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ANGLESEY MINING PLC - Final Results for year ended 31 March 2021

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Anglesey Mining plc

Extracts from the Annual Report 2021
including the consolidated financial statements on which our auditors have issued an unqualified opinion but with a material uncertainty statement with respect to going concern

Projects:

100% ownership of the Parys Mountain underground zinc-copper-lead-silver-gold deposit in North Wales, UK where an independent Preliminary Economic Assessment announced in January 2021 showed -

  • an estimate of 5.2 million tonnes of Indicated resources together with 11.7 million tonnes of Inferred resources

  • a financial model for an expanded case at 3,000 tpd with a pre-tax NPV10% of $120 million, (£96 million), 26% IRR and 12-year mine life

A 12% shareholding in Labrador Iron Mines Holdings Limited which holds direct shipping iron ore deposits in Canada where a Preliminary Economic Assessment of its Houston project published in March 2021 showed –

  • NPV8% CAD109 million at conservative base case iron ore price with a 39% IRR and a12 year mine life

A 19.9% interest in the Grangesberg Iron project in Sweden, together with management rights and a right of first refusal to increase the Group’s interest to 70% where an independent study reported

  • an estimate of 115 million tonnes of Indicated resources together with 33 million tonnes of Inferred resource

Chairman’s statement

To Anglesey Shareholders

Any review of the past year is dominated by the unprecedented global coronavirus pandemic, which disrupted all our lives, strained the healthcare systems and resulted in an economic downturn that impacted people across the world.

Nevertheless, notwithstanding these challenges associated with the COVID-19 pandemic, I am pleased to be able to report that Anglesey Mining accomplished a great deal and achieved several key operational milestones over the past year, including reporting comprehensive income for the year of £3.7 million. Significant progress was made on our Parys Mountain project, in our iron ore projects in Sweden and Canada and in raising new financing of over £1,000,000.

Metal prices recorded impressive gains over the past twelve months and I am very confident that the outlook for most minerals, particularly for the copper, zinc and lead minerals at Parys Mountain, and for iron ore where Anglesey holds significant investments, is very encouraging.

The highlight of the past year was, far and away, the completion in January 2021 of an independent Preliminary Economic Assessment (PEA) on Parys Mountain which demonstrates that a major copper-zinc-lead mine can be developed on the island of Anglesey in North Wales. This PEA demonstrates that the Parys Mountain property is much more substantial than previously considered; that it has a larger mineable resource base; can support a longer mine life and can generate significantly enhanced financial returns.

Parys Mountain PEA Projects Strong Financial Results

The PEA, completed by Micon International Limited, included a new updated mineral resources estimate showing 5.2 million tonnes of Indicated Resources at a combined base metal grade of 4.3%, (equivalent to a copper equivalent grade of 2.4%), together with 11.7 million tonnes of Inferred Resources at a combined base metal grade of 2.8% (copper equivalent grade of 2.0%). Importantly, the new resource estimate of 5.2 million tonnes in the Indicated category reflects a significant increase from the previous estimate of 2.8 million tonnes in the same Indicated category used in the earlier 2017 Scoping Study.

The updated resource estimate in the PEA indicates that Parys Mountain, reputedly the largest copper mine in the world in the 18th century, contains 160,000 tonnes of copper in situ, with a gross contained metal value in the ground of more than $1.4 billion.

Three separate development cases or scenarios were evaluated as part of the PEA, utilising planned mine tonnages ranging from 5.5 million tonnes at 1,500 tpd in Case A, to 11.4 million tonnes at 3,000 tpd in Case C. The most attractive option, the expanded Case C, indicates a total cash operating surplus of more than £408 million over a 12-year mine life, which translates to a pre-tax net present value discounted at 10% of over £96 million with an IRR of 26%.

Completion of the PEA was the culmination of almost three years of continuous optimisation work carried out principally by Quarry and Mine Equipment Limited (“QME”), following upon an earlier Scoping Study by Micon and Fairport Engineering Limited in 2017 which was in turn based on a JORC resource estimate by Micon in 2012. Shareholders are encouraged to read the more detailed Strategic Report included later in this Annual Report.

Metal Prices Surge

The COVID pandemic brought great volatility to financial and commodity markets in 2020. The initial decline in metal prices and demand caused by the pandemic was short lived as many mines were closed or had their operations suspended, thus reducing supply, while the very rapid and sustained recovery in China, driven in large part by government stimulus measures, drove up metal prices higher in the second half of 2020 and continued through the first half of 2021.

Metal prices impact the level of investor interest in the mining industry. We continue to witness a growing strength in the financing markets for mineral projects and for mineral companies, which enabled Anglesey to raise over £1,000,000 in new financing from new investors, a notable headline achievement.

The principal reason for the improvement in metal prices, and the positive outlook, as discussed further below, is the growing recognition that metals and minerals are essential for addressing climate change and adapting to a green economy. Metals are essential for electrification: copper for power generation, transmission and energy storage; nickel and lead for energy storage; and zinc for extending the lifespan of products.

The base case economic model in the PEA utilized three-year trailing metal prices of $2.81/lb copper, $1.20/lb zinc, $0.95/lb lead, $16.67/oz silver, and $1,459/oz gold, with an exchange rate of £1.00/$1.25. Anglesey believes that the base case three-year trailing metal prices used in the PEA are conservative. Copper reached a decade long high in May 2021 of over $4.80/lb while zinc prices on the London Metals Exchange rose to a high of $1.39/lb. End June 2021 prices were $4.26/lb copper, $1.34/lb zinc, $1.05/lb lead, $26.06/oz silver and $1771/oz gold, with the exchange rate at £1.00/$1.38. Using these June 2021 parameters, the Case C pre-tax NPV10 doubles from £96 to £193 million, with pre-tax IRR as 38.2%, which clearly demonstrate the sensitivity and leverage of a Parys Mountain mine to higher metal prices.

At June 2021 metal prices, copper production from a Parys Mountain mine would represent 50% of the net smelter revenue under the expanded Case C, while zinc and lead would represent 28% and 12% respectively. The PEA indicates production of 103,500 tonnes of copper over the project’s 12-year mine life, equivalent to an average production of 8,500 tonnes of copper per year.

The need for metals and minerals - Minerals are essential for a green economy

It is expected that post-pandemic global stimulus plans and the challenging targets of the Paris Agreement to achieve climate neutrality by 2050, will provide long term demand and support for critical and strategic minerals, and thus for metal prices, including in particular copper, and indeed lead and zinc.

Amid resurging demand and as the world recovers from the pandemic, trillions of dollars being invested to rebuild infrastructure as well as transitioning to a green economy, the outlook for copper is extremely bullish. Governments around the world are launching huge stimulus programmes focused on job creation and environmental stability, leading to the potential for a multi-decade commodity cycle ahead driven by decarbonisation of the global economy and a shift to cleaner energy.

The International Energy Agency (IEA), in its May 2021 report, The Role of Critical Minerals in Clean Energy Transitions, states that the rapid deployment of clean energy technologies as part of energy transitions implies a significant increase in demand for minerals. The IEA report suggests that an energy system powered by clean energy technologies differs profoundly from one fuelled by traditional hydrocarbon resources. It concludes that solar photovoltaic plants, wind farms, and battery-electric vehicles (BEVs) generally require more minerals to build than their fossil fuel-based counterparts. According to the IEA, a typical electric car requires six times the mineral inputs of a conventional car and an onshore wind plant requires nine times more mineral resources than a gas-fired plant.

Internal combustion engine vehicles (ICEVs) are the greatest contributors to carbon emissions in the UK. As recognized by the Committee on Climate Change, for transport to hit ‘net zero’, the internal combustion engine needs to be eliminated from cars.[1] To switch the UK’s fleet of 31.5 million ICEVs to BEVs it would take an estimated 2,362,500 tonnes of copper, plus other critical minerals. In addition, the energy revolution towards renewables, that is, wind, solar, wave, tidal, hydro, geothermal and nuclear, together with the newly built infrastructure for delivery, are highly reliant on mineral-based technologies.

A letter authored by Natural History Museum Head of Earth Sciences, Prof. Richard Herrington, delivered to the Committee on Climate Change1, explains that to meet UK electric car targets for 2050 the UK would require at least half of the world’s copper production, as well as other minerals, and to replace all UK-based vehicles today with electric vehicles would take 2.36 million tonnes of copper, representing approximately half of the world’s annual copper production.

Strength in Iron Ore

In 2020 the price of iron ore reached a nine-year high of US$170 per tonne (62% Fe Fines CFR China), driven largely by sustained demand in China and supply constraints in Brazil. In the first half of 2021, the price of iron ore climbed another 40%, to an all-time record US$235 per tonne in May, before retreating to US$215 per tonne by the end of June and below US$200 per tonne to the US$160 per tonne range in August. It was to be expected that the price would see some contraction. However iron ore demand in China has proven to be extremely strong, as infrastructure stimulus programs have been driving a robust economic recovery and continued strength in Chinese steel production.

During the year Anglesey increased its interest in the Grangesberg Iron project in Sweden and now holds a direct 19.9 % interest, together with management rights, and a right of first refusal to increase its interest to 70%. The former Grangesberg mine, located about 200 kilometres north-west of Stockholm, had produced more than 150 million tonnes of iron ore prior to its closure in 1989 due to then prevailing market conditions. The Grangesberg deposit hosts a significant iron ore deposit of over 150 million tonnes, in all categories, and has excellent potential for expansion at depth. The +67% Fe high-quality product expected to be produced from Grangesberg would command premium prices and makes Grangesberg more attractive than many other undeveloped iron ore projects in Europe. Anglesey in conjunction with its Swedish partners in Grangesberg is planning to commission a PEA on the development of the Grangesberg project based on updated forecasts for long term iron prices and on a modified development programme to take advantage of optimisations expected since previous studies.

Meanwhile, on the other side of the Atlantic, Labrador Iron Mines, in which Anglesey Mining holds a 12% interest, published an updated, independent, PEA on its Houston Project in February 2021 which supports LIM’s plan to resume iron ore production and demonstrated an initial 12-year mine life with production of 2 million dmt of per year, for total production of 23.4 million dmt of product at 62.2% Fe over the life of the Houston mine.

The PEA estimates the Houston Project will generate an undiscounted net cash flow of CAD234 million and an after-tax net present value at an 8% discount rate of CAD109 million, and an after-tax internal rate of return of 39%, under the base case $90/dmt benchmark pricing model. The PEA notes that using a spot price of $160/dmt would increase the after-tax NPV8% to CAD459 million and the after-tax IRR to 209%.

LIM recorded an impairment reversal of CAD26 million to the carrying value of the Houston Project, which was the main contributor to LIM reporting consolidated net income of CAD25.7 million for the year ended 31 March 2021. Anglesey holds 19.29 million LIM shares which on 31 March 2021 were valued in total at $5.5 million, or approximately £4 million, on the OTC Market in the United States. The increase in the value of the Group’s holding in LIM has been recorded as a gain of £4 million in the Group Income Statement through Other Comprehensive Income.

Environmental and Social Focus

The purpose and objective of Anglesey Mining is to develop, build and operate a producing mine at Parys Mountain, on the island of Anglesey in North Wales, to create value for shareholders in an environmentally, socially, and ethically responsible manner for the benefit of all stakeholders. There has been an increasing investor focus on environmental, social and governance (ESG) matters, and these are areas on which we have always placed high importance, particularly as having a social licence to operate, and operating in an environmentally responsible manner, are critical for the successful operation of any mining project. In Anglesey we place a high priority on sustainability and we are committed to being a responsible mining company, maintaining mutually beneficial long-term relationships with key stakeholders and the local community.

On the governance side, this year, we are reporting for the second time under the new UK Corporate Governance Code published by the Financial Reporting Council applicable to all companies with a Premium Listing on the London Stock Exchange. Although Anglesey is not included in the FTSE 350, and is considered a “smaller company”, the Code applies to Anglesey because of its Premium Listing status on the LSE.

The Directors believe that throughout the year, Anglesey has in general complied with the spirit of the Principles of the Code, to the extent such Principles are applicable in Anglesey’s particular circumstances. However, as a company with limited active operations and no full-time employees, some of the Principles and many of the Provisions are not relevant or applicable to our individual circumstances and we are not fully compliant with the Code, specifically with regard to the independence of the Board and the grant of share options to non-executive Directors. Nevertheless, we are committed to continuing to update policies and procedures to strive for best practices in governance affairs. Shareholders are encouraged to read the detailed Report on Corporate Governance included later in this Annual Report.

A unique and timely opportunity

Given the challenges associated with the global pandemic, I believe Anglesey accomplished a great deal over the past year with important milestone achievements at Parys Mountain, in our iron ore investments and in financing the company. Our goal now is to move the Parys Mountain Mine closer to production. We have outlined new initiatives at Parys Mountain and at the Grangesberg and Labrador iron ore projects that will each be critical in moving all these projects thorough to production. These are all exciting opportunities and need to be moved forward with the greatest speed possible within the constraints of the resources available.

Development of a new mine at Parys Mountain, producing copper, zinc and lead with gold and silver credits, can deliver economic growth in the UK, regional jobs for the community and business opportunities for local service providers. Hardly any of these critical and strategic metals, essential for reduction in our carbon footprint and transition to a green economy, are currently produced in the UK leaving the country entirely dependent on imports. This creates a unique and timely opportunity, both for Anglesey Mining and for the UK, to develop a new, modern, mine at Parys Mountain in an environmentally sustainable manner.

“Mineral resources are the lifeblood of our modern society and the key to a more sustainable future. Today, we are in the middle of disruptive innovation in emerging green energy, e-mobility and clean technology, triggered by pressing societal challenges. The growing need for carbon-neutral technology creates a strong demand for minerals, metals and advanced materials.” [2]

New Chief Executive appointment

I was pleased to announce the appointment of Jonathan (Jo) Battershill as the new Chief Executive of Anglesey and as a Director with effect from 1st August 2021. Jo brings great enthusiasm, vigour, relative youth and deep relevant technical and finance knowledge to the Company. We were delighted to have been able to attract someone with his strong operations background and financing experience. Jo will initially be tasked with moving the Parys Mountain project towards production and with fund-raising to facilitate our plans for both Parys Mountain and Grangesberg.

To facilitate a smooth transition Bill Hooley has relinquished his position as Chief Executive and taken on the role of non-executive Deputy Chairman. Bill served as CEO since 2006 and, as well as being President of Labrador Iron Mines, directed the completion of various resource upgrades for Parys Mountain, the 2017 Scoping Study and the QME optimisation work all of which led to the successful production of the 2021 PEA. He will continue to provide his advice and experience to Anglesey as Deputy Chairman.

I would like to thank our Directors for their enduring dedication and commitment, and our team of consultants and contractors for all their hard work that made fiscal 2021 successful. I welcome new shareholders who joined us during the past year and thank all Anglesey shareholders for their continued interest.

Although mineral exploration and development is always a high-risk speculative endeavour, I remain very positive and enthusiastic about the future outlook for Anglesey Mining plc.

John F. Kearney

Chairman of the Board

2 September 2021

Strategic report - Operations

Principal activities and business review

Anglesey Mining is engaged primarily in exploring and developing its wholly owned Parys Mountain zinc, lead, copper project in North Wales. Anglesey’s purpose is the development of a producing mine at Parys Mountain to create value for shareholders in an environmentally, socially, and ethically responsible manner for the benefit of all stakeholders. The purpose and objectives of the Group are discussed in the Report on Corporate Governance included as part of this Annual Report.

The core strategic priority of the Group is to systematically and sequentially advance the development of a mine at Parys Mountain by completing exploration to outline mineral resources, completing technical and economic studies to assess financial viability, completing feasibility studies to demonstrate technical and financial viability and then using those studies to attract investment and raise the necessary capital to build and operate the mine.

In addition to Parys Mountain, Anglesey also holds important investments in iron ore. Under various agreements, the Group participates in the management of the Grangesberg iron ore property in Sweden in which it increased its holding during the year to 19.9% and holds a right of first refusal to acquire a further 50% ownership interest. The Group also has a 12% holding in the Labrador Iron Mines in eastern Canada and continues to look at other potential projects that may be beneficial or synergistic to the development of the Company.

Parys Mountain copper zinc lead project - Micon Preliminary Economic Assessment

The highlight of the past year was the completion in January 2021 of an independent PEA on the Parys Mountain project by Micon International Limited (“Micon”) which demonstrates that a major copper-zinc-lead mine can be developed at Parys Mountain.

The Parys Mountain property hosts a significant polymetallic zinc, copper, lead, silver and gold deposit. The site has a head frame, a 300m deep production shaft and planning permission for operations. The Group has freehold ownership of the minerals and surface land. Infrastructure is good, political risk is low and the project enjoys the support of local people and government.

Completion of the PEA was the culmination of almost three years of continuous optimisation work carried out, principally by Quarry and Mine Equipment Limited (“QME”) and following upon an earlier Scoping Study by Micon and Fairport Engineering Limited (“Fairport”) in 2017, and based on previous work by Micon in 2006, and particularly a JORC resource estimate in 2012.

The PEA included a new updated mineral resources estimate showing 5.2 million tonnes of Indicated Resources at a combined base metal grade of 4.3% (or a copper equivalent grade of 2.4%), together with 11.7 million tonnes of Inferred Resources at a combined base metal grade of 2.8% (copper equivalent grade of 2.0%). The updated resource estimate in the PEA indicates that Parys Mountain contains 160,000 tonnes of copper in situ.

The PEA is based on the mining of 103,500 tonnes of copper over the project’s 12-year mine life together with 213,800 tonnes of zinc, 113,300 tonnes of lead and including 2,830 kg of gold and 219,000kg of silver. Total payable metals in concentrates are projected at 71,776t copper, 141,581t zinc, 75,818t lead, 1578kg gold and 125,714kg silver.

The most attractive development option, the expanded Case C, indicates a total cash operating surplus over a 12-year mine life of more than $510 million (£408 million), which translates to a pre-tax Net Present Value discounted at 10% pa of over $120 million (£96 million), with an IRR of 26%.

The base case economic model utilized three-year trailing metal prices as of September 2020 of $1.20/lb for zinc, $2.81/lb for copper, $0.95/lb for lead, $16.67/oz for silver and $1,459/oz for gold, and an exchange rate of £1.00=$1.25. Since last year metal prices have continued to move forward and applying end June 2021 prices and exchange rates would increase this NPV10 to $267 million. See discussion on the sensitivity of the project to higher metal prices below.

Background to PEA

In July 2017 a Scoping Study was prepared by Micon and Fairport using a JORC resource estimate completed in 2012 by Micon which reported a resource of 2.1 million tonnes in the indicated category at 6.9% combined base metals. Anglesey concluded that utilising the Indicated Resources only did not properly reflect the potential of the property. In late 2018 Anglesey entered into an agreement with Quarry and Mine Equipment Limited (“QME”) an Irish based contracting and consulting company which has been supplying complete solutions to the mining industry since 1985, to carry out an Optimisation Study to review expected mining capital and operating costs and potential mining tonnages and to include the additional Inferred Resources previously identified by Micon in 2012.

An important initial aspect of the QME work was an estimate of overall costs based on its own experience and its derived mining capital and operating costs from the ground up. Given QME’s current hands-on operating experience, these cost estimates can be regarded as the best estimates currently available. QME then utilised the cost estimates for the non-mining, i.e., processing and infrastructure, aspects of the project from the 2017 study which had been largely produced by Fairport with additional input from Micon. QME estimated that at a 1,000tpd operating level, total operating costs would be approximately $48 per tonne of ore milled.

QME then carried out a detailed mine planning exercise utilising this $48 per tonne as a cut-off cost. They applied this to each of the mineralised zones as identified by Micon in 2012 including both Indicated as well as Inferred material to estimate tonnages into stoping blocks that would be available for mining. Some of these cases were based only on the White Rock and Engine Zones that lie adjacent to the existing infrastructure including the Morris Shaft, whilst one particular case looked at the greater tonnages available in the more distant Lower Engine, Garth Daniel and Northern Copper zones.

Having identified these stoping blocks, QME produced detailed mining schedules for a number of cases. These schedules include all the necessary access and production development required, as well as production by tonnage and grade for the relevant timing periods. As a result, a number of differing production rates were selected based on the overall tonnages to ensure that the optimum overall mine life for each case. QME then applied its expected development and production cost estimates to each work unit to generate overall time and cost forecasts by period for each of the cases developed.

Following completion of the QME Optimisation Study in 2020, Anglesey appointed Micon to conduct a PEA utilising the results of the QME Optimisation Study as it felt appropriate. This PEA builds on Micon’s previous work, including its 2012 resource estimate, the 2017 Scoping Study, including Fairport’s processing and infrastructure capital and operating costs, and QME’s 2020 Optimisation Study on current mining capital and operating costs and mineable tonnages.

New Expanded Resource Estimate

As part of the development of the PEA, Micon reviewed the work carried out by QME including the mine planning and the capital and operating cost estimates. In general, Micon concurred with the QME work but did make some amendments when necessary. Having accepted the $48 per tonne cut-off level, Micon produced a revised resource estimate at this value. This estimate used the same parameters including metal prices utilised in its 2012 estimate. While there has been some movement in the prices in the intervening period Micon concluded that using current prices would not significantly amend this estimate:

Parys Mountain Mineral Resource Estimate

Zone

Category

Tonnes

Cu
(%)

Pb
(%)

Zn
(%)

Ag
(g/t)

Au
(g/t)

AV
(US$/t)

Cu
(t)

Pb
(t)

Zn
(t)

Ag
(oz)

Au
(oz)

Engine

Indicated

496,000

1.36

2.59

4.94

91.8

0.5

246

6,760

12,840

24,520

1,465,000

8,320

Inferred

121,000

1.73

3.42

6.73

69.9

0.5

300

2,100

4,130

8,130

272,000

2,000

Deep
Engine

Inferred

620,000

1.95

1.90

4.21

22.6

0.2

206

12,070

11,760

26,110

450,000

3,850

White
Rock

Indicated

4,712,000

0.25

1.23

2.30

23.1

0.3

93

11,930

57,870

108,360

3,504,000

43,950

Inferred

1,258,000

0.28

1.26

2.56

27.5

0.3

101

3,560

15,900

32,250

1,110,000

10,460

Garth
Daniel

Inferred

340,000

1.89

2.76

5.78

66.3

0.1

265

6,450

9,390

19,680

725,000

1,540

Northern
Copper

Inferred

9,375,000

1.27

0.24

0.38

5.0

0.1

68

118,970

22,470

35,590

1,504,000

38,780

Total

Indicated

5,208,000

0.36

1.36

2.55

29.7

0.3

108

18,690

70,700

132,880

4,969,000

52,270

Inferred

11,714,000

1.22

0.54

1.04

10.8

0.2

87

143,150

63,650

121,760

4,060,000

56,640

  1. Dr Robin Bernau, employee of Micon International Co Ltd, is a competent person for the Mineral Resource Estimate. The effective date of the estimate is 15.12.2020.

  2. There are reasonable prospects for eventual economic extraction under assumptions of a gold price $1,275/oz, a silver price of $17.50/oz, a zinc price of $1.25/lb, a copper price of $2.50/lb and a lead price of $1.00/lb employing underground mining techniques.

  3. All in mining, processing, re-handling and general and administration costs were estimated at $39.06/t mill feed. A payability factor of 72% has been applied.

  4. An operating cut-off of $48/t has been applied and no allowance has been made for dilution or loss.

  5. Rounding as required by reporting guidelines may result in apparent summation differences between tonnes, grade and contained metal content.

The 2020 PEA increased the resource estimate to 5.2 million tonnes at 4.3% combined metals in the indicated category together with 11.7 million tonnes at 2.8% combined metals in the inferred category. This estimate utilised the same geological interpretation and model as the 2012 and 2017 studies but used a modified cut-off cost of $48 per tonne based on the QME work and extended the resource to include other zones that were not previously considered.

Importantly, the new Resource Estimate of 5.2 million tonnes in the Indicated category reflects a significant increase from the previous estimate of 2.8 million tonnes in the Indicated category used in the 2017 Scoping Study. This is as a result of using the new estimated cut-off cost. Although this results in some reduction in overall grades this does have a very significant beneficial effect on the total project financial outcome as demonstrated in the PEA.

Mine Development Cases

As part of the Optimisation Study, QME evaluated a number of differing development scenarios. On review of the QME Study, Micon selected three of these scenarios to best describe the potential for the deposits. Each case utilised both Indicated as well as Inferred resources and, on the basis of the increased tonnage available for mining, selected higher planned production rates than the 1,000tpd, used in the 2017 study.

These three cases selected by Micon are summarised as:

Case A – Utilising only the White Rock and Upper Engine zones (as in the 2017 study) with Inferred material included at a planned production rate of 1,500tpd.

Case B – As Case A but with some initial production coming from a proposed small open cut, again at a production rate of 1,500tpd.

Case C – Utilising all the reported resources in the White Rock and Upper Engine Zones but also including the inferred resources in the Lower Engine Zone, the Garth Daniel Zone and the Northern Copper Zone. In this Case C with the increased mineable tonnage, the planned production rate was increased to 3,000tpd.

Mine Planning

Micon reviewed and agreed with the mine layout and the stope planning produced by QME. In Case B, Micon carried out its own design, planning and costing for the suggested small open pit and utilised these results rather than the estimates made by QME - given Micon’s experience in open pits compared to the underground speciality of QME.

Micon agreed with QME’s conclusions that the existing Morris Shaft would be used only for ventilation in Cases A and B but would be fully utilised as a hoisting shaft in Case C and agreed with the QME cost estimates to put the shaft back into service.

Micon therefore accepted most of the detailed production timing and cost estimates and timing produced by QME and adopted them into the financial review. These tonnages include material derived from both Indicated and Inferred resources as well as internal dilution at zero grade of material outside of these resources necessarily included within stoping blocks. They are shown in the table below:

Tonnage
(Mt)

Copper
(Cu%)

Zinc
(Zn%)

Lead
(Pb%)

Silver
(g/t Ag)

Gold
(g/t Au)

Copper Equivalent
%

Case A

5.87

0.34

2.42

1.27

27.27

0.28

2.25

Case B

5.45

0.36

2.49

1.30

28.40

0.29

2.33

Case C

11.42

0.84

1.82

0.97

18.63

0.24

2.29

There is a significant increase in the tonnage available for mining and processing beyond the 2.23 million tonnes in the 2017 study. This is as a result of using the new estimated cut-off cost and the inclusion of Inferred resources in the selection of mining blocks. Although this results in some reduction in overall grades, the PEA shows a very significant beneficial effect on the total project financial outcome.

Processing and Infrastructure

The Micon 2017 Scoping Study included extensive work by Fairport Engineering regarding the process plant design, efficiencies and costs. This study recommended a Dense Media Separation (“DMS”) facility ahead of the main processing plant and this continues to be utilised for all three of the current cases. Similarly, FEL reviewed and costed the site infrastructure requirements.

Micon incorporated all of Fairport’s recommendations from 2017 into the PEA but with some additions and modifications as now deemed appropriate.

Project Costing and Financial Results

Micon produced a detailed financial model incorporating its own inputs as well as those from QME and Fairport. The model was constructed on yearly periods using the QME mine production forecasts and the Fairport processing characteristics. The model assumed that the mine would produce three base metal concentrates namely copper, zinc and lead. In addition, some gold will be produced in concentrate from the free gold that has been identified in the mineral resource. Relevant concentrate transport and treatment and refining costs were applied individually to each concentrate.

Costs within the model were defined as mid-2020 costs to match the estimates produced by QME. Processing infrastructure costs produced by Fairport in 2017 were escalated to a mid-2020 equivalent. Mining costs for each case were determined directly by QME. Processing and Infrastructure capital and operating costs were based on the 2017 production rate of 1,000tpd and these were factored by Micon to reflect the higher 1,500tpd or 3,000tpd production rates as appropriate. In addition to the mining costs generated by QME, Micon included additional initial exploration costs of $1.6 million for Cases A and B and $7.5 million for Case C.

Within the financial model Micon incorporated all known and relevant project charges including licences, fees and royalties. All values were based on constant 2020 prices and no allowances were made for any escalation in either costs or commodity prices. No allowance was made for corporate costs or for any interest charges of any project financing. The financial results derived are therefore to be read at a project level basis. Micon calculated financial results on both a pre-tax and a post-tax basis after incorporating appropriate carry forward expenses and utilising current UK tax rates.

Micon considered it appropriate to utilise three-year trailing metal prices in the financial evaluation. These were determined to the end of September 2020 and amounted to $1.20 per pound for zinc, $2.81 per pound for copper, S0.95 per pound for lead, $16.67 per ounce for silver and $1,459 per ounce for gold. A fixed exchange rate of £1.00 = $1.25 was used.

Micon reviewed the appropriate discount rate to utilise and after considering the Weighted Average Cost of Capital and applying this through a Capital Asset Pricing Model elected to apply a discount a rate of 10% per annum for all cases.

It was apparent from the financial analysis that Case C was the most attractive option with a pre-tax NPV more than twice either of the other cases as demonstrated in the table below which compares Case C with Case A.

Parys Mountain Cases A and C - Operating and Financial Summary

Case A

Case C

Life of mine

Years

12

12

Production

TPD

1500

3,000

Total tonnes produced

Mt

5.9

11.4

Net smelter returns

$m

478

1,015

Operating Costs

$m

252

503

EBITDA

$m

226

512

Pre-production capex

$m

70

99

Sustaining capes

$m

34

76

Net cash flow pre-tax

$m

122

336

Corporation tax

$m

24

67

Net cash-flow post tax

$m

98

269

Pre-tax NPV10

$m

36

120

Post tax NPV10

$m

26

92

Pre-tax IRR

%

20

26.0

Post-tax IRR

%

17

24

The PEA includes Inferred Resources and therefore the tonnages indicated as available for mining cannot be extrapolated to Reserve status, and consequently the financial results cannot be considered as reaching Feasibility Study basis.

Sensitivity to metal prices

The financial evaluation in the PEA utilised average three-year trailing metal prices to the end of September 2020 of $1.20 lb zinc, $2.81 lb copper, S0.95 lb lead, $16.67 oz silver and $1,459 oz gold and a fixed exchange rate of £1.00 = $1.25.

Anglesey believes that these metal prices used in the PEA are conservative. Using actual metal prices and the exchange rate at the time of publication of the PEA in January 2021 would increase the Case C pre-tax NPV10% from $120 million to $220 million.

Since last year metal prices have continued to move higher and June 30 prices were $1.34/lb zinc, $4.26/lb copper, $1.05/lb lead, $26.06/oz silver and $1771/oz gold, with the exchange rate at £1.00 = $US1.38. Using these June 2021 parameters, the pre- and post-tax NPV10 increase to $267 million and $213 million respectively, with pre- and post-tax IRRs showing as 38.2% and 35.3% respectively., which demonstrate the sensitivity and leverage of the Parys Mountain project to the higher June 2021 metal prices.

The Way Forward - Future Steps

The PEA demonstrates that a major copper-zinc-lead mine can be developed at Parys Mountain. The results show that once in production, Parys Mountain should be able to make very positive financial returns. Nevertheless, as always in the mining industry, there are a number of sequential steps that need to be taken to move any project from the PEA to a full committed decision to proceed to production and these steps do take some time to reach fruition.

The key to this development is now securing the necessary finance to continue to move the project towards production. The PEA indicated a pre-production capital expenditure of $99 million. This together with all other pre-decision project costs as well as ongoing corporate costs needs to be financed. The traditional method utilised by the industry involved a mixture of equity and debt. Typically, a mix of 30% equity to 70% debt could have been arranged. In this instance that would require Anglesey to source in the region of $70 million in debt and as much as $30 million of equity.

The Directors have been examining various possible financing routes including the traditional debt: equity scenario, but also indirectly through joint venture and other arrangements. As part of this process, the detailed results from the PEA have been made available on a limited and confidential basis to a number of entities who have shown interest in Parys Mountain. These entities are well aware of the potential upside from the ongoing movement in commodity prices, and of the security offered by a project based in the United Kingdom with planning permissions in place. Under the Development and Co-operation Agreement with QME, the Group has agreed to grant QME various rights and options relating to the future development of Parys Mountain. Anglesey has agreed to a grant to QME the right and option, upon completion of a Prefeasibility Study, to undertake at QME’s cost and investment, the mine development component of the Parys Mountain project, including decline and related underground development and shaft development, with a scope to be agreed, to the point of commencement of production, in consideration of which QME would earn a 30% undivided joint venture interest in the Parys Mountain project.

From the feedback received It has become clear that financing opportunities would be enhanced with some additional work to further de-risk the project and it can be expected that a project financing route will require the delivery of a feasibility study. Micon made recommendations regarding further technical studies to better quantify some aspects of the mining and processing operations, and trade-off studies to determine the best overall mining schedules, metallurgical flowsheet and infrastructure design to further optimise the project, which should lead to improved economics to be included in a feasibility study and improve the overall financial capability of the project.

Following the Micon PEA recommendations, a step series of activities have been identified that will form the necessary preparatory work as a prelude to the commissioning of a feasibility report. These include a surface diamond drilling programme to increase the confidence in some parts of the White Rock zone ahead of first underground development in some of those areas of the resource that are currently classified as Inferred. Such increased data would be aimed at converting parts of the resource to the Indicated category and thereby increasing the bankability of those parts of the resources. Simultaneously drill core samples would be collected for metallurgical testing purposes and these samples would then be subject to process testing to improve the flow-sheet design that has currently been developed.

Whilst Anglesey holds the necessary planning permissions to build a mine at the site, these must be supported by the grant of various environmental operating licenses. This will require collection of further environmental base-line data and a programme of environmental base line data collection is planned, both for inclusion in a formal feasibility report and as a pre-requisite ahead of any formal decision to commence operations.

The Parys Mountain property has a high potential for the discovery of additional mineral resources. There are drill intercepts outside of the planned mining blocks indicating mineralisation may extend into other areas of sparse drilling immediately adjacent to the reported Mineral Resources. Micon included additional exploration costs of $1.6 million for Cases A and B and $7.5 million for Case C. However, much of this additional drilling recommended for Case C, to upgrade the category of the resource in the second half of the project mine life from Inferred to Indicated, should ideally be carried out from an underground drill drive from the area around the bottom of the shaft and would not necessarily be undertaken until some years into the project.

At the end of March 2021, the group had cash resources of £892,000. Following a careful review of the financial resources currently available and considering the normal on-going costs of corporate and site operations, it has been decided that these three activities will be commenced forthwith and as additional funding become available this programme will be accelerated.

Grangesberg Iron AB

The Grangesberg iron ore project is situated in the mineral rich Bergslagen district of central Sweden about 200 kilometres north-west of Stockholm. Until its closure in 1989 due to prevailing market conditions, the Grangesberg mine had produced in excess of 150 million tonnes of iron ore.

At 31 March 2021 following investments during the financial year, the Group holds a direct 19.9% interest in Grangesberg Iron AB (GIAB) and a right of first refusal over 50% of the share capital of GIAB. This right has been granted in exchange for Anglesey continuing to co-manage GIAB on a cost recovery basis. Anglesey also has shareholder and cooperation agreements such that it holds operatorship of GIAB subject to certain conditions and appoints three out of five directors to the board of GIAB.

GIAB is a private Swedish company founded in 2007 which in 2014 completed (with assistance from the Group) a financial and capital restructuring. GIAB holds a 25-year exploitation permit covering the previously mined Grangesberg underground mining operations granted by the Swedish Mining Inspectorate in May 2013.

In September 2014, an NI 43-101 Technical Report was prepared by Roscoe Postle Associates Inc showing a resource estimate for the Grangesberg Mine of 115.2 million tonnes at 40.2% Fe in the indicated category and 33.1 million tonnes at 45.2% Fe in the inferred category. RPA concluded that the Grangesberg iron ore deposit hosts a significant iron resource that has excellent potential for expansion at depth.

In 2020 the price of iron ore surged to a nine-year high of US$170 per tonne (62% Fe Fines CFR China), driven largely by sustained demand in China and supply constraints in Brazil. In the first half of 2021, the price of iron ore climbed another 40%, to an all-time record US$235 per tonne in May, before retreating to US$215 per tonne by the end of June and below US$200 per tonne in August. The premium for 65% Fe has increased to almost $50 per tonne with 65% Fe price of $258 per tonne. It was to be expected that the price would see some contraction. However the stimulus programmes in both China and the USA as well as continuing production delays in Brazil are supporting the price. Iron ore demand in China has proven to be extremely strong, as infrastructure stimulus programs have been driving a robust economic recovery and continued strength in Chinese steel production It now looks unlikely that there will be a retreat to 2018 prices in the medium term and with the major economies beyond China and the USA expecting to recover from the Covid-19 situation in the near term, there is every expectation that a supportive floor price at a level that would make Grangesberg competitive will be maintained.

Grangesberg, when in production will produce a 67%+ product which should command the premiums noted. As such, Grangesberg situated in politically stable Sweden and relatively close to the major European markets with consequent lower shipping costs, continues to present an attractive proposition. Nevertheless, the high capital cost expected to develop Grangesberg will in itself present some challenges. We continue to look to some consolidation in the iron ore industry in Scandinavia and believe that as this evolves that Grangesberg as the largest non-producing iron ore asset in the region will be well placed to take advantage and be part of a greater financing package.

To take best advantage from these opportunities, in conjunction with our Swedish partners in Grangesberg we expect to commission a new PEA on the development of the project immediately. This PEA will consider modified development scenarios from those utilised by Grangesberg in its last major study that should result in better utilisation of underground and surface resources, will critically review capital expenditure requirements hopefully resulting in some efficiencies from previous studies, and will importantly consider the enhanced future price expectations for both the base iron ore price and for the higher-grade premium. The deliverables from the PEA will be used both as a financing tool and in discussions with future partners.

Labrador Iron Mines

The Group has an investment holding of 12% (2020 -12%) in Labrador Iron Mines Holdings Limited. LIM owns extensive iron ore resources in its exploration properties in Labrador and in Quebec, Canada, one of the major iron ore producing regions in the world.

LIM holds measured and indicated DSO mineral resources of approximately 21 million tonnes at an average grade of 62.7% Fe and inferred resources of 14 million tonnes at an average grade of 59.4% Fe on its Schefferville projects. In addition, LIM holds the Elizabeth Taconite project, which has an inferred mineral resource estimate (as at June 15, 2013) of 620 million tonnes at an average grade of 31.8% Fe.

In the three-year period of 2011 to 2013 LIM produced a total of 3.6 million dry metric tonnes of iron ore, all of which was sold in 23 cape-size shipments into the China spot market. LIM has not undertaken mining operations since 2013, primarily due to the low iron ore price environment, but maintains its properties on a stand-by care and maintenance basis and, subject to securing financing, is positioned to resume mining operations as soon as economic conditions warrant.

In March 2021 LIM announced the results of a new updated independent PEA regarding LIM’s direct shipping Houston project located approximately 20 kilometres south of its previously mined James deposit. The projected financial results from the PEA were very encouraging with an after-tax NPV8 of CAD109 million at the relatively low iron ore price for 62% Fe of $90 per tonne. At an iron price of $160 per tonne i.e. that set at the end of March, this NPV8 would increase to CAD459 million.

The Houston PEA assessed a production rate of 2 million tonnes of 62.2% Fe per annum, with an overall mine life of 12 years. Production would be expected to be 30% lump ore and 70% sinter fines.

Following the issuance of the independent PEA, and having regard to the strong price of iron ore, LIM recorded an impairment reversal of almost CAD26 million at March 31, 2021, as a restatement of the previous carrying value of the Houston Project, which was the main contributor to LIM reporting consolidated net income ofCAD25.7 million for the year ended 31 March 2021. LIM’s shares are traded on the OTC Markets in the United States and at 31 March 2021 were quoted at $0.29 per share. Anglesey holds 19.29 million LIM shares which at that end of the year price were valued in total at $5.5 million, or approximately £4 million. Last year the shares were carried in Anglesey’s accounts at a nominal value of £1. The increase in this value of the Group’s holding in LIM since last year has been recorded in the Statement of Financial Position as a gain of £4,053,506 through Other Comprehensive Income.

Other activities

The Directors continue to seek out new properties suitable for advanced exploration or development that would be complementary to or provide synergies with the Company's existing projects and within the financing capability likely to be available. The Directors have identified a number of zinc and copper projects, as the most potentially attractive and continue to evaluate a number of early-stage opportunities.

Financial results and position

There are no revenues from the operation of the properties. As described in the Labrador Iron Mines section above, the Company recorded a gain of £4,053,506 in the value of the group’s holding in LIM and this has been reported in other comprehensive income, resulting in total comprehensive profit for the year of £3,714,921, compared to a comprehensive loss for the prior year of £327,860.

The loss before other comprehensive income for the year ended 31 March 2021 after tax was £328,518 compared to a loss of £304,510 in the 2020 fiscal year. The administrative and other costs excluding investment income and finance charges were £162,824 compared to £134,796 in the previous year.

During the year there were no additions to fixed assets (2020 - nil) and £101,570 (2020 - £49,835) was capitalised in respect of the Parys Mountain property as mineral property exploration and evaluation.

At 31 March 2021 the Group held mineral property exploration and evaluation assets with a carrying value of £15.3 million. These carrying values are supported by the results of the 2021 Preliminary Economic Assessment of the Parys Mountain project which estimated a pre-tax net present value, discounted at 10%, of £96 million under Case C, but may not reflect the realizable value of the properties if they were offered for sale at this time.

The directors considered that the effect of Covid-19, if any, was likely to be minimal and short-term relative to the life of the project.

At the reporting date, and as detailed in Note 10 the Directors considered the carrying value of the Parys Mountain exploration and evaluation assets to determine whether specific facts and circumstances suggest there is any indication of impairment. They carefully considered the positive results of the recent independent PEA and the plans for moving the project forward. Consequently, the Directors concluded that there were no facts and circumstances which materially changed during the year which might trigger an impairment review and that there are no indicators of impairment.

The successful placement of shares during the year resulted in a cash inflow of £1,068,200, after fees and expenses. The cash balance at 31 March 2021 was £891,767, compared to £95,311 at 31 March 2020, the increase being due to (i) placements for cash of new shares between August 2020 and January 2021, (ii) the subsequent exercise of all the warrants granted at the same time as the first of those share issues and (iii) the exercise by directors and a former director of all outstanding options granted under the Group’s share option scheme, which options were set to expire in September.

These funds will be used for ongoing work on the Parys Mountain project, as well as for general corporate purposes.

At 31 March 2021 there were 225,475,732 ordinary shares in issue (2020 – 186,975,732), the increase being due to the financing events referred to above. At 2 September 2021 there were 225,475,732 ordinary shares in issue.

The use of financial instruments is described in note 23.

Performance

The Group holds interests in exploration and evaluation properties and, until a mine is placed into production, there are no standardised performance indicators which can usefully be employed to gauge performance., The publication of the independent PEA on the Parys Mountain project in January 2021, which built upon the optimisation studies successfully completed over the previous two years, and included a new expanded mineral resource estimate, with a financial model for an expanded case at 3,000 tpd which indicated a pre-tax NPV10% of £96 million and a 26% IRR, demonstrated a significant improvement on previous studies and steady progress.

The chief external factors affecting the ability of the Company to move its projects forward are primarily the demand for metals and minerals, levels of metal prices and the market sentiment for investment in mining and mineral exploration companies. These and other factors are dealt with in the risks and uncertainties section below.

Section 172 Statement

The Directors, both individually and collectively, believe, in good faith, that throughout the year and at every meeting of the Board and management when making every key decision, they have acted to promote the success of the Group for the benefit of its members as a whole, as required by Section 172 of the Companies Act 2006, having regard to the stakeholders and matters set out in section 172(1) of the Companies Act 2006. The Directors Section 172 Statement follows.

Section 172 of the Companies Act is contained in the part of the Act which defines the duties of a director and concerns the “duty to promote the success of the Company”.

Section 172 adopts an ‘enlightened shareholder value’ approach to the statutory duties of a company director, so that a director, in fulfilling his duty to promote the success of the company must act in the way he considers, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, and in doing so have regard to other specified factors insofar as they promote the Company’s interests.

The Board of Anglesey Mining recognises its legal duty to act in good faith and to promote the success of the Company for the benefit of its shareholders and with regard to the interests of stakeholders as a whole and having regard to other matters set out in Section 172. These include the likely consequences in the long term of any decisions made; the interest of any employees; the need to foster relationships with all stakeholders; the impact future operations may have on the environment and local communities; the desire to maintain a reputation for high standards of business conduct and the need to act fairly between members of the Company.

The Board recognises the importance of open and transparent communication with shareholders and with all stakeholders, including landowners, communities, and regional and national authorities. We seek to maximise the industry’s benefits to local communities, while minimising negative impacts to effectively manage issues of concern to society.

Shareholders have the opportunity to discuss issues and provide feedback at any time.

The application of the Section 172 requirements can be demonstrated in relation to the Group’s operations and activities during the past year as follows.

Having regard to the likely consequences of any decision in the long term

The Company’s purpose and vision are set out in the Chairman’s Letter and in this Strategic Report. The Board oversees the Company’s strategy and is committed to the long-term goal of the development of the Parys Mountain Project. The activities towards that goal are described and discussed in the Strategic Report. The Board remains mindful that its strategic decisions have long-term implications for the Parys Mountain project, and these implications are carefully assessed. For example, in working with Micon International on the preparation of the PEA, various scenarios were valuated, including three separate development cases or scenarios, utilising planned mine tonnages, ranging from 5.5 million tonnes at 1,500 tpd in Case A, to a larger operation of 11.4 million tonnes at 3,000 tpd in Case C, over a 12-year mine life. In evaluating alternatives or opportunities the Directors always consider the likely consequences of any decision in the long-term that may affect the Group, and the potential impact on long-term shareholder value, including key competitive trends, supply and demand of metals, potential impact on the environment and climate change considerations, all of which were considered in the preparation of the PEA.

Having regard to the need to foster the Company’s business relationships with others

The Company operates as a mineral exploration and development business, without any regular income and is entirely dependent upon new investment from the financial markets for its continued operation. The Board values the benefits of maintaining strong relationships with key partners, contractors and consultants. This is discussed in more detail elsewhere in this Strategic Report. As a mine development company, the Board understands that a range of third parties- regulators, contractors, suppliers, and potential customers for the concentrates that would be produced from a mine at Parys Mountain, are relevant to the sustainability of the Company business.

Having regard to the interests of the Company’s employees

The Group currently has no full-time employees and is managed by its directors and a small number of associates and sub-contract staff. The Board takes steps to ensure that the suggestions, views and interests of the Company’s personnel are considered in decision-making.

Having regard to the desirability of the Company maintaining a reputation for high standards of business conduct

The Board is committed to high standards of corporate governance, integrity, and social responsibility and to managing the Company in an honest and ethical manner, as further discussed in the Corporate Governance Report. The Directors strive to apply ethical business practices and conduct themselves in a responsible and transparent manner with the goal of ensuring that Anglesey Mining plc maintains a reputation for high standards of business conduct and good governance.

Having regard to the impact of the Company’s operations on the community and the environment

The Board takes a broad range of stakeholder considerations into account when making decisions and gives careful consideration any potential impacts on the local community and the environment. The Board strives to maintain good relations with the local community, especially with local businesses in North Wales. For example, in reviewing various alternative options of the possible expansion of planned mining operations at Parys Mountain, as part of the QME optimisation studies and as further reviewed as part of the preparation of the PEA, the Board considered the impact of such possible expansion on the local footprint of the property, the potential environmental impact, the number of employees and the impact on local communities and businesses.

The Corporate Governance Report discusses how the Directors engage with and have had regard to the community in which the Group operates. Further discussion of these activities can be found in this Strategic Report. As a mine development company, the Board understands that recognising and having regard to the potential impact the Company’s operations may have on the community and the environment is essential to underpinning the social licence necessary to operate. In making decisions about the development of a mine at Parys Mountain, the Board would seek to maximise the benefits to the local community, while minimising negative impacts, and to effectively manage issues of concern to society. By aligning future operations to environmental, social and governance performance the Company will seek to deliver on its purpose to create value through responsible and sustainable mining.

Having regard to the need to act fairly as between members of the Company

The Company has only one class of share in issue and all shareholders benefit from the same rights, as set out in the Articles of Association and as required by the Companies Act 2006. Since 1996 a Controlling Shareholder Agreement has been in place with Juno Limited, the largest shareholder, which provides that Anglesey will maintain an independent board and any transactions between Juno and Anglesey will be at an arm’s length basis.

The Board recognises its legal and regulatory duties and does not take any decisions or actions, such as selectively disclosing confidential or inside information, that would provide any shareholder with any unfair advantage or position compared to the shareholders as a whole.

Risks and uncertainties

The Directors have carried out an assessment of the principal risks facing the Group, including those that would threaten its business model, future performance, solvency or liquidity. In conducting its business, the Group faces a number of risks and uncertainties, the more significant of which are described below. The board believes the principal risks are adequately disclosed in this annual report and that there are no other risks of comparable magnitude which need to be disclosed.

Mineral exploration and mine development is a high-risk speculative business and the ultimate success of Anglesey Mining will be dependent on the successful development of a mine at Parys Mountain, which is subject to numerous significant risks most of which are outside the control of the Board.

In reviewing the risks facing the Group, the Board considers it is sufficiently close to operations and aware of activities to be able to adequately monitor risk without the establishment of any formal process. There may be risks against which it cannot insure or against which it may elect not to insure because of high premium costs or other reasons. However, there are also risks and uncertainties of a nature common to all mineral projects and these are summarised below.

General mining risks

Actual results relating to, amongst other things, results of exploration, mineral reserves, mineral resources, capital costs, mining production costs and reclamation and post closure costs, could differ materially from those currently anticipated by reason of factors such as changes in general economic conditions and conditions in the financial markets, changes in demand and prices for minerals that the Group expects to produce, legislative, environmental and other judicial, regulatory, political and competitive developments in areas in which the Group operates, technological and operational difficulties encountered in connection with the Group’s activities, labour relations, costs and changing foreign exchange rates and other matters.

The mining industry is competitive in all of its phases. There is competition within the mining industry for the discovery and acquisition of properties considered to have commercial potential. The Group faces competition from other mining companies in connection with the acquisition of properties, mineral claims, leases and other mineral interests, should it seek to pursue such opportunities, as well as for the recruitment and retention of qualified employees and other personnel and in attracting investment and or potential joint venture partners to its properties.

Exploration and development

Exploration for minerals and development of mining operations involve risks, many of which are outside the Group’s control. Exploration by its nature is subject to uncertainties and unforeseen or unwanted results are always possible. Mineral exploration and development is a speculative business, characterized by a number of significant risks including, among other things, unprofitable efforts resulting not only from the failure to discover mineral deposits but also from finding mineral deposits that, though present, are insufficient in quantity and quality to return a profit from production.

Substantial expenditures are required to develop the mining and processing facilities and infrastructure at any mine site. No assurance can be given that a mineral deposit can be developed to justify commercial operations or that funds required for development can be obtained on a timely basis and at an acceptable cost. There can be no assurance that the Group’s current development programmes will result in profitable mining operations. Current operations are in politically stable environments and hence unlikely to be subject to expropriation but exploration by its nature is subject to uncertainties and unforeseen or unwanted results are always possible.

Development and liquidity risk

The going concern risk is discussed in detail in the Directors report. The Group has relied on equity financing to fund its working capital requirements and will need to generate additional financial resources to fund all future planned exploration programmes.

On previous occasions and during the year the Group has relied upon its largest shareholder, Juno Limited, for financial support and may be required to do so in the future to ensure the Group will have adequate funds for its current activities. In the absence of support from Juno Limited the Group would be dependent on the proceeds of share issues or other sources of funding. Developing the Parys project will be dependent on raising further funds from various sources.

There is no assurance that the Group will continue to obtain additional financial resources and/or achieve positive cash flows or profitability.

Metal prices

The prices of metals fluctuate widely and are affected by many factors outside the Group’s control. The relative prices of metals and future expectations for such prices have a significant impact on the market sentiment for investment in mining and mineral exploration companies. Metal price are usually expressed and traded in US dollars and any fluctuations may be either exacerbated or mitigated by currency fluctuations which affect the revenue which might be received by the Group in sterling.

Foreign exchange

LIM is a Canadian company; Angmag AB and GIAB are Swedish companies. Accordingly, the value of the Group’s holdings in these companies is affected by exchange rate risks. Operations at Parys Mountain are in the UK and exchange rate risks are minor. Most of the cash balance at the year-end was held in sterling – see notes 18 and 24.

Permitting, environment, climate change and social

The Group holds planning permissions for the development of the Parys Mountain property, but further environmental studies and assessments and various approvals and consents will be required to carry out proposed activities and these may be subject to various operational conditions and reclamation requirements.

Employee and personnel

The Group is dependent on the services of a small number of key executives specifically the chairman, chief executive and finance director. The loss of these persons or the Group’s inability to attract and retain additional highly skilled and experienced employees for any areas in which the Group might engage may adversely affect its business or future operations. A discussion on the composition and assessment of the Board of Directors is included in the Report on Corporate Governance.

Brexit

The Directors believe that the effect on the specific operations of the UK having left the European Union is unlikely in and of itself to be material and the resultant expected focus on domestic investment in the UK may be beneficial to the Parys Mountain Project.

Covid-19

The Directors have carefully considered the impact of the Covid-19 pandemic on the Parys Mountain property and have concluded that to date it has had no impact on the project and further it is unlikely to have, assuming that the pandemic does not escalate and passes over in the next two to three years. The project is not currently in production, so Covid-19 does not impact current operations.

In our Annual Report last year, we noted that we did not expect the Covid-19 pandemic to have any material effect on operations or to have any major long-term impact. In the year just completed that has proved to be largely correct as the Group suspended all field activities in compliance with Government guidelines to help limit the spread of the virus, and continued to operate in a socially responsible manner, ensuring the safety of all personnel and community. Nevertheless, although the pandemic has no direct impact on the Parys Mountain property and is not expected to affect its ongoing exploration and development, equity financing is relied upon to generate additional financial resources to fund working capital requirements and to fund the planned programmes and travel restrictions did hamper the ability to meet with potential investors and conduct due diligence exercises and site visits and these impediments may continue for the immediate future.

The Group cannot accurately predict the impact the COVID-19 pandemic will have on its operations, including uncertainties relating to the duration of the pandemic, the ultimate severity of the disease, the duration of travel and quarantine restrictions imposed by governmental authorities, and the impact on schedules and timelines for planned operations or exploration programs. In addition, this widespread health crisis has adversely affected the economies and financial markets resulting in an economic and financial downturn that could r affect the Company’s ability to finance its operations.

As noted last year one of the impacts of the Covid-19 pandemic has, paradoxically, been an improvement in the demand for commodities as governments around the world launch huge stimulus programmes focused on infrastructure and job creation leading to the potential significant increase in demand for metals.

Group Prospects

The Parys Mountain mine is not yet in production and does not generate any revenue. We have no sales at present and the continuance of operations is entirely dependent upon our ability to raise adequate financing.

The progress from the QME optimisation study as reported last year through to the production of the Micon PEA earlier this year has been very positive. The results show that once in production Parys Mountain should be able to make very positive financial returns. The key to this development is now securing the necessary finance to continue to move the project towards production.

The Company plans to phase the development of the Parys Mountain project by undertaking the various optimisation programmes and completing a prefeasibility or feasibility study to progress the Parys Mountain Mine towards production.

Metal Price Outlook Positive

The strength of base and precious metal prices to date in 2021 is very encouraging. The two key metals for Parys Mountain are copper and zinc, although it should be noted that at mid- 2021 precious metal prices the value of gold and silver to be produced at Parys Mountain would represent about 10% of the total revenue stream.

Over the past year, base metal prices have posted strong gains, driven by resilience in the global economy, investment speculation, supply disruptions and inventory depletion. The Covid-19 pandemic led to a decrease in metal demand in China during the first quarter of 2020, but demand rebounded strongly in the second half of 2020 as incentive measures in the country kick-started industrial activity.

Copper moved significantly from around $2.80/lb per pound last year to a high of $4.85/lb in May 2021. The rally in copper prices in 2020 was due mainly to the recovery of Chinese copper demand which was underpinned by Chinese government stimulus. In 2021, continued fiscal and monetary policy support is providing additional momentum to prices against a backdrop of multi-year low exchange stocks. Notwithstanding a mid-summer slowdown, Chinese demand is expected to remain strong in 2021, due to the real estate sector and an increase in air conditioning, automotive, and consumer durable production.

The use of copper in electrification is expected to continue to create strong demand in the long term and looking at previous cycles the copper price recovery could still be in early stages. London Metals Exchange (“LME” 3 month prices hit 10-year highs of ~$10,700/t ($4.85/lb) in May, driven by expectations of a global economic recovery, the green energy story and multi-year low metal exchange inventories. CRU, the commodities research unit, has forecast its 2021 LME 3 Month copper price average at $8,835/t ($4.00/lb), an increase of 43% on the 2020 average.

The demand for zinc metal increased from the end of the first quarter of 2020 through the rest of the year and zinc prices improved throughout the second half of the year and through the first half of 2021. Zinc prices on the (LME) averaged US$1.03 per pound for 2020 but ended the year at US$1.24/lb and rose to a high of US$1.39/lb in May 2021 and traded between US$1.30 to $1.40/lb in June, July and August..

Zinc inventories on the LME followed a similar pattern falling from 250,000 tonnes in April 2020 to almost 50,000 tonnes in March of 2021 and then rising back to the 250,000 tonnes level. The increase in inventories came after China, through the National Food and Strategic Reserves Administration sold a total of 30,000 tonnes of zinc and 20,000 tonnes of copper from China’s national strategic reserves in June and 50,000 tonnes of zinc and 30,000 tonnes of copper in July . to curb rising commodity prices. China’s will sell 30,000 tonnes of copper and 50,000 tonnes of zinc in a third batch of sales via a public auction on September 1, The sales came as China sought to cool the surge in metal prices fuelled by a post-pandemic economic recovery, and speculative buying that has dented manufacturers' margins.

Lead prices on the LME averaged US$ 0.82/lb in 2020, compared to US$0.93/lb in 2019 and ended the year at US$0.80/lb. Since then, lead prices have risen to over the US$1.00/lb level. Lead inventories have remained flat through 2020 hovering around 60,000 tonnes but spiked to more than 140,000 tonnes in January 2021 before settling back to 100,000 tonnes.

Base metals are needed for electrification and adaptation to climate change, copper for power generation, transmission and energy storage; nickel and lead for energy storage, and zinc for extending the lifespan of products. It is expected that the post-pandemic global stimulus plans and the requirement for increased production to achieve climate neutrality by 2050 will provide long term support for metal prices, in particular for copper.

Wood Mackenzie, the commodities research firm, has suggested in its Energy Transition Outlook (ETO) that demand for primary copper is set to grow by an average of ~2% p.a. over the next 20 years, while its Accelerated Energy Transition (AET2) Scenario, which limits the average global temperature increase to 2 degrees from 1990 levels, suggests the potential to boost copper demand growth to 3.5% p.a. leading to a doubling of global primary demand by 2040. “The energy transition cannot happen without a sufficient, timely and ESG compliant copper supply in place” states Wood Mackenzie.

Because China accounts for more than half of global base metal demand and a significant share of global metal supply, economic developments in China will continue to be a major factor in metal markets and prices over the long term.

In 2020 the price of iron ore surged to a nine-year high of US$170 per tonne (62% Fe Fines CFR China), driven largely by sustained demand in China and supply constraints in Brazil. In the first half of 2021, the price of iron ore climbed another 40%, to an all-time record US$235 per tonne in May, before retreating to US$215 per tonne by the end of June and declining below US$200 to US$160 per tonne range in August. It was to be expected that the price would see some contraction. Nevertheless, iron ore demand in China has proven to be extremely strong, as infrastructure stimulus programmes have been driving a robust economic recovery and strong Chinese steel production.

There are pundits who are suggesting that the next metals super-cycle is in place and sustainable for many years to come. Nevertheless, there are also doomsayers, particularly amongst the analytical industry, who believe backwardation curves represent the future but who find it difficult to look at the realpolitik situation. Their negative views have prevailed over many years but have generally proved incorrect.

As we did in last year’s report, we point out that mines have a limited life span, and the supply of metal will decline unless new mines are put into production. Investment in new mines will only take place if companies believe that future metal prices will make investment profitable. The Directors, who have long experience in the base metals markets through many price cycles, believe that continued strength in metal prices is very likely because the industry has not been investing in any significant levels of exploration in recent years while demand for metals continues to steadily grow.

In Anglesey, we believe that the correct approach is to factor in current and expected demand and to assume some but not all forecast new production. Higher prices will eventually be reflected in increased production, but the lead-time for such new production can be significant, and it is likely that the demand for metals will remain strong and the positive outlook for metal prices will continue for many years to come.

We have outlined new initiatives at the Parys Mountain base metal project and at the Grangesberg and Labrador iron ore projects. These initiatives will each be critical in moving all these projects thorough to production. These are all exciting opportunities and need to be moved forward with the greatest speed possible within the constraints of the financial resources available.

This report was approved by the board of Directors on 2 September 2021 and signed on its behalf by:

Bill Hooley Jo Battershill

Deputy Chairman Chief Executive

Directors’ report

The Directors are pleased to submit their report and the audited accounts for the year ended 31 March 2021.

The Corporate Governance statement which follows forms part of this report. The principal activities of the Group and other information are set out in the Strategic Report section preceding this report. Certain matters relating to financial performance, risk exposure and management, and future developments have been included within the Strategic Report.

Directors

The names of the Directors are shown in the Directors’ remuneration report and biographical details are shown on the inside rear cover. All Directors remain in office. The responsibilities of the Directors are discussed in the Corporate Governance Report.

With regard to the appointment and replacement of directors, the Company is governed by its Articles, the Companies Act and related legislation. The Articles themselves may be amended by special resolution of the shareholders. Under the Articles, any director appointed by the board during the year must retire at the AGM following his appointment and therefore Jo Battershill who was appointed as a director on 1 August 2021 will offer himself for election at the AGM. In addition, the Articles require that one-third of the remaining directors retire by rotation at each general meeting and seek re-appointment. However, it is now the Company’s practice to submit re-election resolutions for all directors at each AGM.

Directors’ interests in shares

25 August 2021

31 March 2021

31 March 2020

Director

Number of options

Number of ordinary shares

Number of options

Number of ordinary shares

Total

Number of options

Number of ordinary shares

Total

John Kearney

-

-

-

500,000

500,000

500,000

-

500,000

Bill Hooley

-

200,000

-

1,200,000

1,200,000

1,000,000

200,000

1,200,000

Jo Battershill

-

22,971

n/a

n/a

Danesh Varma

-

-

-

1,000,000

1,000,000

1,000,000

-

1,000,000

Howard Miller

-

-

-

500,000

500,000

500,000

-

500,000

-

222,971

-

3,200,000

3,200,000

3,000,000

200,000

3,200,000

  1. All of these interests are beneficial.

  2. The family interests of Danesh Varma have a significant shareholding of Juno Limited, a connected person, which has notified an interest in 57,924,248 ordinary shares.

Directors' share options

Details of each share option held over ordinary shares in the Company (all of them beneficial) by all those who were directors during the year are set out below. All options were over ordinary shares of 1 pence each and were subject to a performance condition that the Company’s share price performance over the period from grant to exercise must exceed that of the companies in the FTSE 100 index.

Name

Options at 1 April 2020

Granted in year

Exercised in year

Lapsed in year

Options at 31 March 2021

Exercise price

Date from which exercisable

Expiry date

John Kearney

500,000

-

500,000

-

-

2.000p

30 Sep 17

30 Sep 21

Bill Hooley

1,000,000

-

1,000,000

-

-

2.000p

30 Sep 17

30 Sep 21

Howard Miller

500,000

-

500,000

-

-

2.000p

30 Sep 17

30 Sep 21

Danesh Varma

1,000,000

-

1,000,000

-

-

2.000p

30 Sep 17

30 Sep 21

3,000,000

-

3,000,000

-

0

The market price of the ordinary shares at 31 March 2021 was 3.64 pence, the high for the year to 31 March 2021 was 8.9 pence and the low for the year was 1.0 pence. The mid-market price at 24 August 2021 was 3.8 pence.

On 16 March 2021, the Company announced the exercise of all 3,500,000 options by the directors and by David Lean, a past director, being all of the options outstanding. These options had been granted in 2016 under the Unapproved Share Option Scheme and had an expiry date of 30 September 2021. The Directors felt it would be appropriate to exercise the options prior to the end of the financial year on 31 March 2021. All of the shares resulting from the share option exercises were sold in May 2021. The gains made by each director at exercise are shown in the table below.

Name

Gain on option exercise

£

John Kearney

13,000

Bill Hooley

26,000

Danesh Varma

26,000

Howard Miller

13,000

Total

78,000

Directors’ interests in material contracts

Juno Limited (Juno), which is registered in Bermuda, holds 25.7% of the ordinary share capital. There is a controlling shareholder agreement and working capital agreement with Juno and note 18 sets out movements under this working capital agreement. Apart from interest charges there were no transactions between the Group and Juno or its group during the year. An independent committee reviews and approves any transactions and potential transactions with Juno. The family interests of Danesh Varma, a director of the Company, have a significant shareholding in Juno.

John Kearney, Bill Hooley and Danesh Varma, as nominees of the Company, are directors of Grangesberg Iron AB. Similarly, Bill Hooley and Danesh Varma are directors of Angmag AB as nominees of the Company. Danesh Varma has been associated with the Grangesberg project since 2007 when he became a director of Mikula Mining Limited, a company subsequently renamed Eurang Limited, previously involved in the Grangesberg project. He did not take part in the decision to enter into the Grangesberg project when this was approved by the board in 2014. The Group has a liability to Eurmag AB, a subsidiary of Eurang, amounting to £332,272 at the year-end (2020 – £321,105). See also note 24.

There are no other contracts of significance in which any Director has or had during the year a material interest.

The Company takes out a directors’ and officers’ liability insurance policy on normal commercial terms which includes third party indemnity provisions.

Substantial shareholders

At 24 August 2021 Juno Limited had notified an interest in 57,924,248 shares representing 25.7% of the issued ordinary shares.

Shares

Allotment authorities and disapplication of pre-emption rights

The Directors would ideally wish to allot any new share capital on a pre-emptive basis, however in the light of the Group’s potential requirement to raise further funds for its ongoing exploration and development programs and working capital, or the acquisition of new mineral ventures or other activities, they believe that it is appropriate to have a larger amount available for issue at their discretion without pre-emption than is recommended for larger listed companies. At a general meeting to be held on 30 September 2021, the Directors will seek a renewal and replacement of the existing share allotment authorities.

The authority sought in resolution 10 of the meeting is to enable the Directors to allot new shares and grant rights to subscribe for, or convert other securities into, shares up to a nominal value of £750,000 (75,000,000 ordinary shares) which is approximately one third of the total issued ordinary share capital at 24 August 2021. The Directors will consider issuing shares if they believe it would be appropriate to do so in respect of potential financings or business opportunities that may arise consistent with the Group's strategic objectives. The Directors have no immediate intention of exercising this general authority, other than in connection with the potential issue of shares for interim financings to fund working capital or pursuant to the employee share and incentive plans.

The purpose of resolution 11 is to authorise the Directors to allot new shares pursuant to the general authority given by resolution 10 in connection with a pre-emptive offer or offers to holders of other equity securities if required by the rights of those securities or as the board otherwise considers necessary, or otherwise up to an aggregate nominal amount of £560,000 (56,000,000 ordinary shares). This aggregate nominal amount represents approximately 25% of the issued ordinary share capital at 24 August 2021. Whilst such authority is more than the 5% of existing issued ordinary share capital which is recommended for larger listed companies, it will provide additional flexibility which the Directors believe is in the best interests of the Group in its present circumstances. This authority will expire on 31 December 2022. The Directors intend to seek renewal of this authority at future annual general meetings.

Rights and obligations attached to shares

The rights and obligations attached to the ordinary and deferred shares are set out in the Articles of Association. The deferred shares are non-voting, have no entitlement to dividends and have negligible rights to return of capital on a winding up. Details of the issued share capital are shown in note 20. Details of employee share schemes are set out in the Directors’ remuneration report and in note 21.

Subject to the provisions of the Companies Act 2006, the rights attached to any class may be varied with the consent of the holders of three-quarters in nominal value of the issued shares of the class or with the sanction of an extraordinary resolution passed at a separate general meeting of the holders of the shares of the class. There are no restrictions on the transfer of the shares.

Voting rights

Each ordinary share carries the right to one vote at general meetings of the Company. Holders of deferred shares, which are of negligible value, are not entitled to attend, speak or vote at any general meeting, nor are they entitled to receive notice of general meetings.

Votes may be exercised at general meetings in relation to the business being transacted either in person, by proxy or, in relation to corporate members, by corporate representative. The Articles provide those forms of proxy shall be submitted not less than 48 hours (excluding any part of a day that is not a working day) before the time appointed for holding the meeting or adjourned meeting.

No member shall be entitled to vote at any meeting unless all monies, if any, presently payable in respect of their shares have been paid, but no such shares are in issue. Furthermore, no member shall be entitled to attend or vote at any meeting if he has been served with a notice after failing to provide the Company with information concerning interests in his shares.

Significant agreements and change of control

There are no agreements between the Company and its directors or employees that provide for compensation for loss of office or employment that may occur because of a takeover bid. The share plan contains provisions relating to a change of control. Outstanding awards and options would normally vest and become exercisable on a change of control, subject to the satisfaction of any performance conditions.

Employment, community and donations

The Group is an equal opportunity employer in all respects and aims for high standards from and for its employees. At 31 March 2021 there were four male directors and no female directors. The Group also had two part-time employees and two consultants. There were no full-time employees. The Group aims to be a valued and responsible member of the communities that it operates in or affects. The policies on these matters are further discussed in the Report on Corporate Governance. There are no social, community or human rights issues which require the provision of further information in this report.

Environment and greenhouse gas emissions

The Company has established policies and procedures to ensure that is future operations will be conducted in compliance with all relevant laws and regulations and that will enable the Company to meet its high standards for corporate sustainability and environmental stewardship. Currently the Company’s projects are not in operation and consequently any effect on the environment is very slight, being limited to the usage of two small offices, where recycling and energy usage minimisation are encouraged. No activities or processes which lead to the production of greenhouse gases are undertaken. The extent to which administrative and management functions result in greenhouse gas emissions is impracticable to estimate and, in any event, less than the amount reportable under the Energy and Carbon Regulations 2018.

Report on payments to governments

The Group is required to disclose payments made to governments in countries where exploration or extraction activities are undertaken and hereby reports that no such payments made in the year.

Dividend

The Group has no revenues and the Directors do not recommend a dividend (2020 – nil).

Going concern and viability

The Directors have considered the business activities of the Group as well as its principal risks and uncertainties as set out in this report. When doing so they have carefully applied the guidance given in the ‘Guidance on Risk Management, Internal Control and Related Financial and Business Reporting’ issued in September 2014.

The financial statements are prepared on a going concern basis. The validity of the going concern basis is dependent on finance being available for the continuing working capital requirements of the Group for the foreseeable future, being a period of at least twelve months from the date of approval of the accounts. Based on the current cash reserves, the Group has sufficient finance available for the continuing working capital requirements of the Group on a status quo basis for at least twelve months from the date of the financial statements.

Looking to the period beyond the twelve months covered by current cash resources the Group will need to generate additional financial resources to progress the ongoing development of the Parys Mountain project and will require interim funding to finance the further studies, optimisation and feasibility programmes and, in the longer term, senior financing to fund the capital and development costs to put the Parys Mountain Mine into production. The Group has relied primarily on equity financings to fund its working capital requirements and will be required to do so in the future to ensure the Group will have adequate funds for its planned activities and to continue as a going concern. The Group has operated for more than 30 years, in what at times have been challenging economic and investment climates and has continued to attract the necessary investment to continue as a going concern.

We rely upon this long experience and particularly upon the potential of the mineral assets at Parys Mountain on which Anglesey was founded. These mineral resources are held largely as freehold and cannot be diminished by any act of nature. Given this permanency, both legally and geologically, the Directors believe that future funding will be found at least for the medium term of two years from the balance sheet date to support the ongoing maintenance and operation of the Parys Mountain property. In making this assessment the Directors have substantially relied on the key assumption that the underlying costs of maintenance and operation will not change, that there are no unrecognised liabilities that will become due and on their experience of being able to raise additional investment as and when required over the last 30 years. During the past year we successfully raised over £1,000,000 in new financings

The Directors are actively pursuing various options regarding proposals for financing and are in discussions with a range of investors. Whilst these discussions continue the Directors have reasonable expectations that these will be successful and therefore the financial statements have been prepared on the going concern basis. Nevertheless, there is a risk that adequate additional funding may not be available on a timely basis or on acceptable terms to move the Parys Mountain project through to its full potential and there is no guarantee that such funding will be available, or that the Group will be successful in raising the necessary investment to advance the development of the project and put a mine at the Parys Mountain property into production. Given the limited financial resources currently available, there is a risk that the Group will not have sufficient financial resources to fund all its planned program requirements, and therefore there exists a material uncertainty concerning the ability of the Group and the Company to continue as a going concern.

Post balance sheet events

There are no post balance sheet events to report.

Statement of directors’ responsibilities

The Directors are responsible for preparing the annual report and the financial statements which have been prepared in accordance with applicable law and international accounting standards in conformity with the Companies Act 2006 and, as regards the parent company financial statements, as applied in accordance with the provisions of the Companies Act 2006, and as regards the group financial statements, international financial reporting standards adopted pursuant to Regulation (EC) No. 1606/2002 as it applies in the European Union..

Under company law 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 parent company financial statements and of their profit and loss for that period.

In preparing the financial statements the Directors are required to:

  • select suitable accounting policies and then apply them consistently;

  • make judgements and estimates that are reasonable and prudent;

  • state that the financial statements comply with IFRSs; and

  • prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and the parent Company will continue in business.

The Directors confirm that they consider the annual report and accounts, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company and Group’s performance, business model and strategy.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the parent Company’s transactions and disclose with reasonable accuracy at any time the financial position of the parent Company and the Group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the parent Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report, Directors’ Report, Section 172 Statement, Remuneration Report and Corporate Governance Statement that comply with that law and those regulations. The Directors Section 172 Statement which describes how the Directors have had regard to the matters set out in section 172(1) (a) to (f) when performing their duty under section 172 is included in the Strategic Report elsewhere in this Annual Report.

The Directors are responsible for the maintenance and integrity of the Group website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Each of the Directors, whose names and functions are listed on the inside rear cover, confirm that, to the best of their knowledge:

  • the Group financial statements, which have been prepared in accordance with IFRSs, give a true and fair view of the assets, liabilities, financial position and loss of the Group; and

  • the Strategic and Directors’ Reports include a fair review of the development and performance of the business and the position of the Group, together with a description of the principal risks and uncertainties that it faces.

Auditor

Each of the Directors in office at the date of approval of the annual report confirms that so far as they are aware there is no relevant audit information of which the Company’s auditor is unaware. Each Director has taken all of the steps which they ought to have taken as a director in order to make themselves aware of that information and to establish that the auditor is aware of that information. This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

This report was approved by the board of directors on 2 September 2021 and signed on its behalf by:

Danesh Varma

Company Secretary

Audit committee report

Howard Miller is, at present, the only member of the audit committee. He has extensive mineral industry experience and the necessary recent and relevant experience required by the Code. The committee’s terms of reference have been approved by the Board and follow published guidelines. The audit committee’s primary responsibilities are to establish and monitor the Group’s financial risk management systems with particular reference to internal control systems and to ensure that financial statements and other financial communications are properly prepared.

Financial statements and internal control

The audit committee reviews the half-yearly and annual accounts before they are presented to the board, focusing in particular on accounting policies and areas of management judgement and estimation. The committee ensures that the judgements made in applying accounting policies and key sources of estimation uncertainty are properly disclosed and discussed at the end of note 2 to the Accounts and has nothing further to report in respect of them.

The Audit Committee is responsible for monitoring the controls which are in place to ensure the information reported to the shareholders, taken as a whole, is fair, balanced and understandable and provides the information necessary to give a true and fair view of the assets, liabilities and financial position of the Company.

The Audit Committee also considers internal control and risk management issues and contributes to the Board’s review of the effectiveness of the Group’s systems and procedures for financial reporting, internal control and risk management and to the disclosure and explanation of the risks faced by the Group. These are set out in the Strategic Report.

The Committee notes that the consolidation schedules have been prepared under the direction of the Finance Director and is satisfied that, given the stage of development of the business, and the involvement of the Board in all decisions, no further internal controls over this process are required.

Internal and external audits

The Audit Committee considered the need for an internal audit function, which it believes is not required at present due to the limited operations of the Group. The Committee is available should any personnel wish to make representations to the committee about the conduct of the affairs of the Group.

The Audit Committee oversees the relationship with the external auditor and meets with the external auditors to review the planning and scope of the audit and identify key audit matters, and again before approving the financial statements, to review the nature, scope and effectiveness of the audit, and the results of the audit and discuss any issues which may arise from the audit.

The Committee monitors the performance of the external auditor and advises the Board on the appointment of external auditors and on their remuneration for both audit and non-audit work. The Committee also reviews the effectiveness of the external auditor by enquiries and discussions with the Group staff involved in the audit and with the finance director.

The Audit Committee also undertakes a formal assessment of the auditor’s independence each year which includes: a review of any non-audit services provided to the Group; discussion with the auditor of all relationships with the Company and any other parties that could affect independence or the perception of independence; a review of the auditor’s own procedures for ensuring the independence of the audit firm and partners and staff involved in the audit, including the regular rotation of the audit partner; and obtaining confirmation from the audit partner that, in his/her professional judgement, he/she is independent. An analysis of the fee payable to the external audit firm in respect of both audit and non-audit services during the year is set out in note 4 to the financial statements.

The current audit partner, Robert Neate, has already signed the audit report since 2016 that is for 5 years, which is the normal term. The Audit Committee asked that he remain as partner for this year on audit quality grounds conscious of the pressure audit firms are under reflecting the current audit challenges in respect of remote working and other Covid related issues and the guidance to companies issued by the FRC.

Mazars were originally appointed as auditors in 2008 after a tendering process involving four firms. In 2018 a further tendering process involved three firms including Mazars and, following an assessment, Mazars were reappointed.

Howard Miller

Audit committee chair

2 September 2021

Group income statement

All attributable to equity holders of the company

Notes

Year ended 31 March 2021

Year ended 31 March 2020

All operations are continuing

£

£

Revenue

-

-

Expenses

(162,824)

(134,796)

Investment income

6

39

287

Finance costs

7

(165,702)

(170,029)

Foreign exchange movement

(31)

28

Loss before tax

4

(328,518)

(304,510)

Taxation

8

-

-

Loss for the period

(328,518)

(304,510)

Loss per share

Basic - pence per share

9

(0.2)p

(0.2)p

Diluted - pence per share

9

(0.2)p

(0.2)p

Group statement of comprehensive income

Loss for the period

(328,518)

(304,510)

Other comprehensive income

Items that may subsequently be reclassified to profit or loss:

Change in fair value of investment

14

4,053,506

-

Foreign currency translation reserve

(10,067)

(23,350)

Total comprehensive profit/(loss) for the period

3,714,921

(327,860)

Group statement of financial position

31 March 2021

31 March 2020

Notes

£

£

Assets

Non-current assets

Mineral property exploration and evaluation

10

15,317,293

15,215,723

Property, plant and equipment

11

204,687

204,687

Investments

14

4,163,664

100,099

Deposit

15

123,787

123,748

19,809,431

15,644,257

Current assets

Other receivables

31,381

16,505

Cash and cash equivalents

16

891,767

95,311

923,148

111,816

Total assets

20,732,579

15,756,073

Liabilities

Current liabilities

Trade and other payables

17

(126,228)

(98,244)

(126,228)

(98,244)

Net current assets

796,920

13,572

Non-current liabilities

Loans

18

(4,147,294)

(3,981,893)

Long term provision

19

(50,000)

(50,000)

(4,197,294)

(4,031,893)

Total liabilities

(4,323,522)

(4,130,137)

Net assets

16,409,057

11,625,936

Equity

Share capital

20

7,765,591

7,380,591

Share premium

10,941,509

10,258,309

Currency translation reserve

(90,533)

(80,466)

Retained losses

(2,207,510)

(5,932,498)

Total shareholders' funds

16,409,057

11,625,936

The financial statements of Anglesey Mining plc which include the notes to the accounts were approved
by the board of directors, authorised for issue on 2 September 2021 and signed on its behalf by:

John F. Kearney, Chairman

Danesh Varma, Finance Director

Company statement of financial position

31 March 2021

31 March 2020

Notes

£

£

Assets

Non-current assets

Investments

13

14,576,869

14,460,642

14,576,869

14,460,642

Current assets

Other receivables

7,448

5,960

Cash and cash equivalents

16

883,463

92,885

890,911

98,845

Total assets

15,467,780

14,559,487

Liabilities

Current liabilities

Trade and other payables

17

(66,767)

(67,191)

(66,767)

(67,191)

Net current assets

824,144

31,654

Non-current liabilities

Loan

18

(3,815,022)

(3,660,788)

(3,815,022)

(3,660,788)

Total liabilities

(3,881,789)

(3,727,979)

Net assets

11,585,991

10,831,508

Equity

Share capital

20

7,765,591

7,380,591

Share premium

10,941,509

10,258,309

Retained losses

(7,121,109)

(6,807,392)

Shareholders' equity

11,585,991

10,831,508

The company reported a loss for the year ended 31 March 2021 of £313,717 (2020 - £275,206). The financial statements
of Anglesey Mining plc registered number 1849957 which include the notes to the accounts were approved by the
board of directors, authorised for issue on 2 September 2021 and signed on its behalf by:

John F. Kearney, Chairman

Danesh Varma, Finance Director

Statements of changes in equity

All attributable to equity holders of the company.

Group

Share
capital

Share
premium

Currency translation reserve

Retained losses

Total

£

£

£

£

£

Equity at 1 April 2019

7,286,914

10,171,986

(57,116)

(5,627,988)

11,773,796

Total comprehensive loss for the year:

Loss for the year

-

-

-

(304,510)

(304,510)

Exchange difference on
translation of foreign holding

-

-

(23,350)

-

(23,350)

Total comprehensive loss for the year

-

-

(23,350)

(304,510)

(327,860)

Transactions with owners:

Shares issued

93,677

106,323

-

-

200,000

Share isssue expenses

-

(20,000)

-

-

(20,000)

Equity at 31 March 2020

7,380,591

10,258,309

(80,466)

(5,932,498)

11,625,936

Total comprehensive loss for the year:

Loss for the year

-

-

-

(328,518)

(328,518)

Change in fair value of investment

-

-

-

4,053,506

4,053,506

Exchange difference on
translation of foreign holding

-

-

(10,067)

-

(10,067)

Total comprehensive loss for the year

-

-

(10,067)

3,724,988

3,714,921

Transactions with owners:

Shares issued

385,000

770,000

-

-

1,155,000

Share issue expenses

-

(86,800)

-

-

(86,800)

Equity at 31 March 2021

7,765,591

10,941,509

(90,533)

(2,207,510)

16,409,057

Company

Share
capital

Share
premium

Retained
losses

Total

£

£

£

£

Equity at 1 April 2019

7,286,914

10,171,986

(6,532,186)

10,926,714

Total comprehensive loss for the year:

Loss for the year

-

-

(275,206)

(275,206)

Total comprehensive loss for the year

-

-

(275,206)

(275,206)

Transactions with owners:

Shares issued

93,677

106,323

-

200,000

Share isssue expenses

-

(20,000)

-

(20,000)

Equity at 31 March 2020

7,380,591

10,258,309

(6,807,392)

10,831,508

Total comprehensive loss for the year:

Loss for the year

-

-

(313,717)

(313,717)

Total comprehensive loss for the year

-

-

(313,717)

(313,717)

Transactions with owners:

Shares issued

385,000

770,000

-

1,155,000

Share issue expenses

-

(86,800)

-

(86,800)

Equity at 31 March 2021

7,765,591

10,941,509

(7,121,109)

11,585,991

Group statement of cash flows

Notes

Year ended 31 March 2021

Year ended 31 March 2020

£

£

Operating activities

Loss for the period

(328,518)

(304,510)

Adjustments for:

Investment income

6

(39)

(287)

Finance costs

7

165,702

170,029

Equity-settled employee benefits

22

-

-

Management fee to associate

-

(8,787)

Foreign exchange movement

31

(28)

(162,824)

(143,583)

Movements in working capital

(Increase)/decrease in receivables

(14,758)

2,685

Increase in payables

3,539

15,708

Net cash used in operating activities

(174,043)

(125,190)

Investing activities

Mineral property exploration and evaluation

(77,618)

(53,826)

Investment

(20,052)

(11,713)

Net cash used in investing activities

(97,670)

(65,539)

Financing activities

Issue of share capital

1,068,200

180,000

Loan received

-

100,000

Net cash generated from financing activities

1,068,200

280,000

Net increase in cash and cash equivalents

796,487

89,271

Cash and cash equivalents at start of period

95,311

6,012

Foreign exchange movement

(31)

28

Cash and cash equivalents at end of period

16

891,767

95,311

Company statement of cash flows

Notes

Year ended 31 March 2021

Year ended 31 March 2020

£

£

Operating activities

Loss for the period

23

(313,717)

(275,206)

Adjustments for:

Finance costs

154,234

154,153

(159,483)

(121,053)

Movements in working capital

(Increase)/decrease in receivables

(1,488)

745

(Decrease)/increase in payables

(424)

714

Net cash used in operating activities

(161,395)

(119,594)

Investing activities

Investments and long term loans

(116,227)

(71,500)

Net cash used in investing activities

(116,227)

(71,500)

Financing activities

Share issues net of expenses

1,068,200

180,000

Loans

-

100,000

Net cash generated from financing activities

1,068,200

280,000

Net increase in cash and cash equivalents

790,578

88,906

Cash and cash equivalents at start of period

92,885

3,979

Cash and cash equivalents at end of period

16

883,463

92,885

Notes to the accounts

1 General information

Anglesey Mining plc is domiciled and incorporated in England and Wales under the Companies Act with registration number 1849957. The nature of the group’s operations and its principal activities are set out in note 3 and in the strategic report. The registered office address is shown at the end of this report.

These financial statements are presented in pounds sterling because that is the currency of the primary economic environment in which the group has been operating. Foreign operations are included in accordance with the policies set out in note 2.

2 Significant accounting policies

Basis of Accounting

The group and company financial statements have been prepared in accordance with applicable law and international accounting standards in conformity with the Companies Act 2006 and, as regards the parent company financial statements, as applied in accordance with the provisions of the Companies Act 2006, and as regards the group financial statements, international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union.

The financial statements have been prepared on the historical cost basis except for the fair valuation of certain financial assets. The principal accounting policies adopted are set out below.

Going concern

The Directors have considered the business activities of the Group as well as its principal risks and uncertainties as set out in this report. When doing so they have carefully applied the guidance given in the ‘Guidance on Risk Management, Internal Control and Related Financial and Business Reporting’ issued in September 2014.

The financial statements are prepared on a going concern basis. The validity of the going concern basis is dependent on finance being available for the continuing working capital requirements of the Group for the foreseeable future, being a period of at least twelve months from the date of approval of the accounts. Based on the current cash reserves and the committed support of Juno, the Group has sufficient finance available for the continuing working capital requirements of the Group on a status quo basis for at least twelve months from the date of the financial statements.

The Group will need to generate additional financial resources to meet its planned business objectives, progress the ongoing development of the Parys Mountain project and continue as a going concern. The plans to phase the development of the project by undertaking the various optimisation programmes and completing a prefeasibility or feasibility study to progress the Parys Mountain Mine towards production require interim funding to finance the further studies and optimisation programmes and, in the longer term, senior financing to fund the capital and development costs to put the Parys Mountain Mine into production.

The Group has relied primarily on equity financings and its largest shareholder Juno Limited to fund its working capital requirements and may be required to do so in the future to ensure the Group will have adequate funds for its current activities and to continue as a going concern.

The Directors are actively pursuing various financing options with certain shareholders and financial institutions regarding proposals for financing and are in discussions with a range of investors, including private equity funds. Whilst these discussions continue the Directors have reasonable expectations that these financing discussions will be successful and therefore the financial statements have been prepared on the going concern basis.

However, given the limited financial resources currently available, and that there is no guarantee that such funding will be available, there is a risk that the Group will not have sufficient financial resources to fund its short-term project funding requirements, and therefore there exists a material uncertainty concerning the ability of the Group and the Company to continue as a going concern or that the Group will be successful in raising the necessary investment to advance the development of the project and put a mine at the Parys Mountain property into production.

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the company and entities controlled by the company (its subsidiaries) made up to 31 March each year. Control is achieved where the company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities.

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 income statement in the period of acquisition. The results of subsidiaries acquired or disposed of during the year are included in the group income statement from the effective date of acquisition or up to the effective date of disposal, as appropriate.

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

Revenue recognition

Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying amount.

Foreign currencies

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing on the dates of the transactions. At the end of each reporting period, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the period end date. Non-monetary assets and liabilities carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Gains and losses arising on retranslation are included in net profit or loss for the period.

On consolidation, the assets and liabilities of the group’s overseas operations are translated at exchange rates prevailing on the period end date. Exchange differences arising, if any, are classified as items of other comprehensive income and transferred to the group’s translation reserve within equity. Such translation differences are reclassified to profit or loss, and recognised as income or as expense, in the period in which there is a disposal of the operation.

Segmental analysis

Operating segments are identified on the basis of internal reports about components of the group that are regularly reviewed by the chief operating decision-maker.

Retirement benefit costs

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. There are no defined benefit retirement schemes.

Equity-settled employee benefits

The group provides equity-settled benefits to certain employees. Equity-settled employee benefits are measured at fair value at the date of grant. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the group’s estimate of shares that will eventually vest and adjusted for the effect of non-market based vesting conditions. Fair value is measured by use of a Black-Scholes model.

Taxation

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the period end liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures, except where the group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. The carrying amount of any deferred tax assets is reviewed at each period end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised and is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

The charge for current tax is based on the results for the year as adjusted for items which are non-taxable or disallowed. It is calculated using rates that have been enacted or substantively enacted by the balance sheet date.

Property, plant and equipment

The group’s freehold land is stated in the statement of financial position at cost. The directors consider that the residual value of buildings, based on prices prevailing at the date of acquisition and at each subsequent reporting date as if the asset were already of the age and in the condition expected at the end of its useful life, is such that any depreciation would not be material.

Plant and office equipment are stated in the statement of financial position at cost, less depreciation. Depreciation is charged on a straight-line basis at the annual rate of 25%. Residual values and the useful lives of these assets are also reviewed annually.

Mineral property exploration and evaluation

Exploration and evaluation assets under IFRS 6 include acquired mineral use rights for mineral properties held by the Company. The amount of consideration paid (in cash or share value) for mineral use rights is capitalised. Mineral exploration and evaluation expenditures are capitalised on a project-by-project basis pending determination of the technical feasibility and the commercial viability of the project. Capitalised costs include costs directly related to exploration and evaluation activities in the area of interest. General and administrative costs are only allocated to the asset to the extent that those costs can be directly related to operational activities.

Exploration and evaluation assets will be amortised to profit or loss once commercial production has been achieved or written off if the exploration and evaluation assets are abandoned or sold. Depletion of costs capitalised on projects when put into commercial production will be recorded using the unit-of-production method based upon estimated proven and probable reserves. The ultimate recoverability of the amounts capitalised for the exploration and evaluation assets and expenditures is dependent upon the delineation of economically recoverable ore reserves, obtaining the necessary financing to complete their development, obtaining and retaining the necessary permits to operate a mine, and realising profitable production or proceeds from the disposition thereof.

The commercial viability of extracting a mineral resource is considered to be determinable when resources are determined to exist, the property rights are current and it is considered probable that the costs will be recouped through successful development and exploitation of the project, or alternatively by sale of the property. Upon determination of resources, exploration and evaluation assets attributable to those resources are first tested for impairment and then reclassified from exploration and evaluation assets to mineral property interests. Expenditures deemed unsuccessful are recognised in operations in the Income Statement.

Expenditures incurred in connection with the development of mineral resources after such time as mineral reserves are proven or probable; permits to operate the mineral resource property are received; financing to complete development has been obtained; and approval of the Board of Directors to commence mining development and operations, are capitalized as deferred development expenditures.

Impairment of tangible and intangible assets

The carrying values of capitalized exploration and evaluation assets are assessed for impairment if fact and circumstances indicate that the carrying amount exceeds the recoverable amount and sufficient data exists to evaluate technical feasibility and commercial viability. If any indication of impairment exists, an estimate of the asset’s recoverable amount is estimated. The recoverable amount is determined as the higher of the fair value less costs of disposition and the asset’s value in use. If the carrying amount of the asset exceeds its estimated recoverable amount, the asset is impaired, and an impairment loss is charged to the Income Statement so as to reduce the carrying amount to its estimated recoverable amount.

Investments

Investments in subsidiaries are shown at historical cost less provisions for impairment in value. Income from investments in subsidiaries together with any related withholding tax is recognised in the income statement in the period to which it relates.

Investments which are not subsidiaries are shown at fair value.

Associates are accounted for using the equity method.

Impairment of financial assets measured at amortised cost

At each reporting date the Group recognises a loss allowance for expected credit losses on financial assets measured at amortised cost. In establishing the appropriate amount of loss allowance to be recognised, the Group applies either the general approach or the simplified approach, depending on the nature of the underlying group of financial assets.

The general approach is applied to the impairment assessment of refundable deposits, restricted cash and cash and cash equivalents. Under the general approach the Group recognises a loss allowance for a financial asset at an amount equal to the 12-month expected credit losses, unless the credit risk on the financial asset has increased significantly since initial recognition, in which case a loss allowance is recognised at an amount equal to the lifetime expected credit losses. Under the simplified approach the Group always recognises a loss allowance for a financial asset at an amount equal to the lifetime expected credit losses.

Impairment of non-financial assets

Non-financial assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Non-financial assets are impaired when their carrying amount of the asset exceeds its recoverable amount. The recoverable amount is measured as the higher of fair value less cost of disposal and value in use.

Provisions

Provisions are recognised when the group has a present obligation as a result of a past event and it is probable that the group will be required to settle that obligation. Provisions are measured at the directors’ best estimate of the expenditure required to settle that obligation at the end of the reporting period and are discounted to present value where the effect is material.

Financial instruments

Initial recognition

All financial assets and liabilities are initially recognised on the trade date; this being the date that group becomes a party to the contractual provisions of the instrument.

All financial instruments are initially recognised at fair value plus, in the case of financial assets and financial liabilities not held at fair value through profit or loss, directly attributable transaction costs.

Classification and measurement

Financial assets

The classification of financial instruments depends on the purpose and management’s intention for which the financial instruments were acquired and their characteristics. The group classifies its financial assets in one of the following categories:

• Amortised cost

• Fair value through other comprehensive income (FVOCI)

Financial assets classified and measured at amortised cost

Amortised cost financial instruments are non-derivative financial assets held within a business model, whose objective is to collect contractual cash flows, on specified dates that are solely payments of principal and interest on the principal amount outstanding.

Such financial instruments are those that are subsequently measured at amortised cost using the effective interest rate method, less any allowance for impairment based on Expected Credit Loss (ECL). Amortised cost is calculated by taking into account any discount or premium on acquisition and fees and costs that are an integral part of the financial asset.

Financial assets classified at amortised cost are other receivables, deposits and cash and cash equivalents.

Financial assets classified and measured at fair value through other comprehensive income “FVOCI”

FVOCI financial assets are those non-derivative financial assets held within a business model, whose objectives are both to sell the financial assets and to collect contractual cash flows, on specified dates, that are solely payments of principal and interest on the principal amount outstanding.

Financial assets that are classified as FVOCI are measured at fair value. The changes in fair value are recognised in other comprehensive income with three exceptions, which are recognised in profit and loss:

• Interest, calculated using the effective interest method;

• Impairment losses; and

• Foreign exchange gains and losses on monetary financial assets.

When the investment is disposed of, the cumulative gain or loss previously recognised in equity is recognised in the statement of comprehensive income.

Financial assets at fair value through other comprehensive income (FVOCI) comprise equity securities which are not held for trading and which the group has irrevocably elected at initial recognition to recognise in this category. These are strategic investments and the group considers this classification to be more relevant.

Financial liabilities

The group classifies all financial liabilities as other financial liabilities measured at amortised cost. Financial liabilities are initially recognised at fair value, net of directly attributable transaction costs, and are subsequently measured at amortised cost using the effective interest method.

Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

Leases

Mining lease payments relating to mineral property exploration and evaluation are capitalised; there are no other leases, see note 25 for details. There are no IFRS 16 disclosures required in respect of the mining leases.

New accounting standards

Standards, amendments and interpretations adopted in the current financial year, effective from 1 January 2020:

Amendments to IAS 1 and IAS 8: Definition of Material

Conceptual Framework (Revised) and amendments to related references in IFRS Standards

New standards and amendments effective from 1 January 2021

Amendments to IFRS 9 Financial Instruments, IAS 39 Financial Instruments: (UK-adopted)

Recognition and Measurement, IFRS 7 Financial Instruments: Disclosures, IFRS 4; Insurance Contracts and IFRS 16 Leases:

IFRS amendments effective from 1 April 2021 (not UK-adopted)

New standards and amendments in issue from 1 January 2022 onwards, but not yet effective

IFRS amendments effective from 1 January 2022 (not UK-adopted)

IFRS standards effective from 1 January 2023 (not UK-adopted)

IAS 1 Amendment: Classification of Liabilities as Current or Non-current

IAS 1 Amendment: Disclosure of accounting policies

IAS 8 Amendment: Definition of accounting estimates

The adoption of the above standards and interpretations is not expected to lead to any changes to the group’s accounting policies or have any other material impact on the financial position or performance of the group.

There have been no other new or revised International Financial Reporting Standards, International Accounting Standards or Interpretations that are in effect since that last annual report that have a material impact on the financial statements.

Judgements made in applying accounting policies and key sources of estimation uncertainty

The following critical judgements have been made in the process of applying the group’s accounting policies:

(a) In determining the treatment of exploration and evaluation expenditures the directors are required to make estimates and assumptions as to future events and circumstances. Significant judgment must be exercised in determining when a project moves from the exploration and evaluation category phase and into the development category of mineral property interests. The existence and extent of economic mineral resources, proven or probable mineral reserves; regulatory permits and licences; the availability of development financing; current and future metal prices; and market sentiment are all factors to be considered.

(b) In connection with possible impairment of exploration and evaluation assets and the investment of the company in Parys Mountain Mines Limited the directors assess each potentially cash generating unit annually to determine whether any indication of impairment exists. The judgements made when making these assessments are similar to those set out above and are subject to the same uncertainties.

(c) The directors applied assumptions and judgement in determining the fair value of investments classified and measured as financial assets at FVOCI. Some of the financial assets set out in note 14 are unquoted investments in companies holding mining rights. The inputs in determining fair value are taken from observable markets where possible, but where this is not feasible, a degree of judgement has been applied in establishing fair values. Judgements include considerations of inputs such as exploration potential, available market information relating to current demand, prices, economic viability and future financing. See note 14 for further details.

Nature and purpose of equity reserves

The share premium reserve represents the consideration that has been received in excess of the nominal value of shares on issue of new ordinary share capital, less any direct costs of issue.

The currency translation reserve represents the variations on revaluation of overseas foreign subsidiaries and associates.

The retained earnings reserve represents profits and losses retained in previous and the current period.

3 Segmental information

The group is engaged in the business of exploring and evaluating the wholly owned Parys Mountain project in North Wales, managing its interest in the Grangesberg properties and has an investment in the Labrador iron project in eastern Canada. The group’s activities comprise one class of business which is mine exploration, evaluation and development. The group reports geographical segments; these are the basis on which information is reported to the board. As yet there have been no site expenses incurred in respect of the group’s interest in Grangesberg and management expenses for this segment are included in the UK total.

Income statement analysis

2021

2020

UK

Sweden

Canada

Total

UK

Sweden

Canada

Total

£

£

£

£

£

£

£

£

Expenses

(162,824)

-

-

(162,824)

(134,796)

-

-

(134,796)

Investment income

39

-

-

39

287

-

-

287

Finance costs

(154,234)

(11,468)

-

(165,702)

(154,153)

(15,876)

-

(170,029)

Exchange rate loss

-

(31)

-

(31)

-

28

-

28

Loss for the year

(317,019)

(11,499)

-

(328,518)

(288,662)

(15,848)

-

(304,510)

Assets and liabilities

31 March 2021

31 March 2020

UK

Sweden

Canada

Total

UK

Sweden

Canada

Total

£

£

£

£

£

£

£

£

Non-current assets

15,645,767

110,157

4,053,507

19,809,431

15,544,158

100,098

1

15,644,257

Current assets

922,056

1,092

-

923,148

110,716

1,100

-

111,816

Liabilities

(3,991,250)

(332,272)

-

(4,323,522)

(3,809,032)

(321,105)

-

(4,130,137)

Net assets/liabilities

12,576,573

(221,023)

4,053,507

16,409,057

11,845,842

(219,907)

1

11,625,936

4 Loss before taxation

The loss before taxation for the year has been arrived at after charging/(crediting):

2021

2020

£

£

Fees payable to the group's auditor:

for the audit of the annual accounts

37,000

37,000

for the audit of subsidiaries' accounts

5,000

5,000

for other services

-

-

Directors' remuneration

-

-

Foreign exchange movement

31

(28)

5 Staff costs

The average monthly number of persons employed (including executive directors) was:

2021

2020

Administrative

3

3

3

3

Their aggregate remuneration was:

£

£

Wages and salaries

23,660

11,000

Social security costs

6,803

390

30,463

11,390

The directors did not receive any remuneration during the year. Further details are provided in the
directors’ remuneration report together with information on share options.

6 Investment income

2021

2020

Loans and receivables

£

£

Interest on site re-instatement deposit

39

287

39

287

7 Finance costs

2021

2020

Loans and payables

£

£

Loan interest to Juno Limited

154,234

154,153

Loan interest to Eurmag AB

11,468

15,876

165,702

170,029

For both loans the interest shown is accrued and it is intended that it will be repaid together with the loan principal. The loans are repayable from any future financing undertaken by the Company.

8 Taxation

Activity during the year has generated trading losses for taxation purposes which may be offset against investment income and other revenues. Accordingly, no provision has been made for Corporation Tax. There is an unrecognised deferred tax asset at 31 March 2021 of £1.3 million (2020 - £1.3 million) which, in view of the group’s trading results, is not considered by the directors to be recoverable in the short term. There are also capital allowances, including mineral extraction allowances, of £12.8 million unclaimed and available at 31 March 2021 (2020 - £12.7 million). No deferred tax asset is recognised in respect of these allowances.

2021

2020

£

£

Current tax

-

-

Deferred tax

-

-

Total tax

-

-

Domestic income tax is calculated at 19% (2020 - 19%) of the estimated assessed profit for

the year. Taxation for other jurisdictions is calculated at the rates prevailing in the

relevant jurisdictions.

The total charge for the year can be reconciled to the accounting profit or loss as follows:

Loss for the year

(328,518)

(304,510)

Tax at the domestic income tax rate of 19%

(62,418)

(57,857)

Tax effect of:

Unrecognised deferred tax on losses

62,418

57,857

Total tax

-

-

9 Earnings per ordinary share

2021

2020

£

£

Earnings

Loss for the year

(328,518)

(304,510)

Number of shares

Weighted average number of ordinary shares for the purposes of basic earnings per share

201,073,814

185,772,778



Shares deemed to be issued for no consideration in respect of employee options

Weighted average number of ordinary shares
for the purposes of diluted earnings per share

201,073,814

185,772,778

Basic earnings per share

(0.2)p

(0.2)p

Diluted earnings per share

(0.2)p

(0.2)p

As the group has a loss for the year ended 31 March 2021 the effect of the outstanding share options is
anti-dilutive and diluted earnings are reported to be the same as basic earnings.

10 Mineral property exploration and evaluation costs - group

Parys Mountain

Cost

£

At 31 March 2019

15,165,888

Additions - site

24,341

Additions - rentals & charges

25,494

At 31 March 2020

15,215,723

Additions - site

73,983

Additions - rentals & charges

27,587

At 31 March 2021

15,317,293

Carrying amount

Net book value 2021

15,317,293

Net book value 2020

15,215,723

Included in the additions are mining lease expenses of £19,170 (2020 - £16,858).

Potential impairment of mineral property

Accumulated exploration and evaluation expenditure in respect of the Parys Mountain property is carried in the financial statements at cost less any impairment provision.

The Group assesses at each reporting date its exploration and evaluation assets to determine whether specific facts and circumstances indicate there is an indication of impairment and whether an impairment test is required. If such an indication exists, the recoverable amount of the asset is estimated and if the carrying amount of the asset exceeds its estimated recoverable amount, the asset is impaired, and the impairment loss is measured. If impairment testing is required, the impairment testing of exploration and evaluation assets is carried out in accordance with IAS 36 Impairment of Assets as modified by IFRS 6. Any impairment loss is charged to the Statement of Income and Loss to reduce the carrying amount to its estimated recoverable amount.

In determining whether there is an impairment indicator, the Group considers both internal factors (e.g. adverse changes in performance) and external factors (e.g., adverse changes in the business or regulatory environment). Significant judgment is required when determining whether facts and circumstances suggest that the carrying amount of exploration and evaluation assets may exceed its recoverable amount. The existence and extent of proven or probable mineral reserves; retention of regulatory permits and licences; the availability of development financing; current and future metal prices; and market sentiment are all factors to be considered. There are several external factors that can have a significant impact on the recoverable amount of a mineral property, including the uncertainty of market conditions, the volatility of commodity prices and foreign exchange rates.

Following review, the directors concluded that there are no material adverse changes in facts and circumstances, or in market conditions or regulations affecting, the Parys Mountain property during the year ended 31 March 2021. The directors noted the completion and publication in January 2021 of the new independent PEA, with an expanded resource base, which demonstrates that a major mining operation can be established at Parys Mountain, with robust economics at reasonable capital and operating costs.

The property has the potential for the discovery of new or additional resources and has ongoing exploration potential and further work is recommended and planned. Metal prices have improved and the outlook for most minerals, and particularly for the copper, zinc and lead minerals at Parys Mountain, is very encouraging. Accordingly, the directors concluded, as described in the Strategic Report, that any specific facts and circumstances which might suggest there is an indication of impairment have not materially changed during the year and there are no facts or circumstances that suggest there is an indication of impairment and therefore no impairment test was required or completed.

11 Property, plant and equipment

Group

Freehold land & property

Plant & equipment

Office equipment

Total

Cost

£

£

£

£

At 31 March 2019, 2020 and 2021

204,687

17,434

5,487

227,608

Depreciation

At 31 March 2019, 2020 and 2021

-

17,434

5,487

22,921

Carrying amount

At 31 March 2019, 2020 and 2021

204,687

-

-

204,687

Company

Freehold land & property

Plant & equipment

Office equipment

Total

Cost

£

£

£

£

At 31 March 2019, 2020 and 2021

-

17,434

5,487

22,921

Depreciation

At 31 March 2019, 2020 and 2021

-

17,434

5,487

22,921

Carrying amount

At 31 March 2019, 2020 and 2021

-

-

-

-

12 Subsidiaries - company

The subsidiaries of the company at 31 March 2021 and 2020 were as follows:

Name of company

Country of incorporation

Percentage owned

Principal activity

Parys Mountain Mines Limited1

England & Wales

100%

Development of the Parys Mountain mining property

Parys Mountain Land Limited1

England & Wales

100%

Holder of part of the Parys Mountain property

Parys Mountain Heritage Limited1

England & Wales

100%

Holder of part of the Parys Mountain property

Labrador Iron plc2

Isle of Man

100%

Holder of the company’s investment in Labrador Iron Mines Holdings Limited

Angmag AB3

Sweden

100%

Holder of the company’s investment in GIAB

Anglo Canadian Exploration (Ace) Limited1

England & Wales

100%

Dormant

Registered office addresses:

1. - Parys Mountain, Amlwch, Anglesey, LL68 9RE

2. - Fort Anne, Douglas, Isle of Man, IM1 5PD

3. - Box 1703, 111 87 Stockholm, Sweden

13 Investments - company

Shares at cost

Capital contributions

Total

£

£

£

At 1 April 2019

104,025

14,285,117

14,389,142

Advanced

-

71,500

71,500

At 31 March 2020

104,025

14,356,617

14,460,642

Advanced

-

116,227

116,227

At 31 March 2021

104,025

14,472,844

14,576,869

The realisation of investments is dependent on finance being available for development and on a number
of other factors. Interest is not charged on capital contributions.

14 Investments - group

Labrador

Grangesberg

Total

£

£

£

At 1 April 2019

1

97,794

97,795

Net change during the period

-

2,304

2,304

At 31 March 2020

1

100,098

100,099

Net change during the period

4,053,506

10,059

4,063,565

At 31 March 2021

4,053,507

110,157

4,163,664

LIM – Labrador, Canada

The group has an investment in Labrador Iron Mines Holdings Limited, a Canadian company which holds the Labrador iron ore properties described in the Strategic Report.

The group’s investment in LIM is carried at fair value through other comprehensive income. Commencing in mid-2020 stock market interest in North America in the shares of LIM resulted in significant share price increases. LIM reported net comprehensive income of CAD25,666,588 for the year ended 31 March 2021, which included an impairment reversal of CAD25,963,413 in the carrying value of its mineral property interests. The group’s holding of 19,289,100 shares in LIM (12% of LIM’s total issued shares) is valued at the closing price traded on the OTC Markets in the United States and in the directors’ assessment this market is sufficiently active to give the best measure of fair value, which on 31 March 2021 was 29 US cents per share. Since that date the share price has declined and at 24 August 2021 the shares traded at 20 US cents per share.

Grangesberg - Sweden

The group has, through its Swedish subsidiary Angmag AB, a 19.9% ownership interest in GIAB (2020 – 10.0%), a Swedish company which holds rights over the Grangesberg iron ore deposits. During the year the group subscribed £20,052 (2020 - £11,713) for new shares in GIAB and also transferred some of its shares at the same price to Eurang AB as consideration for a reduction in the loan due to Eurmag, a subsidiary of Eurang.

The directors assessed the fair value of the investment in Grangesberg under IFRS 9 and consider the cost at the date of transition and the investment’s value at the year-end to approximate the fair value at these dates. Following negotiation the group has, until June 2023, a right of first refusal over a further 50.1% of the equity of GIAB together with management direction of the activities of GIAB, subject to certain restrictions. Although the group has significant influence over certain relevant activities of GIAB, equity accounting has not been applied in respect of this influence as the directors consider this would not have any material affect. The group’s share in the net assets of GIAB at 31 March 2021 was approximately £316,000.

15 Deposit

Group

2021

2020

£

£

Site re-instatement deposit

123,787

123,748

This deposit was required and made under the terms of a Section 106 Agreement with the Isle of Anglesey County Council which has granted planning permissions for mining at Parys Mountain. The deposit is refundable upon restoration of the permitted area to the satisfaction of the Planning Authority. The carrying value of the deposit approximates to its fair value.

16 Cash and cash equivalents

Group

Company

2021

2020

2021

2020

£

£

£

£

Held in sterling

890,674

94,210

883,463

92,885

Held in Canadian dollars

1

1

-

-

Held in US dollars

424

443

-

-

Held in Swedish krona

668

657

-

-

891,767

95,311

883,463

92,885

The carrying value of the cash approximates to its fair value.

17 Trade and other payables

Group

Company

2021

2020

2021

2020

£

£

£

£

Trade payables

(4,366)

(13,537)

(2,887)

(11,939)

Other accruals

(121,862)

(84,707)

(63,880)

(55,252)

(126,228)

(98,244)

(66,767)

(67,191)

The carrying value of the trade and other payables approximates to their fair value.

18 Loans

Group

Company

2021

2020

2021

2020

£

£

£

£

Loan from Juno Limited

(3,815,022)

(3,660,788)

(3,815,022)

(3,660,788)

Loan from Eurmag AB

(332,272)

(321,105)

-

-

(4,147,294)

(3,981,893)

(3,815,022)

(3,660,788)

Juno: The loan is provided under a working capital agreement, denominated in sterling, unsecured and carries interest at 10% per annum on the principal only. It is repayable from any future financing undertaken by the company, or on demand following a notice period of 367 days. The terms of the facility were approved by an independent committee of the board. The carrying value of the loan approximates to its fair value.

Eurmag: The loan arose in connection with the acquisition of the investment in Grangesberg. It is the subject of a letter agreement, denominated in Swedish Krona, is unsecured and carries interest at 6.5% per annum on the principal only. It is repayable from any future financing undertaken by the company, or on demand following a notice period of 367 days. The terms of the facility were approved by an independent committee of the board. The carrying value of the loan approximates to its fair value.

Changes in liabilities arising from financing activities

Due to Juno

Due to Eurmag

Totals

£

£

£

At 1 April 2019

(3,406,635)

(300,087)

(3,706,722)

Cash flows

(100,000)

(100,000)

Non cash movements

(154,153)

(21,018)

(175,171)

1 April 2020

(3,660,788)

(321,105)

(3,981,893)

Cash flows

-

-

-

Non cash movements

(154,234)

(11,167)

(165,401)

At 31 March 2021

(3,815,022)

(332,272)

(4,147,294)

The Juno loan relates to the group and company. The non-cash movement represents accrued interest.

The Eurmag loan relates to the group only and its non-cash movement comprises accrued interest, the value of GIAB shares transferred to Eurang AB which reduced the loan amount (see note 14) and foreign exchange changes.

19 Long term provision - group

2021

2020

£

£

Provision for site reinstatement

(50,000)

(50,000)

The provision for site reinstatement covers the estimated costs of reinstatement at the Parys Mountain site of the work done and changes made by the group up to the date of the accounts. These costs would be payable on completion of mining activities (which is estimated to be more than 20 years after mining commences) or on earlier abandonment of the site. The provision has not been discounted because the impact of doing so is not material to the financial statements. There are significant uncertainties inherent in the assumptions made in estimating the amount of this provision, which include judgements of changes to the legal and regulatory framework, magnitude of possible contamination and the timing, extent and costs of required restoration and rehabilitation activity.

20 Share capital

Ordinary shares of 1p

Deferred shares of 4p

Total

Issued and
fully paid

Nominal
value £

Number

Nominal
value £

Number

Nominal
value £

At 1 April 2019

1,776,081

177,608,051

5,510,833

137,770,835

7,286,914

Issued in the period

93,677

9,367,681

At 1 April 2020

1,869,758

186,975,732

5,510,833

137,770,835

7,380,591

Issued in the period

385,000

38,500,000

385,000

At 31 March 2021

2,254,758

225,475,732

5,510,833

137,770,835

7,765,591

The deferred shares are non-voting, have no entitlement to dividends and have negligible rights to return of capital on a winding up.

On 24 August 2020 a placing for cash was made of 12.5 million ordinary shares at 1.6 pence, raising £200,000 gross, together with 12.5 million warrants exercisable at 1.8 pence, all of which were subsequently exercised raising an additional £225,000 gross.

On 21 January 2021 a placing for cash was made of 10 million ordinary shares at 6.6 pence each raising £660,000 gross.

On 17 March 2021 3.5 million shares were issued at 2 pence each in respect of the exercise of share options raising £70,000.

21 Equity-settled employee benefits

The 2014 Unapproved share option plan provides for a grant price equal to or above the average quoted market price of the ordinary shares for the three trading days prior to the date of grant. All options granted carried a performance criterion, namely that the company's share price performance from the date of grant must exceed that of the companies in the FTSE 100 index. The vesting period for any options granted since 2014 was one year. Options are forfeited if the employee leaves employment with the group before the options vest. All options outstanding were exercised in full during the year. No options were granted, lapsed or forfeited during the year. No options were outstanding at 31 March 2021.

2021

2020

Options

Weighted average exercise price in pence

Remaining contractual life in years

Options

Weighted average exercise price in pence

Remaining contractual life in years

Outstanding at beginning of period

3,500,000

2.00

1.5

3,500,000

2.00

2.5

Granted during the period

-

-

-

-

Forfeited during the period

-

-

-

-

Exercised during the period

3,500,000

2.00

-

-

Expired during the period

-

-

-

-

Outstanding at the end of the period

-

-

-

3,500,000

2.00

1.5

Exercisable at the end of the period

-

-

-

3,500,000

2.00

1.5

There were no expenses in respect of equity-settled employee remuneration for the year ended 31 March 2021 (2020 – nil).

22 Results attributable to Anglesey Mining plc

The loss after taxation in the parent company amounted to £313,717 (2020 loss £275,206). The directors have taken advantage of the exemptions available under section 408 of the Companies Act 2006 and not presented an income statement for the company alone.

23 Financial instruments

The main risks arising from the group's financial instruments are currency risk and share price risk. The board reviews and agrees policies for managing each of these risks and these are summarised below.

Capital risk management

There have been no changes during the year in the group’s capital risk management policy.

The group manages its capital to ensure that entities in the group will be able to continue as going concerns while optimising the debt and equity balance. The capital structure of the group consists of debt, which includes the borrowings disclosed in note 18, the cash and cash equivalents and equity comprising issued capital, reserves and retained earnings.

The group does not enter into derivative or hedging transactions and it is the group's policy that no trading in financial instruments be undertaken.

Share price risk

The shares of Labrador Iron Mines Holdings Limited in Canada are traded on the OTC Market in the United States and the value of the group’s investment in LIM is subject to the market variations applicable to any publicly traded investment. In respect of the value of this investment, if the LIM share price were to fall by 10% there would be a loss to the group of £405,351 and if it were to rise by a similar percentage there would be a gain of £405,351

Interest rate risk

The amounts advanced under the Juno loans are at a fixed rate of interest of 10% per annum and those from Eurmag are at a fixed rate of 6.5% per annum. As a result, the group is not exposed to interest rate fluctuations. Interest received on cash balances is not material to the group’s operations or results.

The company (Anglesey Mining plc) is exposed to minimal interest rate risks.

Liquidity risk

The group has ensured continuity of funding through a mixture of issues of shares and the working capital agreement with Juno Limited. During the year the group raised new financing of over £1,000,000, through the placement of shares, and the exercise of warrants and share options.

Trade creditors are payable on normal credit terms which are usually 30 days. The loans due to Juno and Eurmag carry a notice period of 367 days. Juno, in keeping with its long-established practice has indicated that it has no current intention of demanding repayment. No such notice had been received by 2 September 2021 in respect of either of the loans and they are classified as having a maturity date between one and two years from the period end.

Currency risk

The presentational currency of the group and company is pounds sterling. The loan from Juno Limited is denominated in pounds sterling and the group has no currency exposure in respect of this loan. The currency risk in respect of the group’s only other loan (denominated in Swedish krona) is as follows: if the rate of exchange between the krona and sterling were to weaken against sterling by 10% there would be a gain to the group of £30,207 (2020 - £29,191) and if it were to move in favour of sterling by a similar amount there would be a loss of £36,919 (2020 - £35,678). These gains or losses would be recorded in other comprehensive income.

In respect of the investment in Grangesberg in Sweden, if the rate of exchange between the Krona and sterling were to weaken against sterling by 10% there would be a loss to the group of £10,508 (2020 - £9,374) and if it were to move in favour of sterling by a similar amount there would be a gain of £12,843 (2020 - £11,457).

In respect of the investment in Labrador Iron Mines in Canada, if the rate of exchange between the US dollar (the currency of the market on which the shares are quoted) and sterling were to weaken against sterling by 10% there would be a loss to the group of £368,501 and if it were to move in favour of sterling by a similar amount there would be a gain of £450,390 There are no comparative figures for last year when the investment was held at a value of £1.

Potential exchange variations in respect of other foreign currencies are not material.

Credit risk

The directors consider that the entity has limited exposure to credit risk as the entity has immaterial receivable balances at the year-end on which a third party may default on its contractual obligations. The carrying amount of the group’s financial assets represents its maximum exposure to credit risk. Cash is deposited with BBB or better rated banks.

Group

Financial assets classified at fair value through other comprehensive income

Financial assets measured at amortised cost

31 March 2021

31 March 2020

31 March 2021

31 March 2020

£

£

£

£

Investments

4,163,664

100,099

-

-

Deposit

-

-

123,787

123,748

Other receivables

-

-

31,381

16,505

Cash and cash equivalents

-

-

891,767

95,311

-

-

4,163,664

100,099

1,046,935

235,564

Financial liabilities measured at amortised cost

31 March 2021

31 March 2020

£

£

Trade payables

(4,366)

(13,537)

Other payables

(121,862)

(84,707)

Loans

(4,147,294)

(3,981,893)

(4,273,522)

(4,080,137)

Company

.

Financial assets measured at amortised cost

Financial liabilities measured at amortised cost

31 March 2021

31 March 2020

31 March 2021

31 March 2020

£

£

£

£

Other receivables

7,448

5,960

-

-

Cash and cash equivalents

883,463

92,885

-

-

Trade payables

-

-

(2,887)

(11,939)

Other payables

-

-

(63,880)

(55,252)

Loan

-

-

(3,815,022)

(3,660,788)

890,911

98,845

(3,881,789)

(3,727,979)

24 Related party transactions

Transactions between Anglesey Mining plc and its subsidiaries are summarised in note 13.

Juno Limited

Juno Limited (Juno) which is registered in Bermuda holds 26% of the company’s issued ordinary share capital. The group has the following agreements with Juno: (a) a controlling shareholder agreement dated September 1996 and (b) a consolidated working capital agreement of 12 June 2002. Interest payable to Juno is shown in note 7 and the balance due to Juno is shown in note 18. There were no further transactions between the group and Juno or its group during the year. The family interests of Danesh Varma have a significant shareholding in Juno, a connected person.

Grangesberg

As nominees of the Company, Bill Hooley and Danesh Varma are directors of Grangesberg Iron AB and of the special purpose vehicle Angmag AB; Danesh Varma has been associated with the Grangesberg project since 2007 when he became a director of Mikula Mining Limited, a company subsequently renamed Eurang Limited, previously involved in the Grangesberg project. He did not take part in the decision to enter into the Grangesberg project when this was approved by the Board in 2014. The group has a liability to Eurmag AB a subsidiary of Eurang amounting to £332,272 at the year-end (2020 – £321,105) – see note 18. During the year £20,052 (2020 - £11,713) was subscribed for new shares in GIAB.

Key management personnel

All key management personnel are directors and appropriate disclosure with respect to them is made in the directors’ remuneration report.

There are no other contracts of significance in which any director has or had during the year a material interest.

25 Mineral holdings

Parys Mountain

(a) Most of the mineral resources delineated to date are under the western portion of Parys Mountain, the freehold and minerals of which are owned by the group. A royalty of 6% of net profits after deduction of capital allowances, as defined for tax purposes, from production of freehold minerals is payable. The mining rights over and under this area, and the leasehold area described in (b) below, are held in the Parys Mountain Mines Limited subsidiary.

(b) Under a mining lease from Lord Anglesey dated December 2006, the subsidiary Parys Mountain Land Limited holds the eastern part of Parys Mountain, formerly known as the Mona Mine. An annual certain rent of £19,170 is payable for the year beginning 23 March 2020; the base part of this rent increases to £20,000 when extraction of minerals at Parys Mountain commences; this rental is index-linked. A royalty of 1.8% of net smelter returns from mineral sales is also payable. The lease may be terminated at 12 months’ notice and otherwise expires in 2070.

(c) Under a renewable 30 year mining lease from the Crown dated December 1991 there was an annual lease payment of £5,000 and a royalty of 4% of gross sales of gold and silver from the lease area was payable. The Crown lease expired in April 2020 and negotiations in respect of the renewal of this lease or the granting of a new lease are continuing. It is expected that a new or renewed lease, if taken up and accepted, would be subject to annual lease payments and a royalty on gold and silver sales.

Lease payments

The group’s mining leases may be terminated by the Group with 12 months’ notice. If they are not so terminated, the minimum payments due in respect of the leases and royalty agreement are analysed as follows: within the year commencing 1 April 2021 - £19,170 and for the five years between 1 April 2021 and 31 March 2026 - £101,551. Thereafter the payments will continue at proportionate annual rates, in some cases with increases for inflation, for so long as the leases are retained or extended.

26 Material noncash transactions

There were no material non-cash transactions in the year.

Under the Development and Co-operation Agreement with QME Limited in respect of Parys Mountain optimisation studies development which began in 2018, described in the Strategic Report, the Group has agreed to grant QME various rights and options relating to the future development of Parys Mountain. Anglesey has agreed award to QME, on an exclusive basis, contracts for the development of the decline and underground mine development, including rehabilitation of the shaft. This will be done on terms to be agreed following a decision by Anglesey to proceed with the development of Parys Mountain. In the event Anglesey and QME are not able to agree terms Anglesey may offer such contracts to third parties, subject to a right of first refusal in favour of QME, and subject to a payment by Anglesey to QME, upon the award of such contracts to a third-party, of a break-fee of £500,000. Under such circumstances, the award of such contracts to a third party could potentially create a contingent liability for the payment of the break fee but such liability is not at this time crystallised.

In addition, Anglesey would grant to QME the right and option, upon completion of a Prefeasibility Study, to undertake at QME’s cost and investment, the mine development component of the Parys Mountain project, including decline and related underground development and shaft development, with a scope to be agreed, to the point of commencement of production, in consideration of which QME would earn a 30% undivided joint venture interest in the Parys Mountain project.

27 Commitments

Other than commitments under leases (note 25) there is no capital expenditure authorised or contracted which is not provided for in these accounts (2020 - nil).

28 Contingent liabilities

There are no contingent liabilities (2020 - nil).

29 Events after the period end

There are no post balance sheet events to report.

Glossary

$ - United States dollar unless otherwise stated

CAD – Canadian dollar

AGM - the annual general meeting to be held on 30 September 2021

CFR - cost and freight, applied to iron ore prices, an Incoterm

DFS - Definitive Feasibility Study

DMS - dense media separation, a process for the elimination of low-density waste from crushed ore

dmt - dry metric tonne (used in iron ore measurement)

EIA - environmental impact assessment

GIAB - Grangesberg Iron AB, a privately owned Swedish company

JORC - Australasian Joint Ore Reserves Committee - a set of minimum standards for public reporting and displaying information related to mineral properties

IRR - internal rate of return

LIM - Labrador Iron Mines Holdings Limited and its group of companies

mtpa - million tonnes per annum

NPV - net present value

NSR - net smelter return

OTC – The OTC Markets Group trading stocks in the US off the exchanges

PEA - Preliminary Economic Assessment

PFS - Preliminary Feasibility Study

tonne - metric tonne of 1,000 kilogrammes

SEK - Swedish Krona

t - metric tonne

tpd - tonnes per day

Notice of the Annual General Meeting

Notice is given that the 2021 Annual General Meeting of Anglesey Mining plc will be held at the offices of DLA Piper, 160 Aldersgate Street London EC1A 4HT on 30 September 2021 at 11.00 a.m. to consider and, if thought fit, to pass the resolutions set out below.

As ordinary business

  1. To receive the annual accounts and directors' and auditor’s reports for the year ended 31 March 2021.

  2. To approve the directors' remuneration report for the year ended 31 March 2021.

  3. To approve the directors' remuneration policy in the directors’ remuneration report for
    the year ended 31 March 2021.

  4. To reappoint John F. Kearney as a director.

  5. To reappoint Bill Hooley as a director.

  6. To reappoint Howard Miller as a director.

  7. To reappoint Danesh Varma as a director.

  8. To confirm the appointment of Jonathan (Jo) Battershill as a director

  9. To reappoint Mazars LLP as auditor.

  10. To authorise the directors to determine the remuneration of the auditor.

As special business

11. That, pursuant to section 551 of the Companies Act 2006 ("Act"), the directors be and are generally and unconditionally authorised to exercise all powers of the company to allot shares in the company or to grant rights to subscribe for or to convert any security into shares in the company up to an aggregate nominal amount of £750,000, provided that (unless previously revoked, varied or renewed) this authority shall expire on 31 December 2022, save that the company may make an offer or agreement before this authority expires which would or might require shares to be allotted or rights to subscribe for or to convert any security into shares to be granted after this authority expires and the directors may allot shares or grant such rights pursuant to any such offer or agreement as if this authority had not expired.

This authority is in substitution for all existing authorities under section 551 of the Act (which, to the extent unused at the date of this resolution, are revoked with immediate effect).

12. That pursuant to section 570 of the Act, the directors be and are generally empowered to allot equity securities (within the meaning of section 560 of the Act) for cash pursuant to the authority granted under section 551 of the Act pursuant to the preceding resolution as if section 561(1) of the Act did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities:

(a) in connection with an offer of equity securities (whether by way of a rights issue, open offer or otherwise) (i) to holders of ordinary shares in the capital of the company in proportion (as nearly as practicable) to the respective numbers of ordinary shares held by them; and (ii) to holders of other equity securities in the capital of the company, as required by the rights of those securities or, subject to such rights, as the directors otherwise consider necessary but subject to such exclusions or other arrangements as the directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange; and

(b) otherwise than pursuant to paragraph 12(a) above, up to an aggregate nominal amount of £560,000

and (unless previously revoked, varied or renewed) this power shall expire on 31 December 2022, save that the company may make an offer or agreement before this power expires which would or might require equity securities to be allotted for cash after this power expires and the directors may allot equity securities for cash pursuant to any such offer or agreement as if this power had not expired. This power is in substitution for all existing powers under section 570 of the Act which, to the extent effective at the date of this resolution, are revoked with immediate effect.

By order of the board

Danesh Varma

Company secretary

2 September 2021

Notes to the notice of AGM

Entitlement to attend and vote

1. The right to vote at the meeting is determined by reference to the register of members. Only those shareholders registered in the register of members of the Company as at the close of business on 28 September 2021 (or, if the meeting is adjourned, 48 hours (excluding any part of a day that is not a working day) before the date and time of the adjourned meeting) shall be entitled to attend and vote at the meeting in respect of the number of shares registered in their name at that time. Changes to entries in the register of members after that time shall be disregarded in determining the rights of any person to attend or vote (and the number of votes they may cast) at the meeting.

Proxies

2. A shareholder is entitled to appoint another person as his or her proxy to exercise all or any of his or her rights to attend and to speak and vote at the meeting. A proxy need not be a member of the Company. A shareholder may appoint more than one proxy in relation to the meeting, provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that shareholder. Failure to specify the number of shares each proxy appointment relates to or specifying a number which when taken together with the numbers of shares set out in the other proxy appointments is in excess of the number of shares held by the shareholder may result in the proxy appointment being invalid. A proxy may be appointed only in accordance with the procedures set out in note 3. The appointment of a proxy will not preclude a shareholder from attending and voting in person at the meeting.

3. Members may appoint a proxy online at www.signalshares.com by logging into their Signal Shares account or registering if they have not previously done so. To register, members will need to identify themselves with their Investor Code, which is detailed on their share certificate or available from the Company’s registrar on 0371 664 0300. CREST members can utilise the CREST electronic proxy appointment service.

When appointing more than one proxy, complete a separate proxy form in relation to each appointment. Additional proxy forms may be obtained by contacting the Company's registrar Link Group, FREEPOST Proxies, 10th Floor, Central Square, 29 Wellington Street, Leeds, LS1 4DL or the proxy form may be photocopied. State clearly on each proxy form the number of shares in relation to which the proxy is appointed.

To be valid, a proxy form must be received electronically, or by post or (during normal business hours only) by hand at the offices of the Company's registrar no later than 11.00 a.m. on 28 September 2021 (or, if the meeting is adjourned, no later than 48 hours (excluding any part of a day that is not a working day) before the time of any adjourned meeting).

Corporate representatives

4. A shareholder which is a corporation may authorise one or more persons to act as its representative(s) at the meeting. Each such representative may exercise (on behalf of the corporation) the same powers as the corporation could exercise if it were an individual shareholder, provided that (where there is more than one representative and the vote is otherwise than on a show of hands) they do not do so in relation to the same shares.

Total voting rights

5. As at 20 August 2021 (being the last practicable date before the publication of this notice), the issued share capital consists of 225,475,732 ordinary shares of £0.01 each, carrying one vote each and 21,529,451 Deferred A Shares and 116,241,384 Deferred B Shares which do not carry any rights to vote. Therefore, the total voting rights as at 20 August 2021 are 225,475,732.

Nominated Persons

6. Where a copy of this notice is being received by a person who has been nominated to enjoy information rights under section 146 of the Companies Act 2006 ("Act") ("Nominated Person"): (a) the Nominated Person may have a right under an agreement between him/her and the shareholder by whom he/she was nominated, to be appointed, or to have someone else appointed, as a proxy for the meeting; or (b) if the Nominated Person has no such right or does not wish to exercise such right, he/she may have a right under such an agreement to give instructions to the shareholder as to the exercise of voting rights. The statement of the rights of shareholders in relation to the appointment of proxies in note 2 does not apply to a Nominated Person. The rights described in such notes can only be exercised by shareholders of the Company.

Shareholders' right to require circulation of resolutions to be proposed at the meeting

7. A shareholder or shareholders meeting the qualification criteria set out in note 10 below may require the Company to give shareholders notice of a resolution which may properly be proposed and is intended to be proposed at the meeting in accordance with section 338 of the Act. A resolution may properly be proposed unless (i) it would, if passed, be ineffective (whether by reason of inconsistency with any enactment or the Company's constitution or otherwise), (ii) it is defamatory of any person, or (iii) it is frivolous or vexatious.

8. A shareholder or shareholders meeting the qualification criteria set out in note 10 below may require the Company to include in the business to be dealt with at the meeting any matter (other than a proposed resolution) which may properly be included in the business in accordance with section 338A of the Act. A matter may properly be included unless (i) it is defamatory of any person, or (ii) it is frivolous or vexatious. Any such request must (i) identify the matter to be included in the business, by either setting out the matter in full or, if supporting a matter requested by another shareholder, clearly identifying the matter which is being supported (ii) set out the grounds for the request (iii) comply with the requirements set out in note 11 below and (iv) be received by the Company no later than six weeks before the meeting.

Website publication of audit concerns

9. A shareholder or shareholders who meet the qualification criteria set out in note 10 below may require the Company to publish on its website a statement setting out any matter that such shareholders propose to raise at the meeting relating to either the audit of the Company's accounts (including the auditors' report and the conduct of the audit) that are to be laid before the meeting or any circumstances connected with an auditor of the Company ceasing to hold office since the last annual general meeting of the Company in accordance with section 527 of the Act. Any such request must (i) identify the statement to which it relates, by either setting out the statement in full or, if supporting a statement requested by another shareholder, clearly identify the statement which is being supported (ii) comply with the requirements set out in note 11 below and (iii) be received by the Company at least one week before the meeting. Where the Company is required to publish such a statement on its website (i) it may not require the shareholders making the request to pay any expenses incurred by the Company in complying with the request (ii) it must forward the statement to the Company's auditors no later than the time when it makes the statement available on the website and (iii) the statement may be dealt with as part of the business of the meeting.

Notes 7, 8 and 9 above: qualification criteria and methods of making requests

10. In order to require the Company (i) to circulate a resolution to be proposed at the meeting as set out in note 7, (ii) to include a matter in the business to be dealt with at the meeting as set out in note 8, or (iii) to publish audit concerns as set out in note 9, the relevant request must be made by (i) a shareholder or shareholders having a right to vote at the meeting and holding at least five per cent of the total voting rights of the Company or (ii) at least 100 shareholders having a right to vote at the meeting and holding, on average, at least £100 of paid up share capital. For information on voting rights, including the total voting rights of the Company, see note 5 above and the website referred to in note 15 below.

11. Any request by a shareholder or shareholders to require the Company (i) to circulate a resolution to be proposed at the meeting as set out in note 7 (ii) to include a matter in the business to be dealt with at the meeting as set out in note 8 or (iii) to publish audit concerns as set out in note 9 may be made either (a) in hard copy, by sending it to Anglesey Mining plc, Tower Bridge, St Katharine's Way, London E1W 1DD (marked for the attention of the Company Secretary); or (b) in electronic form, by sending an email to danesh@angleseymining.co.uk; and must state the full name(s) and address(es) of the shareholder(s) and (where the request is made in hard copy form) must be signed by the shareholder(s).

Questions at the meeting

12. Shareholders have the right to ask questions at the meeting relating to the business being dealt with at the meeting in accordance with section 319A of the Act. The Company must answer any such question unless: (a) to do so would interfere unduly with the preparation for the meeting or would involve the disclosure of confidential information; (b) the answer has already been given on a website in the form of an answer to a question; or (c) it is undesirable in the interests of the Company or the good order of the meeting that the question be answered.

Documents available for inspection

13. The following documents will be available for inspection during normal business hours at the registered office of the Company from the date of this notice until the time of the meeting. They will also be available for inspection at the place of the meeting from at least 15 minutes before the meeting until it ends: (a) copies of the service contracts of the executive directors, (b) copies of the letters of appointment of the non-executive directors and (c) the Articles of Association of the Company.

Biographical details of directors

14. Biographical details of all those directors who are offering themselves for reappointment at the meeting are set out in the annual report and accounts.

Website providing information about the meeting

15. The information required by section 311A of the Act to be published in advance of the meeting, which includes the matters set out in this notice and information relating to the voting rights of shareholders, is available at www.angleseymining.co.uk.

Directors


John F.
Kearney

Irish, aged 70, is Chairman of Anglesey Mining plc, and several other public companies, including Labrador Iron Mines Holdings Limited, Buchans Resources Limited and Minco Exploration plc, and until 2019 was chairman of Canadian Zinc Corporation. He is a director of Grangesberg Iron AB.
Over the course of his career, he has served as a senior officer (usually Chairman and/or Chief Executive) of more than thirty public companies incorporated in Canada; Ireland; United Kingdom; United States; Australia and elsewhere, the shares of which were listed on various stock exchanges (including London Stock Exchange; AIM Market; Toronto Stock Exchange; New York Stock Exchange; American Stock Exchange; NASDAQ; Australian Stock Exchange).
Mr. Kearney also served as a director and member of the Executive Committee of the Mining Association of Canada and as a director and two term President of the Northwest Territories and Nunavut Chamber of Mines.
Mr. Kearney is a member of the Prospectors and Developers Association of Canada, the Canadian Institute of Mining and Metallurgy and the Law Society of Ireland. He holds degrees in law and economics from University College Dublin, an M.B.A. degree from Trinity College Dublin, and a Certificate in Mining Law from Osgoode Hall Law School, York University, Toronto. He qualified as a solicitor in Ireland and as a chartered secretary with the Institute of Chartered Secretaries and Administrators in London. He is a member of the remuneration and nomination committees.

Jonathan (Jo)
Battershill

aged 51, Chief Executive, is a mining geology graduate from Camborne School of Mines and has many years of experience both in mining operations and in the finance sector, particularly in Australia and in the United Kingdom.
After almost a decade working in mining operations and business development with Western Mining Corporation in Australia, in 2004 he joined a boutique broking house in Perth, Western Australia. Subsequent to that move, he worked in the mining finance sector for 17 years until July 2021, primarily for UBS in Sydney/London and Canaccord in London. He has extensive knowledge and connections, having been part of Canaccord’s globally top ranked mining ECM/Sales team since January 2020. Early in his mining career he worked as an underground miner at the South Crofty Tin Mine in Cornwall, while attending the School of Mines.

Bill
Hooley

aged 74, Deputy Chairman, and previously Chief Executive until 31 July 2021, is a mining engineering graduate from the Royal School of Mines, London and has extensive experience in the minerals industry including mine and processing operations, planning, project management and corporate management in many countries including Australia, Saudi Arabia, Canada and the UK.
He has also practised as a minerals industry consultant at a senior level and has managed other businesses developing and selling products and services to the minerals and related industries. He is Vice-Chairman and a director of Labrador Iron Mines Holdings Limited as well as Chairman and a director of Grangesberg Iron AB and Angmag AB. He has been a director of a number of other companies involved in the minerals industry. He is a Fellow of the Australasian Institute of Mining and Metallurgy.

Danesh
Varma

aged 71, Finance Director and Company Secretary is a chartered accountant in England and Wales, and Canada, with many years of experience in financial management. He is currently a director of Brookfield Investment Corp., Canadian Manganese Corp., Labrador Iron Mines Holdings Limited, Grangesberg Iron AB, Angmag AB and Minco Exploration plc. He also serves as the Chief Financial Officer of Buchans Resources Limited and Xtierra Inc.
Previously he was President of American Resource Corporation and Westfield Minerals Limited and a director of Northgate Exploration Limited., Minco plc and Connemara Mining plc

Howard
Miller

aged 77, non-executive director, a lawyer with over 45 years’ experience in the legal and mining finance sector in Africa, Canada and the UK. He has extensive experience in the financing of resource companies. He was chairman and chief executive of Avnel Gold Mining Limited, which operated the Kalana gold mine in Mali and was acquired by Endeavour Mining in 2018. He is a member of the remuneration, audit and nomination committees and the lead independent director.



Solicitors
DLA Piper UK LLP
1 St Peters Square
Manchester
M2 3DE



Auditor
Mazars LLP
Tower Bridge House,
St. Katharine’s Way, London
E1W 1DD

Anglesey Mining plc
Parys Mountain
Amlwch, Anglesey, LL68 9RE

Phone 01407 831275
mail@angleseymining.co.uk

London office
Level 2, 39 Cheval Place,
South Kensington,
London,
SW7 1EW
Phone 020 7036 0225

Registrars
Link Group
29 Wellington Street, Leeds, LS1 4DL

Share dealing phone 0371 664 0445
Helpline phone 0371 664 0300

Registered office
Tower Bridge House,
St. Katharine’s Way, London, E1W 1DD

Web site www.angleseymining.co.uk

Company registered number 1849957

Shares listed The London Stock Exchange - LSE:AYM

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