board has taken to engage with its stakeholders in 2024 include:

 

•           Attended the 2024 AGM and answered questions raised by shareholders;

•           Made presentations at conferences and published recordings and slide decks on the Company's exploration activities;

•           Evaluated the relationships with the Company's various collaborators through management and identified ways to strengthen relationships and arrangements with key collaborations; and

•           Monitored company culture and engaged with employees on efforts to continuously improve company culture and morale.

 

The Board believes that appropriate steps and considerations have been taken during the year so that each Director understands the various key stakeholders of the Company. The Board recognises its responsibility to consider all such stakeholder needs and concerns as part of its discussions, decision-making, and in the course of taking actions, and will continue to make stakeholder engagement a top priority in the coming years.

 

The Chairman and other Directors, as appropriate, make themselves available for contact with major shareholders and other stakeholders to understand their issues and concerns.

 

The Company plans to use the AGM as an opportunity to communicate with its shareholders. To ensure compliance with the Governance Code, the Board proposes separate resolutions for each issue, and proxy forms allow shareholders who are unable to attend the AGM to vote for or against or to withhold their vote on each resolution. The results of all proxy voting will be published on the Group's website after the AGM. Shareholders who attend the AGM will have the opportunity to ask questions.

 

The Group's website is the primary source of information on the Group. The website includes an overview of the activities of the Group and all recent Group announcements.

 

Going Concern

The Directors have reviewed cash flow forecasts for the period ending 30 June 2026 which indicate that the Group and parent Company's cash resources are not sufficient to cover the projected expenditure for the period of 12 months from the date of approval of these financial statements. The Directors are confident in the Company's ability to raise additional funds as required, from existing and/or new investors, within the next 12 months. Thus, they continue to adopt the going concern basis of accounting preparing these financial statements

 

Provisions not applied

The Company is small with a modest resource base. The Company has a clear mandate to optimise the allocation of limited resources to support its development plans. To ensure the appropriate corporate governance is applied to the size and maturity of the Company, there are certain provisions the group specifically does not comply with, given the size of the Group, as noted below:

 

Employee Engagement

Due to the Company only having a small number of employees, the Board has not appointed a director from the workforce, created a formal workforce advisory panel or designated a Non-Executive Director to engage with the workforce. This is contrary to Code Provision 5 and is explained in the section headed "Culture and employees". When the size of the workforce increases, the Board will review the position and make any such appointments or take other actions it considers appropriate.

 

Provisions not applied (continued)

Open advertising

The Board does not always use open advertising and/or an external search consultancy for the appointment of the Chair and Non-Executive Directors. This is Contrary to Code Provision 20. Given the size of the Company and skills required by the Board it is not always possible to run an open advertising process.

 

Annual evaluation of the performance of the Board

The Board does not carry out a formal annual evaluation of its performance, its committees, the Chair and individual directors. This is contrary to Code Provision 21 and is explained in the section headed "Board assessments".

 

Board Committees

Currently, the Company has insufficient independent Non-Executive Directors to enable it to meet the criteria for the composition of its committees, contrary to Code Provision 24 and Code Provision 32. The Nomination and Remuneration Committee, in conjunction with the Board, regularly reviews the composition of the Board and its committees and will look to appoint new independent Non-Executive Directors in due course.

 

Performance related pay

Non-Executive Directors participate in the Company's share option plan. This is contrary to Code Provision 34. The Company's Non-Executive Directors participate in the Company's discretionary share option plan (the "Unapproved Plan") because the Board considers that the holding of options helps align the interests of the Non-Executive Directors with shareholders by incentivising their decision making with a view to providing growth in the Company's share price. The Company's long-term success will be dependent upon raising additional finance in future; aligning the interests of all directors and senior executives with shareholders incentivises all concerned to achieve the best possible price for such placings and to minimise undue dilution of interests.

 

Viability statement

In accordance with the UK Corporate Governance Code published in July 2018, the Directors have assessed the prospects of the Group and concluded that it is appropriate to adopt the going concern basis of accounting based on the amount of cash on hand at the end of the year and alternative funding options available at the time of publication of this report. The assessment of going concern is disclosed in Note 2.4.

 

The Board's assessment of the Group's current position and principal risks are disclosed in the Directors' Report on page 7.

 

The Directors consider that the Annual Report and the Financial Statements, taken as a whole, are fair, balanced, and understandable and provide the information necessary for the shareholders to assess the Company's position and performance, business model and strategy. Refer to the Statement of Directors Responsibilities on page 14.

  

Elizabeth Henson

Senior Independent Non-Executive Director

13 June 2025

INDEPENDENT AUDITOR'S REPORT

Opinion

We have audited the financial statements of Alien Metals Limited (the 'Group') for the year ended 31 December 2024 which comprise Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Consolidated Statement of Changes in Equity, the Consolidated Cash Flow Statement and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK-adopted international accounting standards.

In our opinion, the financial statements:

·      give a true and fair view of the state of the Group's affairs as at 31 December 2024 and of its loss for the year then ended; and

·      have been properly prepared in accordance with UK-adopted international accounting standards.

 

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material uncertainty related to going concern

We draw attention to note 2.4 in the financial statements, which indicates that the Group holds a cash and cash equivalents balance of $224,000 as at 31 December 2024 and that the Group will be required to raise further finance, equity and/or debt, in order to fund its forecasted expenditure over the next twelve months. As stated in note 2.4, these events or conditions, along with the other matters as set forth in note 2.4, indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

 

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the directors' assessment of the Group's ability to continue to adopt the going concern basis of accounting included:

 

o  reviewing and challenging cashflow forecasts prepared by management covering the 12 months from the approval of these financial statements and the related key assumptions

o  confirming the mathematical accuracy cashflow forecasts

o  ascertaining the Group's current financial position and cash reserves

o  discussing the Group's strategies regarding future fund raises

o  reviewing post year end arrangements entered into by the Group

 

In relation to the Group's reporting on how it has applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to:

 

·      the directors' statement in the financial statements about whether the directors considered it appropriate to adopt the going concern basis of accounting; and

·      the directors' identification in the financial statements of the material uncertainty related to the entity's ability to continue as a going concern over a period of at least twelve months from the date of approval of the financial statements

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

 

Our application of materiality

Materiality for the consolidated financial statements was set at $343,000 (2023: $360,000) based upon 2% of gross assets (2023: 2%). Gross assets include exploration and evaluation assets which make up most of the financial statement balances and the going concern of the group is dependent on its ability to fund operations going forward including the valuation of its assets which represent the underlying value of the Group.

Performance materiality and the triviality threshold for the financial statements was set at $240,000 and $17,000 respectively (2023: $252,000 and $18,000). In determining performance materiality, we considered management's attitude to correcting misstatements identified, our cumulative knowledge of the exploration industry and its specific trends, the consistency in the level of judgement required in key accounting estimates and the stability in key management personnel.

 

For each component in the scope of our Group audit, we allocated a materiality that is less than our overall Group materiality. The range of performance materiality allocated across components was between $168,000 and $144,000 (2023: $228,000 and $117,000). We also agreed to report to the Board of Directors any other differences below the threshold for triviality that we believed warranted reporting on qualitative grounds. The amount was determined based upon where the areas of significant risk arose.

 

Our approach to the audit

In designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. In particular we looked at areas involving significant accounting estimates and judgements by the directors and considered future events that are inherently uncertain, such as the carrying value of exploration and evaluation assets and the fair value assigned to share warrants and share options issued in the year. We also addressed the risk of management override of internal controls, including among other matters consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud.

A full scope audit was performed on the complete financial information of four of the components of the Group and a limited scope review was performed on the remaining three as they were assessed as insignificant.

Of the seven reporting components of the Group, one is located in the British Virgin Islands, two are located in the United Kingdom and four are located in Australia. PKF Littlejohn LLP audited the parent company, situated in the British Virgin Islands, and all other reporting components. The Engagement Partner conducted audit work in the United Kingdom but interacted regularly with the management team in the Australia during all stages of the audit and was responsible for the scope and direction of the audit process. This, in conjunction with additional procedures performed, gave us appropriate evidence for our opinion on the Group financial statements.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.  In addition to the matter described in the Material uncertainty related to going concern section we have determined the matters described below to be the key audit matters to be communicated in our report.

Key Audit Matter	How our scope addressed this matter
Carrying value of intangible assets (Note 8)
The carrying value of intangible assets related to exploration and evaluation assets amounted to $16,435,000 (2023: 16,593,000) as at 31 December 2024 and as such, is material. The value of these assets, including the value of the assets under construction used for exploration and evaluation projects, is dependent on the successful development of its iron ore resources in Western Australia. Management is required to assess by reference to IFRS 6 Exploration and Evaluation Assets, whether there are potential indicators of impairment of the Group's exploration and evaluation assets at each reporting date and, if potential indicators of impairment are identified.   Management is required to perform a full assessment of the recoverable value of the exploration and evaluation assets in accordance with IAS 36 Impairment of Assets. Given the inherent judgement involved in the assessment of whether there are indications of impairment, as required by IFRS 6, there is a risk the carrying amount of exploration and evaluation assets are overstated and should be impaired.	Our work in this area included but was not limited to: ·      Substantive testing on additions capitalised to intangible assets and assets under construction during the year to assess whether they are: o  Appropriately capitalised in accordance with IFRS 6 (Exploration for and Evaluation of Mineral Resources) including ensuring the appropriate treatment of costs under the earn-in agreement with West Coast Silver Limited ; and o  Allocated to a valid legal right to explore which is owned by the Group.   ·      Obtaining, reviewing and critically assessing management's impairment assessment and obtaining supporting evidence for management's key inputs and judgements therein; ·      Assessing whether impairment indicators exist in line with IFRS 6, including considering factors such as the licence status and its expiry date. ·      Reviewing the licences terms to ensure that any minimum expenditure terms enclosed have been adequately met or are expected to be met over the licence period. ·      Discussing with management their plans regarding future exploration on the licence areas; and ·      Assessing the appropriateness of the accounting policies and disclosures included in the financial statements in accordance with IFRS 6. We note that the recoverability of the carrying value of exploration and evaluation assets is dependent upon the Group successfully securing additional funding or obtaining the financial support of a joint venture partner or similar.

 

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the Group financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Corporate governance statement

We have reviewed the directors' statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the company's compliance with the provisions of the UK Corporate Governance Code specified for our review.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit:

·      Directors' statement with regards the appropriateness of adopting the going concern basis of accounting and any material uncertainties identified set out on page 19 and 20;

·      Directors' explanation as to their assessment of the Group's prospects, the period this assessment covers and why the period is appropriate set out on page 19 and 20;

·      Directors' statement on whether they have a reasonable expectation that the Group will be able to continue in operation and meets its liabilities set out on page 19 and 20;

·      Directors' statement that they consider the annual report and the financial statements, taken as a whole, to be fair, balanced and understandable set out on page 20;

·      Board's confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 16;

·      The section of the annual report that describes the review of effectiveness of risk management and internal control systems set out on page 16; and

·      The section describing the work of the audit committee set out on page 16.

Responsibilities of directors

As explained more fully in the statement of directors' responsibilities, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

 

·      We obtained an understanding of the Group and the exploration sector to identify laws and regulations that could reasonably be expected to have a direct effect on the financial statements. We obtained our understanding in this regard through discussions with management and independent research.

·      We determined the principal laws and regulations relevant to the Group in this regard to be those arising from the British Virgin Islands ("BVI") Business Companies Act, AIM Rules, local tax legislation and local environmental, employment and health and safety laws.

·      We designed our audit procedures to ensure the audit team considered whether there were any indications of non-compliance by the Group with those laws and regulations. These procedures included, but were not limited to:

o  Discussions with management regarding compliance with laws and regulations by the Group;

o  Reviewing of board meeting minutes; and

o  Reviewing of regulatory news announcements.

·      We also identified the risks of material misstatement of the financial statements due to fraud. We considered, in addition to the non-rebuttable presumption of a risk of fraud arising from management override of controls, that there was potential for management bias in relation to the carrying value of intangible assets. We addressed these risks by challenging the assumptions and judgements made by management when auditing these significant accounting estimates (see the Key Audit Matters section of our report).

·      As in all of our audits, we addressed the risk of fraud arising from management override of controls by performing audit procedures which included, but were not limited to: the testing of journals; reviewing accounting estimates for evidence of bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's members, as a body, in accordance with our engagement letter dated 25 April 2025. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone, other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

 

Alistair Roberts (Engagement Partner)                                                                                                            

15 Westferry Circus

For and on behalf of PKF Littlejohn LLP                                                                                                                     

Canary Wharf

Registered Auditor                                                                                                                                        

London E14 4HD

 

23 June 2025

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 December 2024

		Group
Continuing Operations	Note	2024 $'000	2023 $'000
Administration expenses	6	(1,420)	(2,712)
Other losses	6	(77)	(1,153)
Other gains		-	178
Operating loss		(1,497)	(3,687)
Finance costs	18	(64)	(42)
Finance income	18	5	8
Loss for the year before taxation		(1,556)	(3,721)
Income tax	7	-	-
Loss for the year		(1,556)	(3,721)
Loss attributable to:
-       owners of the Parent		(1,556)	(3,721)
		(1,556)	(3,721)
Other Comprehensive Income:
Items that may be subsequently reclassified to profit or loss
Exchange differences recognised directly in equity		(1,404)	(415)
Total Comprehensive Income		(2,960)	(4,136)
Attributable to:
-   owners of the Parent		(2,960)	(4,136)
Total Comprehensive Income		(2,960)	(4,136)
-       Total comprehensive income attributable to continuing operations
Total comprehensive loss for the year attributable to equity shareholders of the parent		(2,960)	(4,136)
Earnings/(loss) per share (cents) from continuing operations attributable to owners of the Parent - Basic & Diluted	21	(0.0225)	(0.065)

 

The Notes on pages 30 to 49 form part of these Financial Statements.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As of 31 December 2024

		Group
	Note	2024 $'000	2023 $'000
Non-current Assets
Intangible assets	8	16,435	16,593
Assets under construction	9	361	455
Plant and equipment		-	10
Right of use asset	10	-	24
Total non-current assets		16,796	17,082
Current Assets
Trade and other receivables	11	171	261
Cash and cash equivalents	12	224	676
Total current Assets		395	937
Total assets		17,191	18,019
Non-current liabilities
Contract liabilities		13	-
Total non-current liabilities		13	-
Current liabilities
Trade and other payables	13	755	726
Lease liability	10	-	26
Convertible note	14	708	571
Total current liabilities		1,463	1,323
Total liabilities		1,476	1,323
Net assets		15,715	16,696
Equity attributable to owners of the Parent
Share capital	15	83,848	82,097
Warrant reserve	16	458	834
Options reserve	16	730	854
Share-based payments reserve	16	20	-
Foreign exchange translation reserve	16	(1,125)	279
Accumulated losses		(68,216)	(67,368)
Total Equity		15,715	16,696

 

The Financial Statements were approved and authorised for issue by the Board of Directors on 13 June 2025 and were signed on its behalf by:

Guy Robertson

Executive Chairman

 

The Notes on pages 30 to 49 form part of these Financial Statements.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2024