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Unaudited Interim Results 6 Months Ended 31/08/24

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Andrada Mining Limited (AIM: ATM, OTCQB: ATMTF), a critical raw materials producer with mining and exploration assets in Namibia, announces its unaudited interim financial results for the six-months ended 31 August 2024 ("H1 2025").

A full copy of the H1 2025 results can also be found on the Company's website here: https://andradamining.com/investors/corporate-publications/

HIGHLIGHTS

Operational performance

§ Successful restructuring of Uis Tin Mining Company ("UTMC"), resulting in 100% ownership of Uis and Lithium Ridge.

§ Production of 25 tonnes of tantalum at a grade of approximately 11% with 15 tonnes sold to Afrimet by the end of the interim period.

§ Continuous Improvement Programme ("CI2") results in an increased recovery rate of 72% (H1 2024: 65%)

§ 14% increase in plant utilisation to 92% (H1 2024: 81%).

§ Increase in contained tin metal to 462 tonnes (H1 2024: 454 tonnes).

Financial performance

§ 22% increase in revenue to £10.8 million (H1 2024: £8.9 million).

§ 70% increase in gross profit to £2.6 million (H1 2024: profit of £1.5 million).

§ 42% improvement in operating loss to £1.5 million (H1 2024: loss of £2.5 million).

§ 60% improvement in total comprehensive loss to £1.9 million (H1 2024: loss of £4.9 million).

§ Average C1 operating cash cost per tonne of contained tin produced was US$18 690 (within management guidance).

§ Average C2 operating cost per tonne of contained tin produced was US$22 671 (within management guidance).

§ All-in sustaining cost ("AISC") per tonne of contained tin produced was US$27 730 (within management guidance).

§ Annual tin hedge agreement for 30% quarterly concentration production at US$33 000 per tonne expires in May 2025 subject to renewal.

§ Conclusion of the Bank Windhoek Limited ("BWL") NAD175 million (c£7.5 million) funding agreement.

§ Unaudited available cash balance, including undrawn facility on 31 August 2024, of £6.1 million (US$7.2 million) excluding £2.1 million undrawn facility.

POST-PERIOD

§ Earn-in agreement executed with Sociedad Química y Minera de Chile SA through its subsidiary SQM Australia (Pty) Ltd ("SQM") for the development of Lithium Ridge (ML133).

§ Brandberg West maiden exploration drill results indicated notable intersections of high-grade mineralisation.

§ Released FY2024 Sustainability Report.

Chief Executive Officer's Statement

Overview

As the year has progressed, the Company has made significant progress. The value-accretive restructuring of UTMC simplified Andrada's ownership and operational structure in the underlying licences while empowering our local partners through equity ownership participation at Group level. The restructuring has also created opportunities for more rapid asset development through project-specific financing solutions. We believe that our continued investment in exploration, metallurgy and asset development has earned us the social licence to operate and established strategic worldclass partnerships. During the interim period, we secured debt funding arrangements with established lenders, including Standard Bank of Namibia (tin hedge) and Bank Windhoek, for the implementation of our exciting growth projects.

The Company ramped up tantalum concentrate production, producing 25 tonnes and shipping 15 tonnes to our off-taker, AfriMet, by the end of the period. Despite an unforeseen mechanical breakdown at the processing plant, which marginally increased costs, our ongoing CI2 Programme has improved overall recovery rates. We expect significant performance improvements in FY 2026 as we begin to reap the benefits of various capital projects.

Our lithium pilot plant continues to provide critical information for potential off-take agreements and for the integration of the lithium production circuit into the current plant. Although much of the material produced at the pilot plant has been sent to potential off-take partners for testing, we also achieved the first commercial petalite sale during the period, demonstrating the suitability of Uis's ore for the global technical grade market. We are also advancing our metallurgical test work programme to unlock the petalite production project.

Recent results from the maiden drilling programme at Brandberg West confirmed significant mineralisation within the historical pit, and the extensions to the north. The exceptionally high-grade veins have added tungsten and copper to our portfolio of critical minerals. Ongoing drilling at Uis will enhance our understanding of various pegmatites and enable us to increase the resource. We plan to expand our mineralisation exploration programme across the Erongo region to identify potential assets for future expansion. Our goal is to position Andrada as a platform for production growth in critical raw materials within Namibia.

In addition to these operational advances, we have improved our operational safety culture and strengthened relationships with our communities. In H2 2025, we look forward to achieving key milestones regarding the SQM deal, petalite development and tin expansion. We also look forward to providing further material updates on the various ongoing initiatives.

Financial performance overview

Increased revenue and expansion

§ 22% increase in revenue to £10.8 million (H1 2024: £8.9 million).

§ Gross profit increased by 70% to £2.6 million (H1 2024: £1.5 million) and operating loss improved by 42% to £1.5 million (H1 2024: £2.5 million).

§ The net loss increased to £3.2 million (H1 2024: £2.8 million) primarily due to finance expenses. A significant portion of these expenses are related to the interest on the convertible note obligation that was settled in shares at the election of the supportive shareholders.

§ Administrative costs amounted to £4.1 million (H1 2024: £4 million) included one-off expenses related to the successful completion of the UTMC restructuring, the SQM agreement and the completion of the Bank Windhoek funding. While these strategic corporate actions are essential for growth, we constantly review and strive to minimise the related costs

§ Although the period saw high capital expenditure, these projects will begin to yield benefits in the coming financial year and place the Company on a strong platform for future growth.

The cash costs were within management guidance.

§ The C1 costs included higher maintenance costs that are expected to normalise toward the lower end of guidance in the new year.

§ The C2 costs were higher due to the introduction of the royalty expense at the beginning of the 2025 calendar year.

§ AISC, which includes capitalised waste stripping, is expected to reduce over time as we move into zones with lower stripping ratios and increase our volumes in line with the completion of the CI2 Programme and the tin expansion project. The steady production of tantalum will continue to credit operational cash costs and, additional metals produced will substantially reduce cash costs.

Strengthening the financial position

To support ongoing capital expansion programs related to tin and lithium development, the Company announced on 7 August 2024 the conclusion of the NAD175 million (c£7.5 million) financing package from Bank Windhoek through the subsidiary UTMC. The proceeds were primarily allocated to the retirement of existing facilities, growth initiatives, and working capital. This investment will not only benefit UTMC but also contribute to the overall economic development of the country. Management believes that the combination of the Bank Windhoek funding, income from tin and tantalum sales as well as proceeds from the post-period agreement with SQM provides sufficient liquidity to support all operational activities for the next 12 months. Furthermore, the Company is engaging with multiple strategic partners, off-takers, development agencies and debt providers for funding required to roll-out further capital projects that have been identified. The available cash on 31 August 2024 was £6.1 million (US$7.2 million) excluding £2.1 million undrawn facilities.

Operational performance overview

Key tin production metrics

DescriptionUnitH1 2025H1 2024H1 25 vs H1 24
Feed grade% Sn0.1400.156-10%
Plant processing rateTph132136-3%
Ore processedT481 504446 6218%
Tin concentrateT752758-1%
Contained tinT4624542%
Tin recovery%726511%
Plant availability%9092-2%
Plant utilisation%928114%
Uis mine C1 operating cost¹USD/t contained tin18 690 *18 1617%
Uis mine C2 operating cost²USD/t contained tin22 671 *20 79616%
Uis mine AISC³USD/t contained tin27 730 *24 66215%
Tin price achievedUSD/t contained tin31 39725 91221%

All the numbers are unaudited

1 C1 operating cash costs refers to operating cash costs per unit of production excluding selling expenses and sustaining capital expenditure associated with Uis Mine.

2 C2 operating cash costs are equivalent to the C1 costs plus selling expenses including logistics, smelting and royalties.

3 All-in sustaining cost (AISC) incorporates all costs are related to sustaining production, capital expenditure associated with developing and maintaining the Uis operation as well as pre-stripping waste mining costs.

*Figures updated to reflect tantalum credits.

The ore processed increased by 8% YoY to 481 504 tonnes with the ore mined blended to improve ore utilisation and to maintain the grade in line with the reserve statement. The feed grade will continue to be maintained within the range of 0.135% to 0.145% tin. The plant processing rate was slightly lower at 132 tonnes per hour ("tph"), compared to 136 tph in H1 2024, mainly due to the enhanced maintenance implemented on the crushing circuit resulting in a slight decrease in the production of tin concentrate. The production of tantalum concentrate had a positive impact on the tin grade through the simultaneous removal of impurities resulting in the relatively higher contained tin volume.

Tin expansion

In March we launched the pre-concentrating project for the Uis mine to increase the tin grade and output from the processing plant to 1 600 tpa contained tin. The expansion entails improvements to the dry processing section through the installation of a coarse crushing and XRT ore-sorting pre-concentration circuit. We have received all the long-lead machinery for the circuit, and we have completed the detailed engineering plant design. Concurrent to the work on the pre-concentration project, we have extended our tin expansion strategy to include toll treatment production of higher-grade tin ore from emerging regional producers. The goal is to establish a tin production hub at Uis to enhance our pipeline and to entrench Andrada as a leading critical metals producer in Namibia.

The net effect of this multi-pronged approach will be an increase in tin metal production, in a cost-effective manner in the shortest period to achieve maximum benefit from the prevailing tin price. The pre-concentration project will be implemented alongside a high-grade tolling programme to achieve an optimal net increase in output. The initial phase of the tolling programme has been the identification of high-grade tin mineralisation zones of up to 1.5% from various mining operations within the Erongo region. The ongoing CI2 Programme complements the tin expansion by improving the efficiency of the plant through the elimination of production bottlenecks. To date the CI2 Programme has resulted in an increase in the tin recovery rate to 72% (H1 2024: 65%).

Tantalum production

Key tantalum production metrics

DescriptionUnitQ1 FY2025Q2 FY2025
Tantalum concentratetonnes916
Contained tantalumkg8651 731
Tantalum concentrate grade%1011
Tantalum recovery%36

Although still nominal, tantalum contributed 1% to the group revenue in the interim results. We anticipate reaching the targeted quarterly volumes by the end of the financial year. The incremental cost of producing tantalum concentrate is low, resulting in more than 90% of the revenue being captured in EBITDA.

Lithium development update

Lithium pilot plant

A one-off spot sale of five tonnes of petalite to a ceramic producer was completed during the period under review marking a key milestone towards realising our objective to be a critical metals producer. We believe the sale, albeit small, was an endorsement of the commercial potential of petalite from Uis. The exposure of the high-grade ore at Uis following the accelerated push-back also increased the petalite bulk sample production which will be used by potential off takers. Although we continue to explore opportunities to sell concentrate produced, the pilot plant facility continues to be primarily utilised for offtake bulk sampling campaigns. Importantly, these testing campaigns coupled with the completion of the technical study will contribute to the integration of the lithium circuit to the existing processing plant at Uis.

Safety performance

At Andrada, we are committed to maintaining the highest safety standards across our operations. The implementation of Take5, Visible Felt Leadership and Elimination of Fatalities initiatives, coupled with the commitment from our operational teams, has driven significant improvements in safety outcomes. The LTIFR increased from 1.42⁴ in H1 2024 to 1.74 in the period under review while the TRIFR increased from 7.84 in H1 2024 to 9.24⁵ in H1 2025. Importantly, no fatalities were recorded during this period. The various measures, including quarterly safety audits and comprehensive training sessions, have been instrumental in strengthening our safety culture and enhancing overall workplace safety.

⁴Restated LTI number for H1 2024: In August 2024, we conducted a comprehensive review of our injury classification process and specific incident classifications. We have updated our Lost Time Injury (LTI) numbers with the previously reported figure of three (3) LTIs being revised to four (4) LTIs. ⁵Restated TRIFR number for H1 2024: As part of our safety KPI metric review, we have aligned our TRIFR calculation with ICMM reporting standards. This change excludes restricted workdays and first-aid injuries. Historic TRIFR data has been revised accordingly, resulting in a notable improvement in our TRIFR from FY2023 to FY2024.

POST-PERIOD

SQM partnership on spodumene - rich Lithium Ridge

On 9 September 2024, we signed a three-stage earn-in agreement with SQM. We were incredibly pleased to announce this partnership with a global leader in the lithium industry, representing the first African lithium partnership that SQM has entered into. This partnership further solidifies our belief in the Lithium Ridge asset as a potential world-class resource, and further establishes Andrada as a multi-asset, critical metals explorer and miner. We believe this partnership highlights the potential value of our entire asset portfolio. Furthermore, partnering with SQM provides the ideal partner to unlock the full potential of Lithium Ridge, while allowing continuation of the development of Uis through our existing financing relationships.

The SQM partnership aligns perfectly with our strategic objectives, enabling us to develop Uis's neighbouring lithium asset, through accelerated the exploration initiatives. The Agreement establish a long-term, value-creating relationship that incentivises operational milestones and delivers sustained returns for our shareholders. The introduction of a global lithium player will also place Namibia at the forefront of the African lithium development trajectory and unlock value for the mining industry.

The SQM agreement is subject to certain conditions precedent, including the Namibian Competition Commission approval. I am pleased to confirm that we have transferred the Environmental Compliance Certificate into the joint venture vehicle as one of the two outstanding conditions precedent and await the Namibian Competition Commission response to our application. Full details of the joint venture arrangement and the associated earn-in process are detailed in the Company's announcement of 9 September 2024. We are keen to start the project as soon as the outstanding approval is received from the Namibian Competition Commission. The Company will make further updates on progress.

Brandberg West maiden drilling results

The impressive drill results from our first drilling programme indicated significant high grades across multiple drill holes, showing up to 10% tin, 3.5% tungsten and 2% copper (See announcement dated 12 September and 16 October 2024). The exploration programme comprised 20 oriented diamond drill ("DD") holes for a total of 2 975 metres drilled.

The drill programme was successful as high-grade intersections were found within all the drill holes, covering the historical open pit area and virgin extensions to the north of the pit. The success of this exploration programme reinforces the Company's belief that the Erongo region of Namibia is well-endowed with critical metals and has the potential to yield substantial inventory. Furthermore, the results validate our approach of investigating areas with historical mining activity to bolster our portfolio.

Publication of the 2024 Sustainability Report

On 20 November 2024, we released the 2024 Sustainability Report outlining Andrada's sustainability framework and its focus on creating thriving, resilient communities, while ensuring responsible operations through best-practice environmental stewardship and robust governance. We are particularly proud of the significant progress we have made in progressing our ESG commitments this year, including a doubling of procurement expenditure within Namibia to £21 million, and maintaining a 99% Namibian workforce.

Additionally, a total of £3.5 million was spent towards salaries, royalties and social projects during the year under review within Namibia. This underlines the dedication to creating value for our host nation and delivering on the promise for an equitable partnership that drives economic growth in Namibia. The Company maintains the highest standards of ethics and transparency, aligning with international frameworks including IFC Performance Standards, ICMM Principles, GRI and GISTM. This commitment to good governance underpins Andrada's engagement with all stakeholders, from employees and local communities to governments and investors. As we continue to expand our operations, the commitment to responsible mining practices remains unwavering. We look forward to building on these achievements in the year ahead, and to ensuring that Andrada is well qualified to promote the energy transition through its portfolio of critical raw materials.

Glossary of abbreviations

CYCalendar year
£Great British Pound
N $Namibian Dollar
US$United States Dollar
ESGEnvironmental, Social, and Governance
GISTMGlobal Industry Standard on Tailings Management
GJGigajoules
GRIGlobal Reporting Initiative
ICMMInternational Council on Mining and Metals
IFCInternational Finance Corporation
ANDRADA MINING LIMITED
INTERIM REPORT AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
£Notes6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Continuing operations
Revenue410 814 6968 846 99717 967 889
Cost of sales5(8 232 350)(7 325 039)(16 247 748)
Gross profit2 582 3461 521 9581 720 141
Administrative expenses6(4 279 748)(4 031 304)(9 959 549)
Other income251 05020 58397 415
Operating loss(1 446 352)(2 488 763)(8 141 993)
Finance income7321 32622 354955 940
Finance expenses7(2 074 347)(309 832)(1 684 506)
Loss before tax(3 199 373)(2 776 241)(8 870 559)
Income tax expense8---
Loss for the period(3 199 373)(2 776 241)(8 870 559)

Other comprehensive income/(loss)

Items that will or may be reclassified to profit or loss:

Exchange differences on translation of share-based payment reserve168(325)(410)
Exchange differences on translation of foreign operations1 226 680(2 207 455)(3 074 742)
Exchange differences on non-controlling interest(19 497)13 41024 785
Total comprehensive loss for the period(1 992 022)(4 970 611)(11 920 926)
Profit/(loss) for the period attributable to:
Owners of the parent(3 215 983)(2 755 819)(8 438 465)
Non-controlling interests16 610(20 422)(432 094)
(3 199 373)(2 776 241)(8 870 559)
Total comprehensive loss for the period attributable to:
Owners of the parent(1 989 135)(4 963 600)(11 513 617)
Non-controlling interests(2 887)(7 012)(407 309)
(1 992 022)(4 970 611)(11 920 926)
Loss per ordinary share
Basic and diluted loss per share (pence)9(0.21)(0.18)(0.54)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
£Notes6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Assets
Non-current assets
Intangible assets1011 098 6998 401 27810 519 937
Property, plant and equipment1139 559 50629 571 06432 170 329
Total non-current assets50 658 20537 972 34242 690 266
Current assets
Inventories125 750 1073 171 6742 948 618
Trade and other receivables134 405 4712 896 9726 050 465
Cash and cash equivalents146 103 6246 686 92114 505 800
Total current assets16 259 20212 755 56723 504 883
Total assets66 917 40750 727 90966 195 149
Equity and liabilities
Equity
Share capital2161 642 96956 944 40859 247 558
Accumulated deficit(33 490 538)(21 089 934)(26 623 617)
Warrant reserve482 199338 903482 199
Share-based payment reserve1 933 989994 0871 831 764
Convertible loan note reserve4 579 4274 595 6144 579 427
Foreign currency translation reserve(5 681 296)(6 040 689)(6 907 976)
Equity attributable to the owners of the parent29 466 75035 742 38932 609 355
Non-controlling interests(13 824)(154 442)(554 739)
Total equity29 452 92635 587 94732 054 616
Non-current liabilities
Environmental rehabilitation liability181 270 629912 5501 152 121
Borrowings1516 220 4174 328 3739 888 216
Other financial liabilities1610 742 151-10 386 425
Lease liability19376 502568 076478 523
Deferred consideration20415 640--
Total non-current liabilities29 025 3395 808 99921 905 285
Current liabilities
Trade and other payables175 665 9575 289 8126 972 743
Borrowings151 523 1743 839 7464 061 447
Other financial liabilities161 009 294-966 519
Lease liability19240 717201 405234 539
Total current liabilities8 439 1429 330 96312 235 248
Total equity and liabilities66 917 40750 727 90966 195 149
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
£Share capitalConvertible loan note reserveAccumulated deficitWarrant reserveShare-based payment reserveForeign currency translation reserveTotalNon-controlling interestsTotal equity
Total equity at 31 August 202356 944 4084 595 614(21 089 934)338 903994 087(6 040 689)35 742 389(154 442)35 587 947
Loss for the period--(5 682 646)---(5 682 646)(411 672)(6 094 318)
Other comprehensive income/(loss)----(85)(867 287)(867 372)11 376(855 996)
Transactions with owners:
Issue of shares2 036 500-----2 036 500-2 036 500
Share issue costs(99 300)-----(99 300)-(99 300)
Share-based payments----12 750-12 750-12 750
Issue of convertible loan notes-(288 754)----(288 754)-(288 754)
Convertible loan note issue costs-272 567----272 567-272 567
Issue of warrants---143 296--143 296-143 296
Share options raised in the year----973 975-973 975-973 975
Share options exercised in the year365 950-148 963-(148 963)-365 950-365 950
Total equity at 29 February 202459 247 5584 579 427(26 623 617)482 1991 831 764(6 907 976)32 609 355(554 739)32 054 616
Loss for the period--(3 215 983)---(3 215 983)16 610(3 199 373)
Other comprehensive income/(loss)----1681 226 6801 226 848(19 497)1 207 351
Transactions with owners:
Issue of shares2 395 411-----2 395 411-2 395 411
Share-based payments----102 057-102 057-102 057
Acquisition of non-controlling interests (refer to Note 20)--(3 650 938)---(3 650 938)543 802(3 107 136)
Total equity at 31 August 202461 642 9694 579 427(33 490 538)482 1991 933 989(5 681 296)29 466 750(13 824)29 452 926
CONSOLIDATED STATEMENT OF CASH FLOWS
£Notes6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Cash flows from operating activities
Profit / (Loss) before taxation(3 199 373)(2 776 241)(8 870 559)
Adjustments for:
Fair value adjustment to customer contract4(128 328)40 866(58 941)
Depreciation of property, plant and equipment112 055 8581 692 3323 363 011
Amortisation of intangible assets109 1113 49916 370
Share-based payments82 4215 250710 523
Finance income7(321 326)(22 354)(955 939)
Finance expenses72 074 347309 8321 684 506
Changes in working capital:
Decrease/(increase) in receivables131 998 253(530 322)(1 322 157)
(Increase) in inventory12(2 676 055)(706 531)(530 596)
(Decrease)/increase in payables17(1 559 571)1 910 8172 226 900
Net cash used in operating activities(1 664 663)(72 853)(3 736 882)
Cash flows from investing activities
Purchase of intangible assets10(1 510 337)(1 477 104)(3 348 698)
Purchase of property, plant and equipment11(8 232 385)(6 415 069)(11 782 638)
Finance income7321 32622 354211 974
Net cash used in investing activities(9 421 396)(7 869 819)(14 919 362)
Cash flows from financing activities
Finance expenses7(392 609)(209 479)(890 945)
Lease payments19(163 009)(193 149)(375 660)
Warrant reserve--143 296
Net proceeds from issue of shares21--2 303 150
Proceeds from issue of July convertible loan notes (equity)-4 848 2144 868 023
Proceeds from issue of July convertible loan notes (debt)-2 446 9772 446 977
Proceeds from issue of November convertible loan notes (debt)--5 359 794
Proceeds from issue of November convertible loan notes (derivative liability)--2 155 674
Proceeds from issue of November royalty debt--9 522 780
Proceeds from bank borrowings156 727 515369 2382 127 221
Repayment of bank borrowings15(2 735 686)(425 792)(2 438 797)
Net cash generated from financing activities3 436 2116 836 00925 221 513
Net (decrease)/increase in cash and cash equivalents(7 649 848)(1 106 663)6 565 269
Cash and cash equivalents at the beginning of the period14 505 8008 205 7058 205 705
Foreign exchange differences(752 328)(412 121)(265 174)
Cash and cash equivalents at the end of the period6 103 6246 686 92114 505 800

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL INFORMATION

For the period ended 31 August 2024

Corporate information and principal activities

Andrada Mining Limited ("Andrada") was incorporated and domiciled in Guernsey on 1 September 2017 and admitted to the AIM market in London on 9 November 2017. The Company's registered office is at PO Box 282, Oak House, Hirzel Street, St Peter Port, Guernsey GY1 3RH and it operates from Illovo Edge Office Park, 2nd Floor, Building 3, Corner Harries and Fricker Road, Illovo, Johannesburg, 2116, South Africa. This financial information is for the period ended 31 August 2024 and comparative figures for the six-month period ended 31 August 2023 and for the year ended 29 February 2024 are shown.

As at 31 August 2024, the Andrada Group comprised:

CompanyEquity holding and voting rights At 31 August 2024Equity holding and voting rights At 31 August 2023Country of incorporationNature of activities
Andrada Mining LimitedN/AN/AGuernseyUltimate holding company
Greenhills Resources Limited 1100%100%GuernseyHolding company
Andrada Mining Pty Limited 1100%100%South AfricaGroup support services
Tantalum Investment Pty Limited 1100%100%NamibiaTin & tantalum exploration
Andrada Mining (Namibia) Pty Limited 2100%100%NamibiaTin, tantalum & lithium operations
Uis Tin Mining Company Pty Limited 3100%100%NamibiaTin, tantalum & lithium operations
Mokopane Tin Company Pty Limited 2100%100%South AfricaHolding company
Renetype Pty Limited 474%74%South AfricaTin & tantalum exploration
Jaxson 641 Pty Limited 450%50%South AfricaTin & tantalum exploration
Pamish Investments 71 Pty Limited 2100%100%South AfricaHolding company
Zaaiplaats Mining Pty Limited 574%74%South AfricaProperty owning
Uis Tin Mining Company Rwanda Limited 2100%100%RwandaTin & tantalum exploration
Grace Simba Investments Pty Limited100%N/ANamibiaTin, tantalum & lithium exploration
Grace Timon Investments Pty Limited100%N/ANamibiaTin, tungsten & copper exploration

1 Held directly by Andrada Mining Limited

2 Held by Greenhills Resources Limited

3 Held by Andrada Mining (Namibia) Pty Limited. Acquired 15% non-controlling interest during the period.

4 Held by Mokopane Tin Company Pty Limited

5 Held by Pamish Investments 71 Pty Limited

This financial information is presented in Pound Sterling (£) because that is the currency in which the Group has raised funding on the AIM market in the United Kingdom. Furthermore, Pound Sterling (£) is the functional currency of the ultimate holding company, Andrada Mining Limited. The Group's key subsidiaries, Andrada Namibia and Uis Tin Mining Company Pty Limited ("UTMC"), use the Namibian Dollar ("NAD") as their functional currency. The period-end spot rate used to translate all Namibian Dollar balances was £1 = NAD23.42 and the average rate for the period was £1 = NAD23.51.

  • MATERIAL ACCOUNTING POLICIES
  • Basis of accounting

The consolidated interim financial information has been prepared in accordance with UK-adopted international accounting standards. The consolidated interim financial information also complies with the AIM Rules for Companies, NSX Listing Requirements, OTCQB Listing Requirements and the Companies (Guernsey) Law, 2008 and shows a true and fair view.

The interim financial information for the six months to 31 August 2024 is unaudited and does not constitute statutory financial information. The statutory accounts for the year ended 29 February 2024 are available on the Company's website.

Going concern

The Group closely monitors and manages its liquidity risk and day-to-day working capital requirements. Cash forecasts are regularly produced, considering the global logistical challenges around sales, to ensure that there is sufficient cash within the Group to meet its obligations. The Group runs sensitivities for different scenarios, including but not limited to changes in commodity prices and exchange rates. The Group also routinely monitors the covenants associated with the borrowing facilities and proactively engages with Bank Windhoek, the lender, where there is any risk. The Group met the covenant requirements for the 31 August 2024 measurement period and, based on the latest forecasts, the Group will be able to meet its covenant obligations for the testing period to February 2025. For the purpose of assessing going concern, the Directors have prepared forecasts to November 2026.

The main estimates considered as part of the Directors' going concern assessment are production profiles, tin, lithium and tantalum prices, exchange rates and committed capital. The production profile is based on the Group's current achieved production post the completion of the expansion project, as well as the additional production on the successful completion of the continuous improvement capital project and ore sorter projects. In addition, the Group successfully raised £7.1m through the funding of Bank Windhoek, secured a partnership with SQM for the Lithium Ridge project, and maintains the possibility of future funding through a strategic partner. This further supports the liquidity requirements of the Group and its ability to meet its obligations in the ordinary course of business. The Group also retains the ability to flex its ongoing exploration and metallurgical capital expenditures in line with cash availability as well as macro-economic circumstances.

Based on the forecasts, additional funding will be required within the next 12 months for the purpose of envisaged capital and exploration projects without a strategic partner. As the Group is also entering a new market with reference to lithium sales, which are close to near-term production, the cash flow forecast has assumed the successful completion of the lithium pilot plant in order to deliver the business strategy. Further funding would be required for additional exploration and capital projects as well as studies related to the feasibility of the future growth phases. The Group believes it has several options available to it, including but not limited to use of the overdraft facility, restructuring of the debt, additional debt or equity, cost reduction strategies as well as potential off-take arrangements. The Directors are already at an advanced stage of securing additional funding for the next 12 months. However, this is yet to be finalised as at the date of approval of the financial statements. Thus, the Group is reliant on additional funding, which is not guaranteed. This indicates the existence of a material uncertainty which may cast significant doubt on the Group's ability to continue as a going concern and, therefore, the Group may be unable to realise its assets and discharge its liabilities in the ordinary course of business.

As a result of their review, and despite the aforementioned material uncertainty, the Directors have confidence in the Group's forecasts and that additional funding will be forthcoming. Accordingly, the Directors continue to adopt the going concern basis in preparing the consolidated financial statements. The financial statements do not include any adjustments that would result if the Group were unable to continue as a going concern.

  • Basis of consolidation
  • Subsidiaries

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases. Inter-company transactions, balances and unrealised gains/losses on transactions between Group companies are eliminated. When necessary, amounts reported by subsidiaries have been adjusted to conform with the Group's accounting policies.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. Any excess or deficit of consideration paid over the carrying amount of the non-controlling interests is recognised in equity of the parent in transactions where the non-controlling interests are acquired or sold without loss of control. The Group has elected to recognise this effect in retained earnings.

Non-controlling interests

Non-controlling interests in subsidiaries are identified separately from the Group's equity therein. Those interests of non-controlling shareholders that present ownership interests entitling their holders to a proportionate share of the net assets upon liquidation are initially measured at fair value. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests' share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if this results in the non- controlling interests having a deficit balance.

Critical accounting estimates and judgements

In the application of the Group's accounting policies, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are relevant. Actual results may differ from these estimates. Information about significant areas of estimation uncertainty considered by management in preparing the interim financial information is provided below.

Estimates and judgements are continually evaluated. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of revision and in future periods if the revision affects both current and future periods.

Going concern and liquidity

Significant estimates were required in forecasting cash flows used in the assessment of going concern, including tin, tantalum and lithium prices, levels of production, operating costs, and capital expenditure requirements. For further details, refer to the going concern considerations laid out earlier in Note 2(b).

Decommissioning and rehabilitation obligations

In determining the amount attributable to the rehabilitation liability, management used a risk-free discount rate of 12.31% (August 2023: 13% and February 2024: 12.31%), an inflation rate of 4.8% (August 2023: 5.3% and February 2024: 4.8%) and an estimated mining period of 12.1 years (August 2023: 12.9 years and February 2024: 12.6 years), being the Phase 1 expansion life of mine. The rates used are in line with the Namibian market rates. The decrease in the mining period is as a result of the increased mining volumes post the Phase 1 Expansion. The carrying amount of the rehabilitation obligations for the Group at 31 August 2024 was £1 270 629 (August 2023: £912 550 and February 2024: £1 152 121).

  • Impairment indicator assessment for exploration and evaluation assets

Determining whether an exploration and evaluation asset is impaired requires an assessment of whether there are any indicators of impairment, including specific impairment indicators prescribed in IFRS 6 "Exploration for and Evaluation of Mineral Resources". If there is any indication of potential impairment, an impairment test is required based on value in use of the asset. The valuation of intangible exploration assets is dependent upon the discovery of economically recoverable deposits which, in turn, is dependent on future tin prices, future capital expenditures, environmental and regulatory restrictions, and the successful renewal of licences.

The Directors have concluded that there are no indications of impairment in respect of the carrying value of Namibian intangible assets at 31 August 2024 based on planned future development of the Namibian projects and current and forecast tin prices. Exploration and evaluation assets are disclosed fully in Note 10.

Impairment assessment for property, plant and equipment

Management has reviewed the Uis Tin Mine for indicators of impairment and has considered, among other factors, the operations to date at the Uis Tin Mine, forecast commodity prices, production profile, inflation rate, post-tax real discount rate and market capitalisation of the Group. Management identified the reduction in the tin price as an indicator of impairment. In undertaking the impairment review, management has also reviewed the underlying life of mine ("LoM") valuation model for Uis. The LoM valuation model is on a fair value less cost to develop basis and includes assessments of different scenarios associated with capital improvements and expansion opportunities. The impairment testing performed by management did not result in an impairment.

The forecasts require estimates regarding forecast tin, tantalum and lithium prices, ore resources, production, operating and capital costs. Under the base case forecast scenario, management used a forecast tin price of $26 000, tantalum price of $150 000, lithium price of $2 960 dropping to $1 051 in FY 2027, a post-tax real discount rate of 8.7%, an inflation rate of 5.5%, and a life of mine of 30 years. The forecast indicates sufficient headroom as at 31 August 2024.

The complex judgement in determining the recoverable amount of mining assets requires an estimation of the future tin price. The estimation of future tin price is subject to uncertainty considering the volatility of the market. Management has therefore compared the forecast tin price with the economic consensus estimates. Furthermore, a sensitivity analysis was performed by lowering the forecast tin prices by 5%, which also indicated sufficient headroom as at 31 August 2024.

As an additional test, management performed certain sensitivity calculations. These included raising the discount rate to 9.7% post-tax real rate, lowering plant recovery by 5% and increasing operating costs by 5%. In each of these circumstances, the forecast indicated sufficient headroom as at 31 August 2024.

Depreciation

Judgement is applied in making assumptions about the depreciation charge for mining assets when using the unit-of-production method in estimating the ore tonnes held in reserves. The relevant reserves are those included in the current approved LoM plan, which relates to the Phase 1 expansion. Judgement is also applied when assessing the estimated useful life of individual assets and residual values. The assumptions are reviewed at least annually by management, and the judgement is based on consideration of the LoM plan as well as the nature of the assets. The reserve assumptions included in the LoM plan are evaluated by management.

Capitalisation and depreciation of waste stripping

The Group has elected to capitalise the costs of waste stripping activities as these are necessary to allow improved access to the ore and, therefore, will result in future economic benefits. The costs of drilling, blasting, and load and haul of waste material are capitalised until such time that the underlying ore is used in production. These costs are then expensed on a proportional basis. The capitalised costs are included in the mining asset in property, plant and equipment and are expensed back into the statement of comprehensive income as depreciation. Capitalisation of waste stripping requires the Group to make judgements and estimates in determining the amounts to be capitalised. These judgements and estimates include, among others, the expected life of mine stripping ratio for each separate open pit, the determination of what defines separate pits, and the expected volumes to be extracted from each component of a pit for which the stripping asset is depreciated.

Determination of ore reserves

The Group estimates its ore reserves and mineral resources based on information compiled by appropriately qualified persons relating to geological and technical data on the size, depth, shape, and grade of the ore body and related to suitable production techniques and recovery rates. The estimate of recoverable reserves is based on factors such as tin prices, future capital requirements and production costs, along with geological assumptions and judgements made in estimating the size and grade of the ore body. There are numerous uncertainties inherent in estimating ore reserves and mineral resources. Consequently, assumptions that are valid at the time of estimation may change significantly if or when new information becomes available.

viii. Valuation of inventories

Judgement is applied in making assumptions about the value of inventories and inventory stockpiles, including tin prices, plant recoveries and processing costs, to determine the extent to which the Group values inventory and inventory stockpiles. The Group uses forecast tin prices to determine the net realisable value of the run of mine ("ROM") stockpile and the tin concentrate inventory on hand at period end. Inventory stockpiles are measured using actual mining and processing costs.

Determining the fair value of royalty debt

The measurement of the royalty obligation factors in numerous key inputs, and management makes use of a technical expert. These inputs include the forecast of the tin production and price over a period of 30 years, the risk-free rate and the credit spread. The tin price forecast was based on estimates provided by the Group as of 31 August 2024. The risk-free rate was based on the United States Constant Maturity Treasury rates commensurate with the terms as of the valuation date, as reported on the Federal Reserve website. The Group used a credit spread of 10.58% computed by backsolving the convertible notes to par and further adjusted down 3.5% to account for the lower risk factor as a result of the ongoing operations at Uis Tin Mining Company. The operating subsidiary attracts a lower risk factor due to it being closely aligned to the underlying tin mining operation and its performance since commissioned, relative to the holding company, which is implicitly subordinated. The royalty obligation is measured at fair value through profit and loss.

  • Fair value estimation on the consideration paid during the acquisition of mining rights

As part of the accounting for the acquisition of the non-controlling interest in UTMC, part of the consideration was settled using the ML 129 licence. Due to the nature of the assets, certain exploration activities were undertaken, but the information gathered was insufficient to delineate a Mineral Resource as defined by the JORC 2012 (Joint Ore Reserves Committee) Mineral Reporting Code, or any other broadly accepted mineral reporting standard. When the fair value of assets recorded in the statement of financial position cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the discounted cash flow ("DCF") model.

The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. As a result, management estimated the fair value to be equivalent to the exploration costs, which served as the base amount for the transaction.

Adoption of new and revised standards

The following amendments, standards and interpretations were adopted by the Group from 1 March 2023:

  • Amendments to IAS 12 - International Tax Reform - Pillar Two Model Rules
  • Lease Liability in a Sale and Leaseback - Amendments to IFRS 16 Leases
  • Amendments to IAS 1 - Presentation of Financial Statements and IFRS Practice Statement 2 Making Judgements - Disclosure of Accounting Policies

Accounting standards and interpretations not applied

  • Lack of Exchangeability - Amendments to IAS 21 - The Effects of Changes in Foreign Exchange Rates
  • Annual improvements to IFRS 1 (First-time Adoption of International Financial Reporting Standards), IFRS 7 (Financial Instruments: Disclosures and its accompanying guidance on implementing IFRS 7), IFRS 9 (Financial Instruments), IFRS 10 (Consolidated Financial Statements) and IAS 7 (Statement of Cash Flows).

The updated standards, interpretations and amendments may have a significant impact on the consolidated financial statements in the future as the Group holds financial instruments recognised under IFRS 9 and IFRS 7.

Revenue

£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Revenue from the sale of tin10 616 9818 863 85417 863 275
Revenue from the sale of tantalum64 021--
Revenue from the sale of lithium3 147--
Revenue from the sale of sand2 21924 00945 673
Total revenue from customers10 686 3688 887 86317 908 948
Other revenue - change in fair value of customer contract128 328(40 866)58 941
Total revenue10 814 6968 846 99717 967 889
5. Cost of sales
£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Costs of production6 767 7626 340 38014 178 153
Smelter charges707 024643 4681 328 387
Logistics costs88 59979 401154 932
Government royalties356 069261 790484 976
Orion royalties312 896-101 300
8 232 3507 325 03916 247 748

Administrative expenses

The loss for the period has been arrived at after charging:

£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Staff costs2 062 2191 216 0224 261 360
Depreciation of property, plant and equipment259 565209 960452 769
Professional fees936 6541 089 8051 972 100
Travelling expenses278 456153 875459 919
Uis administration expenses913 461484 2641 259 206
Auditor's remuneration-5 350240 000
Foreign exchange (gains)/losses(718 347)305 870260 061
IT costs278 443199 685356 396
Listing costs243 064305 870530 677
Other costs26 23360 603167 061
4 279 7484 031 3049 959 549

Other costs mainly consist of corporate overheads necessary to run the South African head office.

Finance INCOME AND EXPENSES

£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Finance expenses
Interest on lease liability39 89950 50698 923
Interest on environmental rehabilitation liability73 36313 851118 694
Interest on bank facility249 387150 915275 807
Interest on convertible loan notes761 62819 809488 383
Transaction cost on royalty debt--456 062
Fair value loss on royalty debt806 849-87 561
Interest on warrants-16 187-
Other interest expenses143 22158 564159 076
2 074 347309 8321 684 506
Finance income
Fair value gain on embedded derivative--743 965
Interest income on bank balances321 32622 354211 975
321 32622 354955 940

Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)

Factors affecting tax for the period - The tax assessed for the period at the Guernsey corporation tax charge rate of 0%, as explained below

Loss before taxation(3 199 373)(2 776 241)(8 870 559)
Profit/(loss) before taxation multiplied by the Guernsey corporation tax charge rate of 0%---
Effects of:
Differences in tax rates (overseas jurisdictions)(2 668 734)(548 888)(2 125 662)
Tax losses carried forward2 668 734548 8882 125 662
Movement in deferred tax--
Tax for the period---

Accumulated losses in the subsidiary undertakings for which there is an unrecognised deferred tax asset are £16 421 555 (August 2023: £9 379 913 and February 2024: £13 903 618)

Loss per share from continuing operations

The calculation of a basic loss per share of 0.21 pence (August 2023: loss per share of 0.18 pence and February 2024: loss per share of 0.56 pence) is calculated using the total loss for the period attributable to the owners of the Company of £3 215 983 (August 2023: loss of £2 755 819 and February 2024: loss of £8 438 465) and the weighted average number of shares in issue during the period of 1 591 793 522 (August 2023: 1 538 528 155 and February 2024: 1 551 422 631). Due to the loss for the period, the diluted loss per share is the same as the basic loss per share. The number of potentially dilutive ordinary shares in respect of share options, warrants and shares to be issued as at 31 August 2024 is 165 830 346 (August 2023: 76 309 563 and February 2024: 165 625 801). These potentially dilutive ordinary shares may have a dilutive effect on future earnings per share.

Intangible assets

£Exploration and evaluation assetsComputer softwareTotal
Cost
As at 31 August 20238 335 011107 1588 442 169
Additions for the period - other expenditure2 265 78533 8642 299 649
Exchange differences(166 104)(2 481)(168 585)
As at 29 February 202410 434 692138 54110 573 233
Additions for the period - other expenditure1 514 449-1 514 449
Disposal of ML 129(1 233 322)-(1 233 322)
Exchange differences303 4653 319306 784
As at 31 August 202411 019 284141 86011 161 144
Accumulated depreciation
As at 31 August 2023-40 89240 892
Charge for the period-12 87112 871
Exchange differences-(465)(465)
As at 29 February 2024-53 29853 298
Charge for the period-9 1119 111
Exchange differences-3636
As at 31 August 2024-62 44562 445
Net book value
As at 31 August 202411 019 28479 41511 098 699
As at 29 February 202410 434 69285 24510 519 937
As at 31 August 20238 335 01166 2678 401 278

The additions to the evaluation and exploration asset during the period mainly consist of expenses capitalised as part of the Phase 2 exploration drilling project, the metallurgical test work programme, environmental studies, and region exploration projects.

Property, plant and equipment

£LandMining asset under constructionMining assetMining asset - strippingDecommissioning assetRight-of-use assetComputer equipmentFurnitureVehiclesMobile equipment (crane)BuildingsExploration & evaluation assetsTotal
Cost
As at 31 August 202310 4864 430 00823 079 7044 223 054864 6041 468 964330 455301 521389 473406 727241 249-35 746 245
Additions for the period-2992 395 6272 402 562161 02970 00131 32672 180(940)---5 132 084
Disposals for the period-----(278 342)------(278 342)
Transfer between categories of assets-(4 539 480)655 489--------3 883 991-
Foreign exchange differences(201)835 262(1 229 086)(143 163)(21 975)(12 460)(6 635)(7 497)(6 496)(7 766)(4 607)(131 864)(736 488)
As at 29 February 202410 285726 08924 901 7346 482 4531 003 6581 248 163355 146366 204382 037398 961236 6423 752 12739 863 499
Additions for the period-4 192 2091 834 3751 423 280--345 49727 669--424 878-8 247 908
Disposals for the period-------------
Transfer between categories of assets-------------
Foreign exchange differences40027 605904 164258 45939 07250 61415 17414 34514 87215 53110 903146 0691 497 208
As at 31 August 202410 6854 945 90327 640 2738 164 1921 042 7301 298 777715 817408 218396 909414 492672 4233 898 19649 608 615
Accumulated depreciation
As at 31 August 2023--3 219 2851 807 58152 872631 985178 530118 936106 04350 1589 790-6 175 180
Charge for the period--925 360654 83032 791(78 157)39 02740 18730 53015 96510 144-1 670 677
Exchange differences--(77 852)(50 539)(1 780)(10 251)(4 358)(3 341)(2 743)(1 316)(508)-(152 688)
As at 29 February 2024--4 066 7932 411 87283 883543 577213 199155 782133 83064 80719 426-7 693 169
Charge for the period--881 002821 61332 640138 52986 42729 23830 85017 22610 9327 4002 055 857
Exchange differences--149 16197 1623 39526 7878 6586 1675 3332 59180029300 083
As at 31 August 2024--5 096 9563 330 647119 918708 893308 284191 187170 01384 62431 1587 42910 049 109
Net book value
As at 31 August 202410 6854 945 90322 543 3174 833 545922 812589 884407 533217 031226 896329 868641 2653 890 76739 559 506
As at 29 February 202410 285726 08920 834 9414 070 581919 775704 586141 947210 422248 207334 154217 2163 752 12732 170 329
As at 31 August 202310 4864 430 00819 860 4192 415 473811 732836 979151 925182 585283 429356 569231 458-29 571 064

Additions to the mining asset under construction include capitalised costs and equipment purchased as part of the ore sorting circuit. Additions to the mining asset include capitalised costs and equipment purchased as part of the Uis Phase 1 Continuous Improvement project.

Inventories

£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2023 (audited)
Run-of-mine stockpile2 117 4011 669 1761 119 710
Tin concentrate on hand2 345 151723 747954 059
Consumables1 287 555778 752874 849
5 750 1073 171 6742 948 618
13. Trade and other receivables
£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Trade receivables163 384305 410192 829
Trade receivables at fair value through profit or loss582 081432 220485 235
Other receivables706 157951 5253 519 565
VAT receivables2 953 8491 207 8171 852 836
4 405 4712 896 9726 050 465
14. Cash and cash equivalents
£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Cash on hand and in bank6 103 6246 686 92114 505 800
15. Borrowings
£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Standard Bank term loan facility-3 387 4372 559 845
Standard Bank VAT facility-313 186307 206
Standard Bank vehicle asset financing461 960528 064517 982
Standard Bank working capital facility-1 472 644-
Development Bank of Namibia term loan facility4 803 752-2 269 475
Bank Windhoek term loan facility4 297 469--
Bank Windhoek short-term loan facility319 165--
Convertible loan note debt component7 861 2452 466 7888 295 155
17 743 5918 168 11913 949 663

The following is the split between the current and the non-current portion of the liability:

£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Non-current liability1 523 1743 839 7464 061 447
Current liability16 220 4174 328 3739 888 216
17 743 5918 168 11913 949 663

During 2022, a vehicle asset financing facility to the value of N$15 000 000 (c. £640 500) was provided by Standard Bank Namibia. Interest accrues on this facility at the Namibian prime rate less 1%.

On 21 July 2023, the Group issued 77 unsecured convertible loan notes of £100 000 each to new and existing investors. The notes have a term of 3 years, bear interest at a rate of 12% per annum and can be redeemed at the option of the Group or converted into ordinary shares at a fixed price of 9.45 by mutual agreement between the Group and the note holders. As per IAS 32 and IFRS 9, the fair value of the proceeds of the notes consisted of a liability and an equity component. Refer to the Statement of Changes in Equity for the equity portion of this instrument.

On 5 September 2023, the Development Bank of Namibia ("DBN") served notice confirming that all conditions had been fulfilled or waived and that financial close had occurred. Accordingly, the Group received the 1st drawdown of N$50m (c. £2 135 000) in September 2023 and the 2nd drawdown of the same amount in March 2024, totalling an amount of N$100m (c. £4 270 000). These Funds are being used to expedite the implementation of the Uis Mine Stage II Continuous Improvement Programme.

On 22 November 2023, a US$25 000 000 (c. £19 005 000) funding packing was concluded with Orion Resource Partners. This includes US$2 500 000 (c. £1 900 500) equity, a US$10 000 000 (c. £7 600 000) convertible loan note and a US$12.5m (c. £9 500 000) unsecured tin royalty. The equity and loan note will be used to accelerate Andrada's overall strategy of achieving commercial production of its lithium, tin and tantalum revenue streams. The royalty funds will be used for the sole purpose of increasing Andrada's tin production as it ramps up its capital programmes over the next 2 years.

On 6 August 2024, Uis Tin Mining Company agreed a N$100 000 000 (c. £4 270 000) term loan with Bank Windhoek. The loan will have a term of 6 years and will incur interest at the Namibian prime rate plus 1%. Bank Windhoek will provide short-term loan facilities of up to N$15 000 000 (c. £630 000) for use as cash flow against future VAT payments. It is intended that the short-term loan will be provided for 12 months and will incur interest at the Namibian prime rate. The short-term loan will be repaid to the bank upon receipt of refunds from the Namibia Revenue Agency. In addition to the lending facilities, Bank Windhoek will provide Andrada Mining (Namibia) with a N$10 000 000 (c. £427 000) guarantee to the Namibia Power Corporation in relation to a deposit against the right to a supply of electrical power. This guarantee will incur a small fee payable at six-month intervals.

As a result of the new facilities offered by Bank Windhoek, the Group settled the balance of the term loan and the VAT facility owed to Standard Bank Namibia.

OTHER FINANCIAL LIABILITIES

£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Held at fair value through profit and loss
Derivative liability1 411 709-1 411 709
Royalty debt10 339 736-9 941 235
11 751 445-11 352 944

The following is the split between the current and the non-current portion of the liability:

£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Non-current liability1 009 294-966 519
Current liability10 742 151-10 386 425
11 751 445-11 352 944

On 22 November 2023, the Group entered into an agreement with Orion Resource Partners (royalty holder) whereby the holder purchased a gross revenue royalty for US$12 500 000 (c. £9 502 625) from the Group. In exchange for the gross revenue royalty, the Group is required to make quarterly royalty payments to the holder based on the tin mined and sold by the Group. At initial recognition, the royalty transaction was measured at fair value of US$12 560 000 (c. £9 548 238). In determining the fair value, management used a credit spread rate of 10.58% and a risk-free rate of 5.54%. As at 31 August 2024, the fair value of the royalty debt was US$13 651 000.

The transaction also included the issue of one hundred (100) unsecured convertible loan notes of $100 000 each. The loan notes are redeemable in 4 years from the issue date. Written consent from the note holders is required in the event that the loan notes are redeemed prior to the maturity date. The interest accrues quarterly at 12% per annum. The noteholders may, at any time before the redemption date, convert the loan notes into Andrada ordinary shares in tranches of a minimum of US$100 000 at a conversion price of 9.45 pence per share. As at 31 August 2024, the derivative liability was measured to £1 411 709. In determining the fair value of the derivative, management used a credit spread of 16.12%.

Trade and other payables

£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2023 (audited)
Trade payables3 673 9372 652 5072 518 885
Other payables747 212518 5741 875 733
Accruals1 244 8082 118 7312 578 125
5 665 9575 289 8126 972 743
18. Environmental rehabilitation liability
£
Balance at 31 August 2023912 550
Increase in provision161 029
Interest expense104 843
Foreign exchange differences(26 301)
Balance at 29 February 20241 152 121
Increase in provision-
Interest expense73 363
Foreign exchange differences45 145
Balance at 31 August 20241 270 629

Provision for future environmental rehabilitation and decommissioning costs are made on a progressive basis. Estimates are based on costs that are regularly reviewed and adjusted appropriately for new circumstances. The environmental rehabilitation liability is based on disturbances and the required rehabilitation as at 31 August 2024.

The rehabilitation provision represents the present value of decommissioning costs relating to the dismantling and sale of mechanical equipment and steel structures related to the Phase 1 Plant, the Tantalum Circuit, the Bulk Sample Processing Facility and the demolishing of civil platforms and reshaping of earthworks. A provision for this requires estimates and assumptions to be made around the relevant regulatory framework, the magnitude of the possible disturbance and the timing, extent and costs of the required closure and rehabilitation activities. In calculating the appropriate provision, cost estimates of the future potential cash outflows based on current studies of the expected rehabilitation activities and timing thereof are prepared. These forecasts are then discounted to their present value using a risk-free rate specific to the liability. In determining the amount attributable to the rehabilitation liability, management used a discount rate of 12.31%, an inflation rate of 4.8% and an estimated mining period of 12.1 years. Actual rehabilitation and decommissioning costs will ultimately depend upon future market prices for the necessary rehabilitation works and the timing of when the mine ceases operation.

Lease liability

The Group assessed all rental agreements and concluded that the following rentals fall within the scope of IFRS 16 "Leases" and, therefore, a lease liability has been raised:

£Office buildingWorkshopHousingMobile unitsVehiclesTotal
Balance at 31 August 2023428 7017 706201 090937131 047769 481
Additions-45 02947 430--92 459
Interest expense25 2871 21415 452-6 46248 415
Lease payments(78 215)(23 299)(57 010)(867)(23 119)(182 510)
Foreign exchange differences(7 074)(1 169)(4 362)(70)(2 108)(14 783)
Balance at 29 February 2024368 69929 481202 600-112 282713 062
Additions------
Interest expense23 02986310 385-5 62139 898
Lease payments(61 263)(23 551)(54 824)-(23 371)(163 009)
Foreign exchange differences14 2011 0577 710-4 30027 268
Balance at 31 August 2024344 6667 850165 871-98 832617 219

The following is the split between the current and the non-current portion of the liability:

£6 months ended 31 August 2024 (unaudited)6 months ended 31 August 2023 (unaudited)12 months ended 29 February 2024 (audited)
Non-current liability376 502568 076478 523
Current liability240 717201 405234 539
617 219769 481713 062

DEFERRED CONSIDERATION

On 2 August 2024, the Group acquired an additional 15% interest in the voting shares of its subsidiary, Uis Tin Mining Company, from the Small Miners of Uis ("SMU") and Sinco Investments Five (Pty) Ltd ("Sinco"). This increased the Group's ownership interest from 85% to 100%. The carrying value of the net assets of UTMC on the date of the transaction was £3.86m.

The consideration for the acquisition is made up as follows:

  • The issue of Ordinary Shares in Andrada Mining Ltd
  • 13 651 560 Ordinary Shares issued to SMU
  • 31 148 782 Ordinary Shares issued to Sinco
  • 240 monthly cash payments of N$75 000 to be paid by Andrada Namibia to SMU, resulting in a present value of the deferred consideration of £415 640
  • Transfer of Andrada Namibia's 85% interest in ML 129 to SMU

£

Issue of Ordinary Shares to SMU443 676
Issue of Ordinary Shares to Sinco1 012 335
Present value of cash component of deferred consideration415 640
Fair value of ML 1291 233 322
Deemed consideration paid for the acquisition3 104 973
Add carrying value of additional 15% interest in UTMC545 965
Difference recognised in retained earnings3 650 938
21. Share capital
Number of ordinary shares of no par value issued and fully paidShare capital £
Balance at 31 August 20231 538 955 53356 944 408
Exercising of employee share options - 29 Sept3 473 684117 237
Exercising of employee share options - 3 Oct7 315 786248 713
Shares issued to Orion - 22 Nov30 505 7552 036 500
Share issue costs(99 300)
Balance at 29 February 20241 580 250 75859 247 558
Shares issued in lieu of interest July CLN - 2 Aug28 436 506939 400
Shares issued to SMU - 2 Aug13 651 560443 676
Shares issued to Sinco - 2 Aug31 148 7821 012 335
Balance at 31 August 20241 653 487 60661 642 969

Authorised: 1 658 895 987 ordinary shares of no par value

Allotted, issued, and fully paid: 1 653 487 606 ordinary shares of no par value

Warrant reserve

The following warrants were granted during the period ended 29 February 2024:

Date of grant21 July 202322 November 2023
Number granted15 400 00016 043 638
Contractual life2 years2 years
Estimated fair value per warrant (£)1.8740.700
Date of grant21 July 202322 November 2023
Share price at grant date (pence)7.75.5
Exercise price (pence)9.459.45
Expected life2 years2 years
Expected volatility49.5%49.5%
Expected dividendsNilNil
Risk-free interest rate4.60%4.70%

The warrants in issue during the period are as follows:

Outstanding at 31 August 202318 013 334
Exercisable at 31 August 202318 013 334
Granted during the period16 043 638
Expired during the period-
Exercised during the period-
Outstanding at 29 February 202434 056 972
Exercisable at 29 February 202434 056 972
Granted during the period-
Expired during the period-
Exercised during the period-
Outstanding at 31 August 202434 056 972
Exercisable at 31 August 202434 056 972

On 21 July 2023, 15 400 000 warrants were issued as part of the convertible loan note transaction. Each note holder received 2 warrants for every £1 subscribed for. Each warrant enables the holder to subscribe for one ordinary share at a subscription price of 9.45p. The warrants are exercisable at any time from the date of issue for a period of two years.

On 22 November 2023, 16 043 638 warrants were issued as part of the Orion financing transaction. Orion received 2 warrants for every £1 subscribed for. Each warrant enables the holder to subscribe for one ordinary share at a subscription price of 9.45p. The warrants are exercisable at any time from the date of issue for a period of two years.

Share-based payment reserve

Director share options

The following Director share options were granted during the period ended 29 February 2024:

Date of grant1 May 20231 May 20231 May 2023
Number granted2 342 9082 342 9082 342 908
Vesting period3 years3 years3 years
Contractual life10 years10 years10 years
Estimated fair value per option (pence)1.72901.48201.2800
Date of grant1 May 20231 May 20231 May 2023
Share price at grant date (pence)5.125.125.12
Exercise price (pence)7.008.009.00
Date of first exercise1 May 20261 May 20261 May 2026
Expiry date1 May 20331 May 20331 May 2033
Expected volatility53%53%53%
Expected dividendsNilNilNil
Risk-free interest rate3.93%3.93%3.93%

The Director share options in issue during the period are as follows:

Outstanding at 31 August 202341 450 000
Exercisable at 31 August 202323 850 000
Granted during the period7 028 724
Forfeited during the period-
Exercised during the period-
Expired during the period-
Outstanding at 29 February 202448 478 724
Exercisable at 29 February 202433 650 000
Granted during the period-
Forfeited during the period-
Exercised during the period-
Expired during the period-
Outstanding at 31 August 202448 478 724
Exercisable at 31 August 202433 650 000

The Director share options outstanding at the year end have an average exercise price of £0.069, with a weighted average remaining contractual life of 2.33 years.

The Director must remain as a Director of the Company for the share options to vest. In the event that a Director ceases to be a Director during the vesting period, the Board reserves the right to determine whether the share options will be terminated or not. There are no market-based vesting conditions on the share options.

Employee share options

The following employee share options were granted during the period ended 29 February 2024:

Date of grant1 May 20231 May 20231 May 2023
Number granted9 419 2279 419 2279 419 227
Vesting period3 years3 years3 years
Contractual life10 years10 years10 years
Estimated fair value per option (pence)1.72901.48201.2800
1 May 20231 May 20231 May 2023
Share price at grant date (pence)5.125.125.12
Exercise price (pence)7.008.009.00
Date of first exercise1 May 20261 May 20261 May 2026
Expiry date1 May 20331 May 20331 May 2033
Expected volatility53%53%53%
Expected dividendsNilNilNil
Risk-free interest rate3.93%3.93%3.93%

The employee share options in issue during the period are as follows:

Outstanding at 31 August 202332 171 229
Exercisable at 31 August 202327 371 229
Granted during the period62 167 681
Forfeited during the period-
Exercised during the period(10 789 470)
Expired during the period-
Outstanding at 29 February 202483 549 440
Exercisable at 29 February 202435 936 753
Granted during the period-
Forfeited during the period-
Exercised during the period-
Expired during the period-
Outstanding at 31 August 202483 549 440
Exercisable at 31 August 202435 936 753

The employee share options outstanding at the year end have an average exercise price of £0.081, with a weighted average remaining contractual life of 4.15 years. The employee must remain in employment with the Company for the share options to vest. There are no market-based vesting conditions on the share options.

Events after balance sheet date

Partnership with SQM to develop Namibia lithium asset

On 9 September 2024, the Group entered into a three-stage earn-in agreement to partner with Sociedad Química y Minera de Chile SA, through its subsidiary SQM Australia (Pty) Ltd ("SQM"), in developing the Lithium Ridge asset (ML 133). A new wholly owned subsidiary of Uis Tin Mining Company ("UTMC"), Grace Simba Investments (Pty) Ltd ("GSI"), now holds the Lithium Ridge mining licence. The agreement brings both the financial and technical capabilities required to explore and develop Lithium Ridge. SQM can also earn into GSI by solely funding both the exploration and, in the future, a Definitive Feasibility Study ("DFS") at Lithium Ridge.

The key considerations and milestones in the agreement are:

  • SQM agrees to pay Andrada a US$500 000 participation fee on signing and a further US$1.5m upon satisfaction of the conditions precedent (as detailed below)
  • SQM has an option to invest US$20m over three-and-a-half years, in different stages, to earn a 40% ownership of GSI
  • Subsequent funding of the DFS will enable SQM to attain up to 50% ownership in GSI

A one-off success fee will be payable by SQM should the Group complete a JORC (2012) compliant Mineral Resources Estimation exceeding 40 million tonnes during the third earn-in period. The fee will be calculated based on the percentage of lithium oxide content in the resource. The Group and SQM will create a joint development committee ("JDC") to oversee the development of GSI. The JDC will be constituted with an equal representation of members from SQM and Andrada management. The Group will manage and operate the project during the earn-in period.

The agreement is subject to approval by the Namibian Competition Commission.

  • reserves within equity
  • Share capital
  • Convertible loan note reserve

The convertible loan note reserve represents proceeds on issue of convertible loan notes relating to equity component plus accrued interest on the convertible loan notes.

Warrant reserve

The warrant reserve represents the cumulative charge to date in respect of unexercised share warrants at the balance sheet date.

Share-based payment reserve

The share-based payment reserve represents the cumulative charge to date in respect of unexercised share options at the balance sheet date as well as fees/salaries owed to Directors/employees to be settled through the issuing of shares.

Retained earnings/accumulated deficit

The retained earnings/accumulated deficit represents the cumulative profit and loss net of distribution to owners.

CONTACTS Andrada Mining Anthony Viljoen, CEO Sakhile Ndlovu, Investor Relations+27 (11) 268 6555
NOMINATED ADVISOR & BROKER
Zeus Capital Limited Katy Mitchell Harry Ansell Andrew de Andrade+44 (0) 20 2382 9500
CORPORATE BROKER & ADVISOR
H&P Advisory Limited Andrew Chubb Jay Ashfield Matt Hasson+44 (0) 20 7907 8500
Berenberg Jennifer Lee Natasha Ninkov+44 (0) 20 3753 3040
FINANCIAL PUBLIC RELATIONS
Tavistock (United Kingdom) Emily Moss Josephine Clerkin+44 (0) 207 920 3150 andrada@tavistock.co.uk

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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