Source - LSE Regulatory
RNS Number : 8981N
Landore Resources Limited
27 September 2023
 

LANDORE RESOURCES LIMITED

(AIM Ticker: LND.L)

 

INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2023

 

London, United Kingdom - 28 September 2023 - Landore Resources Limited (AIM: LND) ("Landore Resources" or the "Company") is pleased to announce its unaudited interim results for the six months ended 30 June 2023.

 

The Company notes that the interim results also include results for the three month period ended 30 June 2023, and associated comparatives, in order to facilitate the Company's planned forthcoming dual listing on the TSX Venture Exchange ("TSX-V").

 

Full copies of the Company's unaudited interim results for the three and six months ended 30 June 2023 (the "Interim Results"), together with the separate accompanying Management's Discussion and Analysis ("MD&A"), will shortly be made available to download on the Company's website at: www.landore.com.

 

 

For further information, please contact:

Landore Resources Limited

 

 

Claude Lemasson, Chief Executive Officer

Tel: +1-807-623-3770

Glenn Featherby, Finance Director

 

Strand Hanson Limited (Nominated Adviser and Joint Broker)


James Dance/Matthew Chandler/Robert Collins                       

     Tel: 020 74093494

 

Novum Securities Limited (Joint Broker)


Jon Belliss/Colin Rowbury

     Tel: 020 73999402

 

 

 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended by virtue of the Market Abuse (Amendment) (EU Exit) Regulations 2019.

 

 

Key Extracts from the Interim Results and MD&A are set out below:

 

General

 

The following MD&A of Landore Resources Limited (the "Company", the "Group" or "Landore") should be read in conjunction with the unaudited condensed interim consolidated financial statements for the three and six months ended 30 June, 2023 with comparatives for the three and six month periods ended 30 June, 2022 and the notes thereto. The Company's unaudited condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"). Unless otherwise stated, all amounts discussed herein are denominated in British Pounds.

 

Overview

 

The Company is quoted on AIM with the trading symbol LND.L. The Company is based in Guernsey in the Channel Islands and its 100 per cent. owned operating subsidiary, Landore Resources Canada Inc. ("Landore Canada"), is engaged in the exploration and development of a portfolio of precious and base metal properties in North America.

 

Financial Results:

 

The financial results for the six months to 30 June 2023 show a loss before income tax of £822,251 (30 June 2022: £794,385), and for the three months ended 30 June 2023 a loss of £771,560 (30 June 2022: £308,022). Exploration costs for the six months ended 30 June 2023 were £242,502 (30 June 2022: £398,341), and for the three months ended 30 June 2023 £142,752 (30 June 2022 £248,834).

 

The Company's cash and cash equivalents balance was £397,109 at 30 June, 2023 compared to £1,235,528 at 31 December, 2022.

 

Operations Report

 

The Junior Lake Property:

 

The Junior Lake property, 100 per cent. owned by Landore Canada, is located in the province of Ontario, Canada, approximately 235 kilometres north-northeast of Thunder Bay and is host to the BAM Gold Deposit, the B4-7 Nickel-Copper-Cobalt-PGEs deposit and the adjacent Alpha PGEs zone. Junior Lake also contains the VW Nickel deposit and numerous other highly prospective mineral occurrences including lithium.

 

BAM Gold Deposit:

 

Works to-date have brought the BAM Gold Project's In-Situ NI 43-101 compliant resource to 49,231,000 tonnes (t) at 1.0 grams/tonne (g/t) for 1,496,000 ounces of gold (oz Au) including 30,965,000t at 1.0g/t for 1,029,000 ounces gold in the Indicated Category (February 2022 mineral resource estimate, at a 0.3g/t cut-off).

 

On 9 May 2022, Landore announced a positive preliminary economic assessment ("PEA") which indicated that under certain conditions the BAM Gold Project generates pre-tax and post-tax NPVs of, respectively, US$333.6M and US$231.2M and pre-tax and post-tax real IRRs of 87.4% and 66.7%. The BAM Gold Project has an after-tax simple pay back of 1.25 years from the start of production or 2.25 years from the start of the project.

 

Landore Canada's focus for the remainder of 2023 and going forward is on advancing its highly prospective BAM Gold Project, targeting a two-million-ounce resource together with completing a Pre-Feasibility Study, concentrating on:

 

•       The underground potential at BAM as identified by CUBE in its May 2022 resource upgrade and presentation.

•       Advancing the existing Inferred resource into an Indicated Resource together with infilling the exploration targets to the immediate east and west of the current resource.

•       Commencing a pre-feasibility study to advance the BAM Gold Project towards production.

 

Gold-Strategic Metals Exploration:

 

Exploration drilling in 2022 over a distance of 8 kilometres westwards along strike from the BAM Gold and B4-7 Nickel- Copper-Cobalt-PGEs Deposits successfully intersected gold and strategic metals mineralisation in all areas including the highly prospective Felix-Grassy Pond Prospects located from 1100W to 5000W. Drilling also infilled and extended the Carrot Top zone located 7 to 8 kilometres west of the BAM Gold Deposit to allow modelling for resource purposes.

 

During 2022 a soil-till sampling programme was completed in the Felix Lake, Lamaune Gold and Carrot Top Ni-Cu-Co- PGEs prospect areas to build on Landore Canada's extensive dataset of soil sampling results along the Junior Lake shear zone. Soil sampling covering 16 kilometres from the Placer Dome Gold prospect in the west, to east of the BAM Gold Deposit successfully confirmed the presence of highly anomalous gold occurrences and trends on the Felix prospect and south of Felix westwards into the Lamaune Gold area, identifying direct drill targets.

 

Preparatory work is currently underway to follow up on the promising drill and soil results with the aim of expanding the BAM Gold Deposit to the west and east, as well as further delineating strategic metals trends.

 

The continued rapid growth of the BAM Gold Deposit together with the possible future development of the other known gold prospects along this highly prospective 31 kilometre long Archean greenstone belt bodes well for the future of the Junior Lake Property potentially hosting a multi-million ounce gold deposit.

 

Junior Lake Lithium Prospects:

 

On 6 March 2023, Landore announced that it had entered into an option agreement with Green Technology Metals Limited ("GT1") which provides GT1 with the right to purchase an 80 per cent. interest (the "Option") in certain tenements which contain Lithium prospects in return for staged payments over three years to Landore Canada totalling C$2,500,000 in cash and an additional C$1,500,000 either in cash or by issuing Landore Canada with new common shares in GT1 (the "Lithium Claim Blocks").

 

The Lithium Claim Blocks, located in the northern part of the Junior Lake Property, consist of 10,856 hectares and host a number of lithium-bearing pegmatites, with three drill-ready prospects identified from previous exploration activity, the historical Despard Lithium deposit, the Swole Lake spodumene-bearing pegmatite and Tape Lake pegmatites, both discovered by Landore Canada. As an exploration asset, the Lithium Claim Blocks currently generate no revenues or profits and as at 31 December 2022 and 30 June 2023, for accounting purposes, had a book value of nil.

 

The consideration received by the Company pursuant to the Option agreement will be applied towards the Group's working capital requirements, specifically the advancement of the BAM Gold Project to the Pre-Feasibility Stage.

 

COVID-19:

 

The spread of a novel strain of coronavirus ("COVID-19") and measures taken to contain the spread of the virus caused significant disruption to Landore Canada's exploration activities during the first half of 2020. By mid-2020 the Company resumed Canadian operations, and since then has successfully operated in accordance with Canadian Government's COVID-19 guidelines.

 

Social and environmental responsibilities:

 

The Group believes that a successful project is best achieved through maintaining close working relationships with First Nations and other local communities. This social ideology is at the forefront of the Group's exploration initiatives and the Company seeks to establish and maintain co-operative relationships with First Nations communities, hiring local personnel and using local contractors and suppliers where possible. Careful attention is given to ensure that all exploration activity is performed in an environmentally responsible manner and abides by all relevant mining and environmental acts. Landore Canada takes a conscientious role towards its operations and is aware of its social responsibilities and its environmental duties.

 

28 September 2023

 

Unaudited Condensed Interim Consolidated Statement of Comprehensive Income

For the three and six months ended 30 June 2023


 

Three months ended 30 June

 

Six months ended 30 June


 

2023

2022

2023

2022


Notes

£

£

£

£

Exploration costs

6

(142,752)

(248,834)

(242,502)

(398,341)

Administrative expenses


(527,331)

(499,277)

(964,773)

(818,316)

Operating loss


  (670,083)

(748,111)

(1,207,275)

 (1,216,657)

Other income

19

 

-

467,715

451,988

 448,779

Loss on disposal of non-current investments


(54,225)

-

(54,887)

-

Loss on non-current investments measured at fair value

9

(47,252)

(27,626)

(12,077)

(26,507)

Loss before income tax


(771,560)

(308,022)

(822,251)

(794,385)

Income tax

5

-

-

-

-

Loss for the period


(771,560)

(308,022)

(822,251)

(794,385)

Other comprehensive income

Items that will subsequently be reclassified to profit or loss:


 


 


Exchange differences on translating foreign operations


10,620

26,500

(24,678)

58,021

Other comprehensive income/(loss) for the period net of tax


10,620

 

26,500

 

(24,678)

58,021

Total comprehensive loss for period


(760,940)

(281,522)

(846,929)

(736,364)

Loss attributable to:


 


 


Equity holders of the Company


(771,644) 

(308,163)

(822,610)

(794,153)

Non-controlling interests


84  

141

359

           (232)

Total comprehensive loss attributable to:


 


 


Equity holders of the Company


(761,024)

(281,663)

(847,288)

(736,132)

Non-controlling interests


84

141

359

 (232)

Loss per share for losses attributable to the equity holders


 


 


of the Company during the period


 


 


- Basic and diluted (£)

7

(0.007)

(0.003)

(0.008)

(0.007)

 

The above Unaudited Condensed Interim Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

 

Unaudited Condensed Interim Consolidated Statement of Financial Position

As at 30 June 2023


 

As at
30 June

As at
31 December


 

2023

2022


Notes

£

£

Assets


 


Non-current assets


 


Property, plant and equipment

8

 

59,870  

68,432

Investments

9

 

87,970  

169,682



147,840

238,114

Current assets


 


Trade and other receivables

10

 

68,331  

110,890

Cash and cash equivalents


397,109  

1,235,528



465,440  

1,346,418

Total assets


613,280

1,584,532

Equity


 


Capital and reserves attributable to the Company's


 


equity holders


 


Share capital - nil par value

12

 

51,926,526

51,926,526

Share-based payment reserve

13

 

570,500

584,266

Accumulated deficit


(51,948,655)

(51,139,811)

Translation reserve


(325,711)

(301,033)

Total equity shareholders' funds


222,660

1,069,948

 


 


Non-controlling interests


(5,339)

(5,698)

 


 


Total equity


217,321

1,064,250

 

Liabilities


 


Current liabilities


 


Trade and other payables

11

395,959

520,282



395,959  

520,282

Total liabilities


395,959  

520,282

Total equity and liabilities


613,280

1,584,532

The above Unaudited Condensed Interim Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

 

Unaudited Condensed Interim Consolidated Statement of Changes in Equity

For the six months ended 30 June 2023

 

 

 

 

Equity shareholders' funds

 

 

 

Share capital

Share-based

Accumulated

Translation

 

Non-controlling

 

 

nil par value

payment

deficit

reserve

interest

Total

 

£

£

£

£

£

£

Balance as at 1 January 2022

50,179,599

979,409

(49,692,080)

(322,611)

(4,901)

1,139,416

Issue of ordinary share capital - nil par value (note 12)

 

 

909,605

-

-

-

 

 

-

 

 

909,605

 

Warrants exercised

-

(12,529)

12,529

-

 

-

 

-

Total transactions with owners

 

909,605

 

(12,529)

12,529

 

-

 

-

 

909,605

Loss for the period

-

-

(794,153)

-

(232)

(794,385)

Exchange difference from translating foreign operations

 

-

-

-

58,021

-

58,021

Total comprehensive loss for the period

-

 

-

 

(794,153)

 

58,021

 

(232)

 

(736,364)

 

Balance as at 30 June 2022

 

51,089,204

 

966,880

 

(50,473,704)

 

(264,590)

 

(5,133)

 

1,312,657

Balance as at 1 July 2022

51,089,204

966,880

(50,473,704)

(264,590)

(5,133)

1,312,657

Issue of options (note 13)

-

16,914

-

-

-

16,914

Issue of ordinary share capital - nil par value (note 12)

837,322

-

-

-

-

837,322

Options exercised

-

(16,727)

16,727

-

-

-

Options lapsed

-

(339,382)

339,382

-

-

-

Warrants exercised

-

(8,134)

8,134

-

-

-

Warrants Lapsed

-

(35,285)

35,285

-

-

-

Total transactions with owners

 

837,322

(382,614)

399,528

 

-

 

-

 

854,236

Loss for the year

-

-

(1,065,635)

-

(565)

(1,066,200)

Exchange difference from translating

foreign operations

 

-

-

-

(36,443)

-

 

 

(36,443)

 

Total comprehensive loss for the period

-

 

 

-

 

 

(1,065,635)

 

 

(36,443)

 

 

(565)

 

 

(1,102,643)

Balance as at 31 December 2022

51,926,526

 

584,266

 

(51,139,811)

 

(301,033)

 

(5,698)

 

1,064,250

 

 

Balance as at 1 January 2023

51,926,526

 

584,266

 

(51,139,811)

 

(301,033)

 

(5,698)

 

1,064,250

Warrants lapsed

-

(13,766)

13,766

-

-

-

Total transactions with owners

-

(13,766)

13,766

-

-

 

-

Loss for the period

-

-

(822,610)

-

359

(822,251)

Exchange difference from translating

foreign operations

-

-

-

 

 

(24,678)

-

(24,678)

Total comprehensive loss for the period

-

-

(822,610)

(24,678)

359

 

(846,929)

Balance as at 30 June 2023

51,926,526

570,500

(51,948,655)

(325,711)

(5,339)

217,321

 

The above Unaudited Condensed Interim Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

 

Unaudited Condensed Interim Consolidated Statement of Cash Flows

For the six months ended 30 June 2023

 

 

6 months ended 30 June

 

 

2023

2022

 

Notes

£

£

Cash flows from operating activities


 


Loss for the period


(822,251)

(794,385)

Loss on disposal of non-current asset investments


54,887

-

Depreciation of tangible fixed assets

8

6,728

8,371

Foreign exchange loss on non-cash items


856

(25,466)

Non-cash option income


-

(299,186)

Decrease/(increase) in trade and other receivables


40,662

(8,406)

(Decrease)/increase in trade and other payables


(116,611)

17,255

Fair value loss on financial assets

9

12,077

26,507

Net cash used in operating activities


(823,652)

(1,075,310)

Cash flows from investing activities

 

Proceeds from disposal of non-current asset investments


10,896

-

Net cash used in investing activities


10,896

-

Cash flows from financing activities


 


Proceeds from issue of ordinary shares


-

909,605

Net cash generated by financing activities


-

909,605

Net (decrease)/increase in cash and cash equivalents


(812,756)

(165,705)

Cash and cash equivalents at the beginning of the period


1,235,528

875,658

Exchange (loss)/gain on cash and cash equivalents


(25,663)

30,452

Cash and cash equivalents at the end of the period


397,109  

740,405

 

The above Unaudited Condensed Interim Consolidated Statement of Cash Flow should be read in conjunction with the accompanying notes.

 

Notes to the Unaudited Condensed Interim Consolidated Financial Statements

1.          General information

The Company was registered in Guernsey, Channel Islands on 16 February 2005 with registered number 42821 under the Companies (Guernsey) Law, 2008. The Company is quoted on the AIM with the trading symbol LND.L. The principal activity, mainly in Canada, is mineral exploration including the identification, acquisition and development of technically and economically sound mineral projects either alone or with joint venture partners.

2.          Basis of accounting and accounting policies

The unaudited condensed interim consolidated financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting ("IAS 34") and do not include all of the information required in annual financial statements. These unaudited condensed interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended 31 December 2022.

The condensed interim consolidated interim financial statements have not been audited and have been prepared on the historical cost basis. The principal accounting policies adopted are consistent with those adopted in the audited annual consolidated financial statements for the year ended 31 December 2022.

The unaudited condensed interim consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries and collectively the "Group") made up to 30 June 2023.

Changes in accounting policies

New and revised standards that are effective for annual periods beginning on or after 1 January 2023 have been adopted in these unaudited condensed interim consolidated financial statements.

During the financial period, the Group has adopted the following new IFRSs (including amendments thereto), which became effective for the first time:

 

Standard

Effective date, annual period beginning on or after

IFRS 17 - Insurance Contracts

1 January 2023

Amendments to IFRS 17 - Insurance Contracts

and Extension of the Temporary Exemption from Applying IFRS 9

(Amendments to IFRS 4 Insurance Contracts)

1 January 2023

Disclosure of Accounting Policies (Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements)

1 January 2023

Definition of Accounting Estimates (Amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors)

1 January 2023

Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12 Income Taxes)

1 January 2023

Classification of Liabilities as Current or Non-Current: amendments to IAS 1

1 January 2024

 

The Company's management have reviewed the application of the amendments and have concluded that there is no impact on these unaudited condensed interim consolidated financial statements.

3.          Basis of consolidation

The unaudited condensed interim consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries and collectively the "Group") made up to 30 June 2023. Control is achieved where the Company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. The financial statements of subsidiaries are included in the unaudited condensed interim consolidated financial statements from the date that control commences until control ceases.

On acquisition, the assets and liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition. Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill. Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired (i.e., discount on acquisition) is credited to the Statement of Comprehensive Income in the period of acquisition.

Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Company. All intra-group transactions, balances, income and expenses are eliminated on consolidation.

The Directors consider that the Company exerts control over its subsidiaries by virtue of its ownership of 100% of the share capital in each of those companies and therefore 100% of the voting rights and rights to variable returns from its involvement with those companies (apart from Lamaune Iron Inc. which is owned 90.2%). The Directors therefore consider that the Company has control over the companies it identifies as its subsidiaries in accordance with IFRS 10.

4.          Going concern

Note 15 to the unaudited condensed interim consolidated financial statements includes the Group's objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments; and its exposures to credit risk and liquidity risk.

Due to the location of the Group's principal assets, it is well protected from the effects of any potential COVID-19 resurgence on its operations. Whilst the Group is exposed to any wider economic implications from any further restrictions, the Board believes that its interests in a range of precious metals combined with the drilling progress achieved in 2022 provide a significant hedge to the potential exposure to any further COVID-19 impacts. The Group's operations during the period were unaffected by the pandemic which has now abated.

As at 30 June 2023, the Group had cash balances of £397,109. In addition, the Group is due to receive the following further sums:

-     A cash payment of C$250,000 and a convertible cash payment of C$500,000 on or before 24 November 2023;

-     A cash payment of C$500,000 and a convertible cash payment of C$750,000 on or before 24 May 2024; and

-     Furthermore, a cash payment of C$500,000 is due in March 2024 in relation to the option for the sale of the Lithium Claim Blocks.

Whilst the Group has reported a comprehensive loss after tax for the period ended 30 June 2023 amounting to approximately £0.85m, the above mentioned expected further receipts, plus the £600,000 (before expenses) via the fundraising announced on 29 June 2023, together with cash balances held at the period end means that the Board is satisfied that the Group has sufficient cash to meet its operational requirements for a period of at least 12 months from the date of approval of these unaudited condensed interim consolidated financial statements.

The Group currently has no debt. Future development activities to continue to grow the Group's resources can be adjusted based on the Group's ability to raise additional funds as necessary.

The unaudited condensed interim consolidated financial statements have been prepared on a going concern basis with a reasonable expectation that the Group has adequate resources to continue in operational existence for a period of at least 12 months from the date of approval of these unaudited condensed interim consolidated financial statements.

5.          Taxation

The Company is taxed at the company standard rate of 0%.

The Company's subsidiary, Landore Resources Canada Inc., is subject to Canadian Federal tax. No tax has been provided in the accounts of Landore Resources Canada Inc. since there were no taxable profits generated by the company during the year.

Landore Resources Canada Inc. has potential deferred tax assets of approximately C$17m (31 December 2022: C$17m) which are not recognised at the end of the period. These deferred tax assets are in relation to exploration expenditures which are carried forward to be utilised against future profits.

Landore Resources Canada Inc. also has a subsidiary, Brancote US Inc. which is subject to taxation in the United States.

6.            Mineral properties

Exploration expenditure and mineral properties

 

Accumulated

 


Net expense

Net expense

expenditure at

 


in the three month

in the six month

30 June

 


period to 30 June 2023

period to 30 June 2023

2023

 


£

£

£

Junior Lake


135,388

 

197,657

29,423,835

 

Miminiska Lake


-

 

716

1,535,047

 

Frond Lake


-

 

-

90,341

Wottam


-

 

-

61,558

Lessard


-

-

709,122

Other, including Swole Lake


 

 

 

and Root Lake


7,364

 

44,129

146,026



142,752 

 

242,502   

 

31,965,929

 


 

 

Accumulated

 


Net expense

Net expense

expenditure at

 


in the three month

in the six month

30 June

 


period to 30 June 2022

period to 30 June 2022

2022

 


£

£

£

Junior Lake


240,561

383,523

27,458,707

Miminiska Lake


1,186

1,139

1,534,291

Frond Lake


-

1,490

89,949

Wottam


-

-

61,558

Lessard


505

4,133

709,480

Other, including Swole Lake


 

 

 

and Root Lake


6,582

8,056

98,949



248,834

398,341

29,952,934

 

6.1          Junior Lake

Junior Lake is a nickel, copper, platinum group metals, iron, gold, and lithium property located north of Thunder Bay in Northern Ontario, Canada, wholly owned by the Group. The Junior Lake property also encompasses the Lamaune property block and the Swole property block.

On 5 March 2023, Landore Resources Canada entered into an agreement with Green Technology Metals Limited ("GT1") which provides GT1 with the right to purchase an 80 per cent. interest (the "Option") in certain tenements which contain Lithium prospects, located within the Junior Lake Property, (the "Lithium Claim Blocks"). Under the terms of the Option, GT1 has the right to purchase an 80 per cent. interest in the Lithium Claim Blocks, in return for staged payments over three years to Landore Resources ("Staged Payments") totalling C$2,500,000 in cash and an additional C$1,500,000 either in cash or by issuing Landore Resources with new common shares in GT1 as set out below:

-     Initial cash payment of C$500,000 (within 5 business days of execution of the option agreement (the "Effective Date")) (received);

-     Cash payment of C$500,000 on or before the date which is 12 months after the Effective Date;

-     Cash payment of C$500,000, plus a further C$500,000 payable either in cash or through the issue of new shares in GT1 to Landore (at GT1's election) on or before the date which is 24 months after the Effective Date; and

-     Cash payment of C$1,000,000, plus a further C$1,000,000 payable either in cash or through the issue of new shares in GT1 to Landore Canada (at GT1's election) on or before the date which is 36 months after the Effective Date.

6.2          Miminiska Lake

Miminiska Lake is a gold exploration project located east of Pickle Lake in Northern Ontario, Canada. Following the April 2018 conversion of all claims in the province of Ontario, the property consists of a southern block ("Miminiska Lake"), and a northern block ("Keezhik Lake"). Both blocks are wholly owned by the Group (collectively, the "Property"). On 5 May 2021, the Group entered into an agreement with Lithoquest Resources Inc. ("Lithoquest") granting Lithoquest the exclusive right and option (the "Option") to acquire a 100% interest in and to the Property and all of Landore Resource's rights, licences and permits appurtenant thereto or held for the specific use and enjoyment thereof, including all of Landore Resource's interest in the underlying agreements by paying to Landore Resources the staged sum of C$1,375,000 cash and an additional sum of C$2,625,000 in cash or in new Lithoquest common shares (hereinafter referred to as "Convertible Cash"), to be paid as follows:

i.              C$25,000 cash on the execution and delivery of the option agreement (received);

ii.             an additional C$100,000 cash within ten business days following the date (the "Effective Date") of acceptance of the agreement by the TSX Venture Exchange (the "TSXV") (received);

iii.            an additional C$250,000 cash and C$400,000 in Convertible Cash to be paid within six months of the Effective Date (received);

iv.           an additional C$250,000 cash and C$500,000 in Convertible Cash to be paid within 12 months of the Effective Date (received);

v.            an additional C$250,000 cash and C$750,000 in Convertible Cash to be paid within 18 months of the Effective Date; and

vi.           an additional C$500,000 cash and C$1,000,000 in Convertible Cash to be paid within 24 months of the Effective Date.

On 30 November 2022, an amendment agreement was signed with Storm Exploration Inc. ("Storm") (formerly named Lithoquest Resources Inc.) to amend the payment schedule, resulting in the following revised remaining payments:

vii.          an additional $250,000 cash and $250,000 in Convertible Cash to be paid within 19 months of the Effective Date (received);

viii.         an additional C$250,000 cash and C$500,000 in Convertible Cash to be paid within 25 months of the Effective Date (received); and

ix.           an additional C$500,000 cash and C$500,000 in Convertible Cash to be paid within 31 months of the Effective Date.

On 31 January 2023, Landore Resources received a further payment under the Lithoquest Option, comprising of C$251,824 cash and 2,175,939 new common shares in Storm to the value of C$248,176.

In addition, Landore Resources agreed to further amend the terms of the Option such that Storm could now acquire a 100% interest in the Property by making staged payments to Landore Resources totalling C$1,625,000 in cash and an additional C$2,400,000 either in cash or new common shares in Storm (previously these payments from inception were to comprise C$1,375,000 in cash and C$2,625,000 in Convertible Cash), with the remaining payments to be made in accordance with the revised schedule below:

(i)            a cash payment of C$250,000 and a Convertible Cash payment of C$500,000 on or before 24 July 2023; and

(ii)           a cash payment of C$500,000 and a Convertible Cash payment of C$750,000 on or before 24 January 2024.

Storm has exclusive discretion to determine if each tranche of the Convertible Cash payments is settled in cash or in new Storm shares.

Following receipt of the remaining Cash payments, Convertible Cash payments and exercise of the Option by Storm, Landore Resources shall be entitled to receive a 2% net smelter returns royalty ("NSR") from the Property. Storm will retain the right to reduce the NSR to 1% by paying Landore Resources the sum of C$1,000,000 in cash.

On 5 July 2023, Landore Resources and Storm agreed to a further variation of four months to the scheduling of each of the remaining payments due from Storm in respect of the pre-existing option arrangement as follows:

(i)            a cash payment of C$250,000 and a Convertible Cash payment of C$500,000 on or before 24 November 2023; and

(ii)           a cash payment of C$500,000 and a Convertible Cash payment of C$750,000 on or before 24 May 2024.

6.3          Frond Lake

Frond Lake is a gold property located east of Pickle Lake in Northern Ontario, Canada. The property is comprised of a number of patented claims contiguous to the east of the Wottam Property. The Frond Lake property claims are wholly owned by the Group subject to a 2% NSR to the original owners of the property.

6.4          Wottam

Wottam is a gold property located east of Pickle Lake in Northern Ontario, Canada. The property is wholly owned by the Group and includes a number of claims contiguous between the Miminiska and Frond properties.

6.5          Lessard

Lessard is a zinc and copper property located north of Chibougamau in Quebec, Canada. The property is wholly owned by the Group.

6.6          Swole Lake

Swole Lake is host to nickel, copper, platinum group metals and lithium occurrences. The Swole Lake mining claim, wholly owned by the Group, is consolidated into the greater Junior Lake property. The Swole Lake legacy claim is subject to a 2% NSR royalty to the original holder of the claim.

Sale of Net Smelter Returns Royalty ("NSR")

On 28 October 2022, the Group entered into an agreement with Green Technology Metals Limited whereby Landore Resources sold its 3% Net Smelter Royalty ("Root Lake NSR") on the Root Lake Property, Ontario (the "Root Lake NSR").

In consideration for the sale of the 3% NSR, the Group received cash proceeds of C$3,000,000.

Purchase of Net Smelter Returns Royalty ("NSR")

On 21 September 2020, the Group entered into a Royalty Purchase Agreement with Stares Contracting Corp., Stephen Stares, Michael Stares and James Dawson (the "Agreement"), whereby Landore Resources acquired one-half of the 2% NSR (the "Lamaune NSR") that is held on Landore Canada's 90.2% owned Lamaune Lake Property, Ontario.

In consideration for the purchase of 1% of the Lamaune NSR, the Group made a cash payment of C$75,000 and issued 227,733 new ordinary shares in Landore Resources at a price of 19.25 pence per share, for total consideration of C$149,964.

7.            Loss per share

The loss per share is based on the loss for the relevant period and the weighted number of ordinary shares in issue during the relevant period.

The potential ordinary shares which arise as a result of the options in issue are not dilutive under the terms of IAS 33 because they would not increase the loss per share. Accordingly, there is no difference between the basic and dilutive loss per share.

The loss per share and diluted loss per share for the periods concerned were:


 

 

Three Months Ended

30 June

 

Six Months Ended

30 June


 

2023

2022

2023

2022

Loss attributable to:


 


 


Equity holders of the Company

£

(771,644) 

(308,163)

(822,610)

(794,153)

Weighted average number of shares


106,553,257

109,585,744

106,553,257

108,209,176

- Basic and diluted

£

(0.007)

(0.003)

(0.008)

(0.007)

 

8.            Property, plant and equipment

 

Automotive

Computers and

Machinery and

 

 

equipment

office equipment

equipment

Total

 

£

£

£

£

Cost

 

 

 

 

At 31 December 2021

196,497

55,208

119,856

371,561

Foreign exchange movements

10,861

3,052

6,625

20,538

At 31 December 2022

207,358

58,260

126,481

392,099

Foreign exchange movements

(5,787) 

(1,627) 

(3,530) 

(10,944) 

At 30 June 2023

201,571  

56,633  

122,951  

381,155  

 

 

 

 

 

Depreciation

 

 

 

 

At 31 December 2021

127,112

50,032

113,358

290,502

Charge for the period

14,829

1,105

1,389

17,323

Foreign exchange movements

6,841

2,751

6,250

15,842

At 31 December 2022

148,782

53,888

120,997

323,667

Charge for the period

5,758

430

540

6,728

Foreign exchange movements

(4,217)

(1,509)

(3,384)

(9,110)

At 30 June 2023

150,323

52,809

118,153

321,285

Net book value

 

 

 

 

At 30 June 2023

51,248

3,824

4,798

59,870

At 31 December 2022

58,576

4,372

5,484

68,432

9.            Non-current asset investments

 

Investment

 

in equities

 

£

Cost

 

At 31 December 2021

287,259

Additions at cost

309,578

Fair value loss

(444,719)

Foreign exchange movements

17,564

At 31 December 2022

169,682

Disposals at cost

(65,783)

Fair value loss

(12,077)

Foreign exchange movements

(3,852)

At 30 June 2023

87,970

Investments consist of 7,688,009 (31 December 2022: 7,929,009) common shares of Storm Exploration Inc. (formerly known as Lithoquest Resources Inc. - a publicly traded company listed on the TSX Venture Exchange) received pursuant to the Miminiska property option agreement (see note 6.2).

Company

At 30 June 2023, the Company held interests in the issued share capital of the following subsidiary undertakings which have all been included in the consolidated interim financial statements:

Subsidiary

Nature of business

Country of incorporation

Landore Resources Canada Inc. (100%)

Exploration of precious metals

Canada

Brancote US Inc.* (100%)

Exploration of precious metals

United States

Lamaune Iron Inc.** (90.2%)

Exploration of precious metals

Canada

*The entire issued share capital of Brancote US Inc. is held by Landore Resources Canada Inc.

**90.2% of the issued share capital of Lamaune Iron Inc. is held by Landore Resources Canada Inc.

10.       Trade and other receivables

 

As at 30 June 2023

As at 31 December 2022

 

£

£

Due within one year:

 


Trade receivables and prepayments

68,331  

110,890


68,331  

110,890

 

11.       Trade and other payables: amounts falling due within one year

 

As at 30 June 2023

As at 31 December 2022

 

£

£

Trade payables

395,959

520,282

 

395,959

520,282

12.       Share capital

 

As at 30

June

2023

As at 31

 December 2022

 

£

£

Issued and fully paid:



115,346,391 (31 December 2022: 115,346,391) ordinary shares of nil par value each ranking pari passu

51,926,526

51,926,526

 

Ordinary

 

Shares of nil par value

 

£

Cost

 

At 31 December 2021

50,179,599

Issued in the period to 30 June 2022

909,605

Issued in the period to 31 December 2022

837,322

Issued in the period to 30 June 2023

-

 

At 30 June 2023

51,926,526

 

Movements in the Group's share capital of no par value ordinary shares during the period were as follows:

 

 

Nominal

Share

 

Number

value

capital

 

of shares

£

£

Balance at 1 January 2022

106,553,257

-

50,179,599

20 January 2022 - Warrant exercise

95,570

-

19,114

4 February 2022 - Warrant exercise

100,000

-

20,000

22 February 2022 - Warrant exercise

175,000

-

35,000

22 March 2022 - Warrant exercise

500,000

-

100,000

28 March 2022 - Warrant exercise

200,000

-

40,000

12 April 2022 - Warrant exercise

500,000

-

100,000

13 April 2022 - Warrant exercise

185,185

-

37,037

26 April 2022 - Warrant exercise

148,148

-

29,630

28 April 2022 - Warrant exercise

435,622

-

87,124

3 May 2022 - Warrant exercise

888,888

-

177,778

10 May 2022 - Warrant exercise

300,000

-

60,000

13 May 2022 - Warrant exercise

83,500

-

16,700

18 May 2022 - Warrant exercise

111,111

-

22,222

6 June 2022 - Warrant exercise

299,999

-

60,000

15 June 2022 - Warrant exercise

125,000

-

25,000

23 June 2022 - Warrant exercise

400,000

-

80,000

5 July 2022 - Warrant exercise

185,185

-

37,037

11 July 2022 - Warrant exercise

1,444,444

-

288,889

13 July 2022 - Warrant exercise

1,308,982

-

261,796

14 July 2022 - Warrant exercise

1,006,500

-

201,300

25 July 2022 - Option exercise

300,000

-

48,300

Balance at 31 December 2022 and 30 June 2023

115,346,391

-

51,926,526

 

Issue costs of £Nil (2022: £Nil) were incurred when issuing shares.

The total gross cash proceeds received from the shares issued in the period under review amounted to £Nil (Year to 31 December 2022: £1,746,927).

13.          Share-based payment reserve

 

As at 30

June

2023

£

As at 31 December 2022

£




Share options reserve

570,500

570,500

Share options reserve - warrants

-

13,766

Total

570,500

584,266

 

13.1 Share options reserve






 


 

 

 

Exercise

 Number of options at

(Lapsed or

Number of options at

 

 

 

price

1 January

exercised)/ granted

30 June

Fair value

Grant date

Expiry date

£

2023

 

2023

£

 

24 July 2019

 

24 July 2024

 

0.161

 

1,500,000

 

-

 

1,500,000

                    83,637

24 July 2020

23 July 2025

0.24

2,400,000

-

2,400,000

253,501

1 January 2021

31 December 2025

0.31

100,000

-

100,000

4,627

20 July 2021

19 July 2026

0.323

2,200,000

-

2,200,000

211,821

22 July 2022

21 July 2027

0.25

1,150,000

-

1,150,000

16,914




7,350,000

-

7,350,000

     570,500

 

 

 

 

Exercise

 Number of options at

(Lapsed or

Number of options at

 

 

 

price

1 January

exercised)/ granted

31 December

Fair value

Grant date

Expiry date

£

2022

 

2022

£

5 July 2017

5 July 2022

0.638

1,075,000

(1,075,000)

-

               -

22 December 2017

22 December 2022

0.44

250,000

(250,000)

-

               -

24 July 2019

24 July 2024

0.161

1,800,000

(300,000)

1,500,000

83,637

24 July 2020

23 July 2025

0.24

2,400,000

-

2,400,000

253,501

1 January 2021

31 December 2025

0.31

100,000

-

100,000

4,627

20 July 2021

19 July 2026

0.323

2,200,000

-

2,200,000

211,821

22 July 2022

21 July 2027

0.25

-

1,150,000

1,150,000

16,914




7,825,000

(475,000)

7,350,000

     570,500

No options were exercised during the period (Year to 31 December 2022: 300,000).

No share options lapsed in the period (Year to 31 December 2022: 1,325,000).

All of the above options vested in full on the grant date other than 2,400,000 options issued in July 2020 which vested in January 2021. 7,350,000 options were exercisable at both 30 June 2023 and 31 December 2022.

The weighted average exercise prices relating to the above movements in the number of share options are as follows:

 

2023

2022

 

£

£

Outstanding at beginning of the period

0.251

0.307

Granted during the period

-

0.250

Exercised during the period

-

0.161

Lapsed during the period

-

0.601

Outstanding at end of the period

0.251

0.251

Exercisable at end of the period

0.251

0.251

Weighted average share price of share options exercised in year

-

0.161


 


Weighted average remaining contractual life of share options outstanding

2.48

2.97

at end of the period (years)

 


 

The estimated fair value of the options issued during the prior period was calculated by applying the Black-Scholes pricing model.

The model inputs were:

Options granted

22 July 2022

Share price at grant date

£0.18125

Expected volatility

18.49%

Risk-free interest rate

1.704%

Exercise price

£0.25

Option life

5 years


The expected volatility is wholly based on the historic volatility of the Company's share price (calculated based on the average life of the share options).

The movements on the share options reserve are detailed below:

 

Six months to 30

June 

2023

Year

to 31 December 2022

 

£

£

Share options reserve as at 1 January

570,500

909,694

Charge in Statement of Comprehensive Income - options issued

-

16,914

Transfer to retained earnings - lapsed and exercised options

-

(356,108)

Share options reserve at period end

570,500

570,500

 

 

13.2 Share options reserve - warrants

Grant date

Expiry date

Exercise price (£)

Number of warrants at 1 January 2023

(Lapsed or exercised)/
granted

Number of warrants at 30 June 2023

Fair value
(£)

16 February 2021

16 February 2023

0.45

700,000

(700,000)

-

-




700,000

(700,000)

-

-

 

Grant date

Expiry date

Exercise price (£)

Number of warrants at 1 January 2022

(Lapsed or exercised)/
granted

Number of warrants at 31 December 2022

Fair value
(£)

4 May 2020

4 May 2022

0.2

1,229,705

(1,229,705)

-

-

14 July 2020

14 July 2022

0.2

19,887,249

(19,887,249)

-

-

16 February 2021

16 February 2023

0.45

700,000

-

700,000

13,766




21,816,954

(21,116,954)

700,000

 13,766

In consideration of the then broker's services as part of a February 2021 share placing and subscription, 700,000 warrants were issued. The warrants were exercisable until February 2023 at £0.45 each.

Costs that were settled by way of the issue of warrants were directly attributable to the issue of shares and therefore charged against share premium in accordance with IAS 32.

The weighted average exercise prices relating to the movements in the number of warrants are as follows:

 

30

June

2023

31 December 2022

 

£

£

Outstanding at beginning of the period

0.45

0.208

Granted during the period

-

-

Exercised during the period

-

0.2

Lapsed during the period

0.45

0.2

Outstanding at end of the period

-

0.45

Exercisable at end of the period

-

0.45

Weighted average share price of warrants exercised in period

-

0.2

Weighted average remaining contractual life of warrants outstanding

 


at end of the period (years)

-

0.129

The movements on the warrant reserve are detailed below:

 

Six months to 30

June

 2023

Year

to 31 December 2022

 

£

£

Warrant reserve as at 1 January

13,766

69,715

Share issue costs

-

-

Transfer to retained earnings - lapsed and exercised warrants

(13,766)

(55,949)

Warrant reserve at period end

-

13,766

14.       Related party transactions

Helen Green, a Director of the Group, is also a Director of Saffery Champness Management International Limited ("SCMIL") and Rysaffe International Services Limited ("Rysaffe"). SCMIL were paid £143,891 (Six months to 30 June 2022: £99,821) in the period in respect of its role in performing administrative duties for the Group and Rysaffe was paid £5,000 (Six months to 30 June 2022: £5,000) in respect of its role as Secretary. An amount of £83,016 (31 December 2022: £24,510) was owed to SCMIL at the period end and the amount owing to Rysaffe was £Nil (31 December 2022: £Nil). All transactions are at market value.

Key management includes the Company's directors, officers and any employees with authority and responsibility for planning, directing and controlling the activities of an entity, directly or indirectly.

Compensation awarded to key current and former management includes the following:

 

Three months ended 30 June

  Six months ended 30 June

 

2023

2022

2023

2022

 

£

£

£

£

Executive Directors:





William Humphries

48,144

45,000

97,644

90,000

Glenn Featherby

26,125

23,750

52,250

47,500


74,269

68,750

149,894

137,500

Non-Executive Directors:

 


 


Helen Green

4,125

3,750

8,250

7,500

Huw Salter

4,125

3,750

8,250

7,500

Charles Wilkinson

5,349

5,000

10,849

10,000


13,599

12,500

27,349

25,000

Total

87,868

81,250

177,243

162,500


The Group does not have any single ultimate controlling party. In addition, the Directors are reimbursed authorised travel expenses, office costs and sundry items amounting to £48,985 (2022: £39,242) incurred on the Group's behalf. 

In July 2022, William Humphries subscribed for 300,000 shares at the issue price of £0.161 per share.

In July 2022, William Humphries, Glenn Featherby, Charles Wilkinson, Helen Green, Huw Salter and Michele Tuomi received 500,000, 250,000, 50,000, 50,000, 50,000 and 250,000 share options respectively, exercisable at £0.25 each. William Humphries and Charles Wilkinson, former Chief Executive Officer and Non-Executive Chairman, respectively, stepped down from the Board on conclusion of the Company's Annual General Meeting held on 29 June 2023.

15.          Financial instruments/Financial risk management

In the course of its business, the Group is exposed primarily to liquidity risk. As the Company grows it is expected that capital management risk, liquidity risk, foreign exchange risk, credit risk and interest rate risk will also become focuses of the Group's financial risk management policies.

Capital management risk

The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders, to provide adequate resources to fund its exploration activities with a view to providing returns to its investors and to maintain sufficient financial resources to mitigate against risk and unforeseen events.

The Company meets its capital needs by equity financing. The Group sets the amount of capital it requires in proportion to risk. The Group manages its capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.

The objectives will be achieved by maintaining and adding value to existing extraction projects and identifying new exploration projects, adding value to these projects and ultimately taking them through to potential future production and cash flow, either with partners or by the Group's own means.

The Group monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented on the face of the statement of financial position. Capital for the reporting periods under review is summarised in the consolidated statement of changes in equity and at the period end is £217,321.

The Group sets the amount of capital in proportion to its overall financing structure, i.e., equity and financial liabilities. The Group manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders in the future, return capital to shareholders or issue new shares.

Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group attempts to accurately forecast the cash flow requirements of its ongoing operations and ensures that it has sufficient funding in place to meet these needs. The Group currently uses equity finance as its main source of funding.

Accounts payable and accrued liabilities are due within the current operating period.

Foreign currency risk

The Group primarily operates in Canada but reports its financial results in GBP Sterling. It manages the potential exposure to fluctuations in the GBP Sterling to Canadian Dollar exchange rate by holding its main asset, being its cash reserves, in GBP Sterling. Cash is converted to Canadian Dollars to meet the expenditure requirements of its Canadian business only when required. Currently, the Group's net asset position is not significantly impacted by movements in the exchange rate.

As the Group remains a development phase entity it only has small and infrequent foreign currency transaction exposures.

In addition, the market for metals is principally denominated in United States dollars. As the Group has not reached the production stage it does not currently engage in active hedging to minimise exchange rate risk, although this will remain under review.

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments. The Group does not hold collateral as security.

Credit risk from balances with banks and financial institutions is managed by the Board. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty.

Counterparty credit limits are reviewed by the Board on a regular basis. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through potential counterparty failure.

The maximum exposure at the period end was £68,331 (31 December 2022: £110,890). No financial assets are credit impaired or past due.

Ongoing global economic uncertainty arising from the economic climate is being monitored by the Board but is not affecting the Company at present.

Interest rate risk

The Group has insignificant exposure to interest rate fluctuations.

Financial instruments

The Group's financial instruments consist of cash, trade and other receivables, other financial assets and trade and other payables.

The Group characterises inputs used in determining fair value using a hierarchy that prioritises inputs depending on the degree to which they are observable. The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value. The three levels of the fair value hierarchy are as follows:

-      Level 1: inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Active markets are those in which transactions occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

-      Level 2: inputs, other than quoted prices, that are observable, either directly or indirectly. Level 2 valuations are based on inputs, including quoted forward prices for commodities, market interest rates, and volatility factors, which can be observed or corroborated in the marketplace.

-      Level 3: inputs are less observable, unavoidable or where the observable data does not support the majority of the instruments' fair value.

As at 30 June 2023, there were no changes in levels in comparison to 31 December 2022. The fair values of financial instruments are summarised as follows:

 

As at 30 June

2023

As at 31 December 2022

 

£

£

 

Carrying amount and fair value

Carrying amount and fair value

Financial assets

 


Cash and cash equivalents

397,109

1,235,528

Trade and other receivables

68,331  

110,890

Other financial assets

87,970  

169,682

       

 


Financial liabilities

 


Trade and other payables

395,959  

520,282

 

Other financial assets are measured at Level 1 inputs of the fair value hierarchy on a recurring basis.

The carrying value of trade and other receivables and trade and other payables approximate their fair value because of the short-term nature of these instruments. The Group assessed that there were no indicators of impairment for the financial assets.

 

16.          Lease commitments

As at 30 June 2023, the Group had no significant lease commitments (31 December 2022: None).

17.          Contractual commitments

As at 30 June 2023, the Group had no significant contractual obligations (31 December 2022: None).

18.       Administrative expenses

 

Three months ended 30 June

Six months ended 30 June

 

2023

2022

2023

2022

 

£

£

£

£

Administrative expenses

 229,793

 272,446

 488,846

 440,608

Directors' fees

87,868

85,000

177,243

162,500

Legal and professional, accountancy and audit expenses

209,670

141,831

298,684

215,208

Share-based payments expense

-

-

-

-


527,331

499,277

964,773

818,316

 

19.       Other income

 

Three months ended 30 June

Six months ended 30 June

 

2023

2022

2023

2022

 

£

£

£

£

Option income

-

467,715

451,988

 448,779


-

467,715

451,988

 448,779

 

20.          Subsequent events

As announced on 29 June 2023 with closing on 20 July 2023, the Company raised £600,000 before expenses by way of a placing 6,666,667 new ordinary shares of nil par value each in the capital of the Company (the "Placing Shares") at a price of 9 pence per share (the "Placing"). The Placing successfully completed upon admission of the Placing Shares to trading on AIM on 20 July 2023 ("Admission").

Every Placing Share has one warrant attached, resulting in the issue of 6,666,667 warrants, with each warrant having the right to acquire one new Ordinary Share at an exercise price of 18 pence on or before the second anniversary of Admission of the Placing Shares.

The Placing was arranged by Novum Securities Limited ("Novum") which assumed the role of Joint Broker to the Company.  Accordingly, in connection with the Placing, the Company agreed to issue 400,000 'broker' warrants to Novum, giving them the right to acquire such number of new ordinary shares at an exercise price of 9 pence per share for a period of two years from the date of Admission of the Placing Shares.

Of the 6,666,667 Placing shares, 611,111 shares were subscribed for by certain Directors. William Humphries acquired 277,778 shares and Glenn Featherby 333,333 shares. They also received the associated investor warrants referred to above.

On 29 June 2023, following completion of the Company's Annual General Meeting ("AGM"), William Humphries and Charles Wilkinson stepped down from the Board and relinquished their roles as Chief Executive Officer and Non-Executive Chairman respectively. Huw Salter, previously Non-Executive Director, assumed the role of Non-Executive Chairman of the Company also with effect from conclusion of the AGM.

On 5 July 2023, Storm and Landore Resources agreed a further amendment to the pre-existing option agreement, details of which are set out in note 6.2.

On 21 July 2023, Claude Lemasson was appointed as a Director and the Company's new Chief Executive Officer. On 4 July 2023, upon joining the Company's management team, Claude was awarded options over 2,000,000 ordinary shares, exercisable from 4 July 2024 for a period of four years, at a price of £0.0875 each.

On 3 August 2023, the Company's shareholders approved certain amendments and updates to the Company's existing articles of incorporation to facilitate such dual listing process on the TSX Venture Exchange and add certain additional corporate governance and shareholder protections as required under Canadian securities laws.

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