The AGM will be held at the offices of DLA Piper, 160 Aldersgate Street
London EC1A 4HT on 27 October 2022 at 11.00 am
CEO Jo Battershill at Parys Mountain
Annual report contents
Strategic report
Chairman's statement
Operations
S172 Statement
Directors and governance
Directors' report
Directors' remuneration report
Corporate governance
Audit committee report
Financial statements
Report of the auditor
Accounts
Notes to the accounts
Notice of Annual General Meeting
Directors
Corporate information
Glossary
3
6
13
18
23
26
32
33
40
45
62
65
Rear cover
$ - United States dollar unless otherwise stated
CAD - Canadian dollar
AGM - the annual general meeting to be held on 27 October 2022
AIM – the Alternative Investment Market of the London Stock Exchange
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
Mt - million tonnes
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
Annual Report 2022
A UK mining company
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 US$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 an independent
Preliminary Economic Assessment of its Houston project published in
March 2021 showed -
NPV8% CAD109 million at a 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 Pre-Feasibility Study announced on
19 July 2022 reported -
82.4 million tonnes of Probable Ore Reserves mined over a 16-year
mine life with throughput of 5.3 million tonnes per annum
Post-tax NPV8% of US$688 million with an IRR of 25.9% after tax
On 8 April 2022 the company’s shares were admitted to trading on AIM having
been listed for the previous 34 years on the Official List of the Financial Conduct
Authority and admitted to trading on the main market of the London Stock
Exchange
Front cover picture - foreground: Framework of the 1990 processing plant where over 2,000 tonnes of ore
were treated before sale. Background: the Parys head frame and facilities, winder house and mine workshops.
Amlwch town and port are off picture to the right.
Strategic report - Chairman’s statement
2022
To Anglesey Shareholders
The past year has been a period of global uncertainty, volatility and
subsequent conflict. While the problems associated with the COVID-19
pandemic reduced significantly, they were replaced with new challenges
created by the Ukraine conflict and the subsequent impacts on global
security, rampant inflation from energy scarcity and fears of global food
shortages.
Nevertheless, despite these conditions, we saw significant progress at both
our Parys Mountain copper/zinc/lead project and our iron ore projects in
Sweden and Canada, while on the corporate side a new Chief Executive, Jo
Battershill, was appointed and the board of directors was strengthened.
Additionally, during the past year over £1.5 million was successfully raised
in new financings
in October 2021 and May 2022 attracting new
institutional investor support and shortly after the year end we moved our
listing from the Main Market of the London Stock Exchange to AIM.
Review of activities
A very active year at Parys Mountain saw the first drilling programme since 2012, the commencement of
environmental studies, the appointment of Knight Piésold to undertake both the design stage for the
tailings management system together with the geotechnical assessment of the underground
development, and engagement with local planning and regulatory authorities and local councils.
Meanwhile in Sweden, a Pre-Feasibility Study Update for the Grängesberg Iron Ore Project was completed
with very encouraging results, while in Canada Labrador Iron Mines continued to advance its Houston
direct shipping iron ore project toward production. Further details on these activities may be found in the
Strategic Report.
At Parys Mountain, the drilling programme had the aim of improving confidence in the White Rock and
Engine Zone resources and providing samples for both confirmatory metallurgical test work and
geotechnical domain modelling. The infill programme confirmed an extensive mineralised system in the
near surface White Rock zone and provided very valuable information that will now feed into the next
stages of our development studies. Our confidence in the White Rock and Engine Zones continues to
increase.
Additionally at Parys Mountain, where Anglesey Mining holds planning permissions for the development
of the mine, processing plant and tailings storage facility, first steps were taken to secure the required
operating permits to commence mining and processing of ore. We are engaged in the review process
including discussions with the North Wales Minerals and Waste Planning Service and local councils. Initial
environmental monitoring and ecological surveys have also begun.
At Grängesberg, a very positive update of the PFS indicates production of 2.3 - 2.5Mtpa of iron ore
concentrate grading 70% Fe that generates strong economic returns, including a NPV8% of US$688 million
post-tax, and confirming that the Grängesberg iron ore mine has the potential to be restarted as one of
Europe’s largest individual producers of high-grade iron ore concentrates.
The Ukraine conflict has highlighted the strategic positioning of Grängesberg. Prior to the conflict, Russia
and Ukraine supplied over 20Mt of iron ore into the European steel market. With the future uncertainty
around this supply, a long-term source of iron ore could be highly sought after by European and Middle
its concentrate, existing
Eastern steel producers. Grängesberg, with the high-grade nature of
Anglesey Min ing plc 3
Strategic report - Chairman’s statement
2022
infrastructure and favourable location in southern Sweden in proximity to European steel mills, represents
highly strategic positioning.
Board of directors strengthened
to
to help guide
After an extensive search, two senior minerals
industry executives, Andrew King and Namrata
the board as
Verma, were appointed
independent directors
the
management team in the development of the
Parys Mountain and Grangesberg Iron projects.
They both join Anglesey with the highest of
reputations in their own particular sectors and
their combined and extensive experience in the
financing sector of the worldwide minerals
industry will be critical in the successful funding
is already
of both projects. The company
benefiting from their input and advice.
The enclosed headframe at Grangesberg
Sudden passing of Bill Hooley,
Deputy Chairman
It was with deep sadness that we reported the sudden death of our esteemed colleague, Bill Hooley, in
early June 2022. Bill had served as CEO of Anglesey Mining from 2006 to 2021 and directed the
completion of various resource upgrades for Parys Mountain, the 2017 Scoping Study and the QME
optimisation work, which lead to the successful production of the 2021 PEA. Bill was also a Director and
Deputy Chairman of Anglesey’s associate company, Labrador Iron Mines, serving as President and COO
from 2007 to 2011, during which time he directed the initial development and successful construction,
into commercial production, of LIM’s James iron ore mine in Labrador, Canada. Bill was appointed non-
executive Deputy Chairman of Anglesey Mining in August 2021 and was continuing to provide his advice
and experience until his sudden death. We will miss Bill’s wise counsel, humour and friendship.
Corporate activity
In October 2021, £768,230 was successfully raised via the issuance of 22,595,000 shares at a price of 3.4p
per share. On 8 April 2022, following approval from shareholders at a General Meeting, Anglesey Mining
moved from the Main Market of the LSE to the Alternative Investment Market (AIM). The AIM listing will
offer greater flexibility regarding corporate transactions, enabling the more rapid and cost-effective
agreement and execution of transactions and financings. It will also provide improved visibility for
Anglesey and enhanced liquidity for investors.
In May 2022, following the appointment of WH Ireland Limited and Canaccord Genuity Limited as joint
brokers, a Placing and Subscription was successfully completed, raising gross proceeds of £864,416, with
certain institutional and other investors, including the Chairman and the Chief Executive, at a price of 3.4
pence per share.
Anglesey Min ing plc 4
Strategic report - Chairman’s statement
2022
As a further step to strengthen our financial position we entered into a new Investor Agreement with Juno
Limited, the company’s largest shareholder. In the new Investor Agreement, Juno agreed to participate in
any future equity financing, with the subscription price to be satisfied by the conversion of debt, and the
company agreed to pay Juno in cash ten percent of the net proceeds of the financing in further reduction
of debt. The net effect of the new agreement with the May placing was that the debt due to Juno was
reduced by £305,499.
Metal prices
Metals are critical for climate transition and the clean energy technologies needed to meet the world’s
climate action goals will require much more metal. As a board, we remain very confident that the outlook
for minerals, particularly for the copper and zinc minerals at Parys Mountain, and for iron ore where we
hold significant investments, is very encouraging.
Environmental and social focus
The purpose and objective of Anglesey Mining is to create value for shareholders in an environmentally,
socially, and ethically responsible manner which is also to the benefit of all stakeholders. Our principal
current activity is to achieve this by developing, building and operating a producing mine at Parys
Mountain. We place a high priority on environmental, social and governance (ESG) matters, and we are
committed to being a responsible mining company, which maintains mutually beneficial long-term
relationships with key stakeholders and the local community. Readers are invited to refer to the report on
Corporate Governance.
Outlook
The results from the 2021 PEA demonstrate that a significant copper-zinc-lead mine can be developed at
Parys Mountain with very positive financial returns. The current year is seeing momentum increased with
respect to the required elements of a project development. Permitting activities are ramping up, including
environmental and ecological studies, tailings management design work is being undertaken, along with
confirmatory metallurgical test work and underground geotechnical domain modelling. Further infill
drilling – specifically within the Northern Copper Zone is planned.
These activities will enable us to move the project to a full committed decision to proceed to production.
As has been said before, these steps do take some time to reach fruition and are key requirements to
securing the necessary finance to move the project towards production.
At Grängesberg, the Pre-Feasibility Study has provided a series of recommendations to progress the
project through to the commencement of a Feasibility Study and at a general corporate level we will
continue to review other opportunities within the global metals and mining sector.
In closing I wish to recognise the dedication and enthusiasm of our small management team, led by Jo
Battershill, for the significant progress made over the past year, and thank our expanded and
reinvigorated board of directors for their leadership, as well as consultants and advisors, for their
contribution, and, of course, our shareholders for their continued support.
John F. Kearney
Chairman of the Board
7 September 2022
Anglesey Mining plc 5
Strategic report - Operations
2022
Strategic report
Despite the global challenges highlighted in the Chairman’s report, we are very pleased to report that significant
progress was made at both our Parys Mountain project and our iron ore projects in Sweden and Canada during the
reporting period.
Parys Mountain moving steadily forward
The Parys Mountain Cu-Zn-Pb-Ag-Au Project on the Isle of Anglesey hosts a significant polymetallic deposit with a
resource estimate of 16.9Mt grading 1.7% Zn, 0.8% Pb, 1.0% Cu, 17g/t Ag and 0.2g/t Au. The site has a head frame,
a 300m deep production shaft, is connected to grid power, located only 20 miles from the port of Holyhead and is
well advanced towards permitting for an operation. We have freehold ownership of the minerals and much of the
surface land on the western portion of the property where all the current resources are located. Access to
infrastructure is good, political risk is low and the project enjoys the support of local people and government.
Parys Mountain shaft and office compound
An independent Preliminary Economic Assessment (PEA) was completed in January 2021, using the three-year
trailing metal prices as of September 2020 – US$2.81/lb Cu, US$1.20/lb Zn, US$0.95/lb Pb, US$16.67/oz Ag and
US$1459/oz Au. Three separate development cases or scenarios were evaluated as part of the PEA, utilising planned
mine tonnages ranging from 5.5Mt at 1,500tpd, to 11.4Mt at 3,000tpd in an expanded case.
The expanded case produced the most attractive financial returns, indicating a total cash operating surplus of more
than £408 million over a 12-year mine life, which translated to a pre-tax net present value discounted at 10% of over
£96 million with an IRR of 26%.
However, with commodity prices having been consistently, and meaningfully, higher than the three-year trailing
averages of September 2020, the economic results from the development scenarios assessed would now be
substantially higher.
First drilling programme since 2012
After securing additional funding in October 2021, we are now moving forward with our plans to progress
development. The first drilling programme since 2012 was commenced in late November 2021 and a site manager
and geologist were recruited.
The original 9-hole programme comprising 2,750m was designed to target the areas of Inferred Resources, generally
around the periphery of the mineralised zones, with the aim of improving the confidence in the White Rock and
Engine Zone resources. Prior to the drilling programme, 78% of the White Rock and Engine Zones were in the
indicated category and we expect to be able to lift this once all the assays have been returned.
Anglesey Minin g plc 6
Strategic report - Operations
2022
Jake Symes – geologist
Don McCallum – site
manager
Jo Battershill – CEO
Andris Silins – driller
on site at Parys
Mountain in November
2021 at the
commencement of the
drilling programme
Initial assay results have now been returned for eight of the ten drill holes completed with multiple high-grade
sections identified within a broader overall mineralised zone, as reported subsequent to the end of the period. Best
results received to date include:
-
-
-
-
-
3.7m at 8.5% Zn, 6.3% Pb, 1.0% Cu, 38g/t Ag & 0.3g/t Au (from 142m)
2.8m at 7.2% Zn, 4.2% Pb, 0.6% Cu, 23g/t Ag & 0.3g/t Au (from 150m)
6.0m at 7.1% Zn, 3.7% Pb, 0.4% Cu, 37g/t Ag & 2.0g/t Au (from 172m)
3.7m at 5.8% Zn, 4.6% Pb, 0.6% Cu, 46g/t Ag & 0.2g/t Au (from 149m), and
6.0m at 6.3% Zn, 4.0% Pb, 0.2% Cu, 25g/t Ag & 0.3g/t Au (from 133.5m)
Importantly, the high-grade intersections reported above were generally contained within much broader zones of
lower grade mineralisation that could potentially be mined and processed through a pre-concentration technique to
upgrade the metal content while rejecting the unmineralized material. Selected lower grade zones include:
-
-
-
-
12.4m at 4.8% Zn, 3.3% Pb, 0.5% Cu, 20g/t Ag & 0.3g/t Au (from 140m)
21.5m at 4.0% Zn, 2.0% Pb, 0.3% Cu, 26g/t Ag & 1.0g/t Au (from 170.5m)
12.7m at 3.7% Zn, 1.9% Pb, 0.2% Cu, 22g/t Ag & 0.6g/t Au (from 204.5m), and
12.8m at 3.0% Zn, 1.3% Pb, 0.2% Cu, 51g/t Ag & 0.5g/t Au (from 167.9m)
Geotechnical modelling and new metallurgical testing
The drill holes were also designed to provide samples for both geotechnical domain modelling within the White Rock
and Engine zones and confirmatory metallurgical test work.
Subsequent to the end of the reporting period, Knight Piésold, one of the world’s leading geotechnical consultants,
commenced the geotechnical modelling that will feed into the underground design and optimisation process.
The next round of metallurgical testwork will begin once the final assay results have been returned. Testwork from
2007 had already demonstrated that Dense Media Separation (DMS) would upgrade the feed into the comminution
circuit with a mass rejection of around 40% and 3-5% associated metal losses. We also plan to complete a trade-off
study between DMS and X-Ray based ore-sorting technology which is now utilised across many mines around the
globe.
Environmental assessment and permitting
Additionally at Parys Mountain, first steps were taken to secure the required operating permits for mining and
processing of ore. Environmental consultants were engaged in late 2021 to evaluate historical baseline studies that
then fed into a subsequent gap analysis to determine future permitting requirements.
The permitting process has changed significantly since the commencement of mining activities in 1988. While we
have a number of planning permissions that relate to the proposed development of the mine, processing plant and
tailings storage facility, these need to be reviewed and updated to make sure they are fit for purpose to meet today’s
more stringent requirements.
The review process with the North Wales Minerals and Waste Planning Service and local Councils is now under way
and demonstrating encouraging progress. Knowing that the Environmental Impact Assessment (EIA) is likely to be
the longest lead item in this process, initial environmental monitoring and ecological surveys were initiated during
the period and will feed directly into the EIA.
Anglesey Min ing plc 7
Strategic report - Operations
2022
Baseline studies for reptiles, insects and birds are being carried out along with testing of water bodies around the
site. Given the natural run-off from the outcropping sulphides that make up the historically mined Parys Mountain
deposits, almost all the surface water is acidic and carries very little, if any, natural wildlife. Ongoing studies will be
continued over the course of the next 12-months and expanded to include soil geochemistry, ground water and air
quality monitoring, noise vibration studies, traffic modelling and initial design work for the tailings management
facility.
Exploring Northern Copper Zone
We also plan to commence work on the large Northern Copper Zone, which currently hosts a resource estimate of
9.4Mt at 1.7% CuEq - all in the Inferred Resource category. Initial work on the Northern Copper Zone will include
reviewing the historical resource model and identifying areas that could be brought into the mine plan earlier than
currently envisaged, with a view to infill drilling and potentially converting to the Indicated category.
The long section of the Northern Copper Zone in Figure 3 demonstrates the potential scale of the opportunity and
also highlights the limited amount of historical drilling along strike to the east. A selection of the historical assays
include:
-
-
-
-
-
-
-
-
-
-
-
-
4.2m at 16.7% CuEq (3.97% Cu, 7.53% Pb, 14.1% Zn, 532g/t Ag and 0.3g/t Au) from a depth of 563m
1.4m at 13.5% CuEq (13.26% Cu, Pb and Zn not assayed, 18g/t Ag and 0.1g/t Au) from a depth of 432m
0.9m at 12.1% CuEq (11.7% Cu, 0.19% Pb, 1.00% Zn, 6/t Ag, gold not assayed) from a depth of 497m
3.8m at 8.6% CuEq (8.29% Cu, 0.02% Pb, 0.06% Zn, 32g/t Ag, gold not assayed) from a depth of 352m
11.4m at 5.5% CuEq (2.04% Cu, 3.03% Pb, 6.38% Zn, 50g/t Ag and 0.4g/t Au) from a depth of 495m
4.8m at 5.4% CuEq (3.68% Cu, 0.95% Pb, 3.00% Zn, 28g/t Ag and 0.2g/t Au) from a depth of 562m
7.6m at 4.0% CuEq (2.84% Cu, 0.19% Pb, 0.50% Zn, 7g/t Ag and 1.4g/t Au) from a depth of 298m
6.0m at 3.8% CuEq (2.22% Cu, 0.08% Pb, 4.19% Zn, 15g/t Ag and 0.2g/t Au) from a depth of 466m
50.9m at 1.2% CuEq (1.12% Cu, 0.02% Pb, 0.06% Zn, 2g/t Ag, gold not assayed) from a depth of 399m
146.3m at 1.2% CuEq (0.98% Cu, 0.20% Pb, 0.30% Zn, 7g/t Ag, gold not assayed) from a depth of 350m
25.9m at 1.14% Cu (no other elements assayed) from a depth of 557m
46.0m at 0.80% Cu (no other elements assayed) from a depth of 366m
Northern Copper Zone outline with intersection points and potential exploration blocks
The Northern Copper Zone covers an extensive area with the resource estimate extending over 800m in length and
400m in depth. Subsequently, the review of the potential will be divided into blocks, as shown in the figure above.
Both blocks B and D have potential to host high-grade extensions to the Garth Daniel resource between depths of
400 – 600m. Blocks A and C have potential to host thick lower grade intersections amenable to bulk mining methods
between 200 – 400m depth, and blocks E and F are both essentially extensional targets.
Metal price environment remains supportive
Metals are critical for the climate transition and the clean energy technologies needed to meet the world’s climate
action goals will require much more metal. For example, every electric car requires up to four times more copper
than an ICE car and every megawatt of solar power generation capacity requires 5 tonnes of copper. According to
the International Energy Agency, achieving the Paris Agreement targets will require almost twice the volume of
metals by 2050. As a Board, we remain very confident that the outlook for most minerals, particularly for the
Anglesey Minin g plc 8
Strategic report - Operations
2022
copper and zinc minerals at Parys Mountain, is very encouraging. Base metal prices generally held onto the
impressive gains from the previous year, or in the case of zinc, rallied strongly. During the year, we saw a strong
demand for metals with the prices for zinc, copper, and lead rising in 2021 by 28.1%, 26.8%, and 14.8%, respectively.
Copper reached a decade long high in May 2021 of over $4.80/lb while the zinc price was the highest since 2007.
Copper prices on the London Metal Exchange (LME) averaged US$4.23 per pound in 2021, up from an average of
US$2.80 per pound in 2020.
Global demand for zinc grew strongly during the year. Zinc prices increased significantly and especially in the fourth
quarter, Zinc prices on the London Metal Exchange (LME) averaged US$1.36 per pound during 2021, higher than
US$1.03 per pound in 2020, and the highest annual average since 2007.
First quarter 2022 LME copper prices reached record levels and averaged US$4.53 per pound, 17% higher than the
first quarter 2021 average of US$3.86 per pound. Zinc prices rose to US$1.70 per pound during the first quarter of
2022 compared with US$1.25 per pound in the same period in 2021.
In the second quarter of 2022 LME copper averaged US$4.31/lb (vs. US$4.53/lb in Q1) and zinc prices rose to a high
of $1.95/lb in April and averaged US$1.77/lb (vs. US$1.70/lb in Q1), although subsequently metal prices have since
retreated due to uncertainties about the war in Europe, higher oil prices, gas shortages, and inflation.
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. We continue to believe
that the base case three-year trailing metal prices used in the PEA are a very conservative starting point. Prices at 23
August 2022, the last practicable date before the publication of this report, were $3.70/lb copper, $1.58/lb zinc,
$0.89/lb lead, $18.99/oz silver and $1739/oz gold, with the exchange rate at £1.00/$1.18. Using these commodity
prices the expanded case pre-tax NPV10% increases from US$120 million to US$221 million, with pre-tax IRR of 42%,
which clearly demonstrate the sensitivity and leverage of a mine at Parys Mountain to higher metal prices.
At these August 2022 metal prices, copper production from a Parys Mountain mine would represent 50% of the net
smelter revenue under the expanded case while zinc and lead would represent 28% and 12% respectively. The PEA
indicates production of 75,000 tonnes of copper, 166,000 tonnes of zinc, 80,000 tonnes of lead, over 5 million
ounces of silver and 30,000 ounces of gold over the project’s 12-year mine life, this equates to an average copper
equivalent production rate of 14,000 tonnes per year over the proposed life of the operation.
Grängesberg iron ore - a unique strategic opportunity
Anglesey holds a 19.9% interest in the Grängesberg project, together with management rights and a right of first
refusal to increase its interest to 70.2%. The Grängesberg project, located about 200 kilometres north-west of
Stockholm, is a substantial iron ore asset located in a very favourable jurisdiction. Prior to its closure in 1989, due to
then prevailing market conditions, the mine had produced around 180Mt of iron ore.
Anglesey, in conjunction with its Swedish partners in Grängesberg, commissioned an updated PFS on the
development of the Grängesberg project, based on updated forecasts for long term iron prices and on a modified
development programme to take advantage of optimisations expected since the previous 2012 Pre-Feasibility Study.
The update by leading mining consultant Micon International Limited commenced in late 2021 and was finalised in
July 2022.
We are very pleased to report that the updated PFS demonstrates a very robust project with production of 2.3 -
2.5Mtpa of iron ore concentrate grading 70% Fe over an initial 16-year life, generating strong economic returns,
including a NPV8% of US$688 million post-tax. The study assumed an iron ore price of US$120/t (62% Fe benchmark,
CFR China) with sensitivities indicating a long-term price of US$80/t required to achieve a positive return at a
discount rate of 8%.
Grängesberg PFS Study Highlights
The study confirmed the previous estimate of 82.4Mtpa of Probable Ore Reserves which would support a 16-year
mine life at a throughput of 5.3Mtpa. Production of between 2.3 and 2.5Mtpa of iron ore was envisaged with
concentrate grading 70% Fe that generates strong economic returns including:
Post-tax NPV of US$688 million at an 8% discount rate
IRR of 25.9% post-tax
Operating costs of US$53.60/t FOB to the port of Oxelösund
Net cashflow post-tax of US$2.08bn, for an average annual net cashflow of US$130 million
Pre-production capital of US$399 million
3.6 years payback
Anglesey Mining plc 9
Strategic report - Operations
2022
Micon concluded that the Grängesberg Project demonstrates an economically viable project using the stated price
assumptions, cost estimates and technical parameters generated by the PFS, with the sensitivity analysis indicating
positive returns can be achieved even with using a 30% lower underlying iron ore price.
Grängesberg deposit relative to existing development
Key financial metrics from the updated PFS
Key Metric
Ore to Mill
Life of Mine
Contained Fe
Recovery
Recovered Fe
Outgoing Concentrate
Concentrate Grade
Average annual Concentrate Output
Cash cost*
All-in Sustaining Cost**
Pre-production capital
Post-tax NPV8%
Post-tax Internal Rate of Return
Project payback
Average annual Post-tax Operating Cashflow ***
Unit
Mt
Years
Mt
%
Mt
Mt
% Fe
Mt
US$/t Conc
US$/t Conc
US$m
US$m
%
Years
US$m
2022 updated PFS
82.3
16.0
30.6
85
26.0
37.2
70
2.3
53.60
57.80
399
688
26
3.6
130
* Cash costs are inclusive of mining costs, processing costs, site G&A, transportation charges to port and royalties
** All-in Sustaining Cost includes cash costs plus sustaining capital and closure cost
*** Post-tax Operating Cashflow based on iron ore price forecast of US$120/t China CFR 62% Fe benchmark
The results from the PFS study represent another promising stage in development of the project and provide a very
solid foundation. Grängesberg has the potential to be restarted as one of Europe’s largest individual producers of
iron ore concentrates. When combined with the high-grade nature of the concentrate and proximity to European
steel mills, the asset clearly demonstrates highly strategic positioning.
Anglesey Minin g plc 10
Strategic report - Operations
2022
Strategic positioning in iron ore
The iron ore price demonstrated significant volatility over the course of the calendar year 2021. In the first third of
the year, the price rallied from US$170/t (62% CFR China) to US$235/t. The second third of the year saw the price
collapse to US$87/t, mainly due to lower imports by China following its move to control steel production to meet
carbon emission norms and Covid-19 related shutdowns. The final third of the year saw the price regain value as it
closed the period at US$155/t.
The iron ore market experienced another period of extreme volatility in the first half of 2022. While averaging
US$140 per tonne for the full six months, the price fluctuated between a high of US$159 in March to a low of
US$112 in June. Subsequently, the price declined to US$100 in July before recovering to US$115 in early August.
Iron ore is a non-fungible commodity with many variables that determine quality. There are number of key price-
affecting chemical components of iron ore including iron, silica, alumina and phosphorus. Iron ore also differs in its
physical form. Fines require sintering (agglomeration into crude pellets) prior to use in the blast furnace, lump ore
and pellets can bypass this process and be charged directly into the furnace – with both commanding an associated
price premium. Most steel mills use a blend of different grades of ore, and a mix of sinter, lumps and fines but the
quality requirements depend on the circumstances and availability.
A more recent element of the iron ore price formation process is the ‘green’ aspect. China’s 2016 update to its
Environmental Protection law enforced stricter caps on industrial pollution, and consequently increased the appetite
for higher purity ores, which has not diminished significantly although the law’s deadline has been postponed by five
years.
As a relatively simple ‘rule-of-thumb’, lower-grade ores with higher fractions of impurities such as silica and alumina
require increased consumption of coke, which can raise emissions of controlled gases and particulates. We are now
very much in an environment where ‘grade-is-king’. The 70% Fe high-quality product expected to be produced at
Grängesberg would command premium prices and makes Grängesberg more attractive than many of the
undeveloped iron ore projects in Europe.
The Ukraine conflict has demonstrated the strategic positioning of the Grängesberg Iron Ore Project. Prior to the
Ukrainian conflict, Russia and Ukraine supplied over 20Mt of iron ore into the European steel market. With the
future uncertainty around this supply, a long-term supply of high-grade iron ore concentrate is anticipated to see
strong demand from both European and Middle Eastern steel producers. Historical production from Grängesberg
demonstrated the ability to produce a 70% Fe concentrate, which would generate strong premiums in the current,
and forecast, steel industry dynamics. With
their downstream
steel producers and
customers
looking to reduce the overall
carbon footprint of manufactured products,
supplies of high-grade concentrate feed to
produce direct
(DRI) are
reduced
becoming highly sought after. Importantly, the
production of steel from DRI in an electric arc
furnace has a significantly lower CO2 footprint
than the traditional blast furnace route.
The opportunity for Anglesey Mining is now to
advance the Grängesberg project through to a
Financial Investment Decision. This could be
completed along with securing a strategic
investor, offtake partner, separate listing, or a
combination of these options. However, we
recognise that there is still a lot of work to do
at Grängesberg, including consolidation of the
asset, as well as updating both the resource
and undertaking
and
environmental
as
studies
assessment
preliminary steps to preparing a Feasibility
Study.
Inspecting a tailings facility at
Grangesberg
reserve models
iron
Anglesey Minin g plc 11
Strategic report - Operations
2022
Labrador Iron Mines
Meanwhile, on the other side of the Atlantic, Labrador Iron Mines (LIM), in which we hold a 12% interest, continues
to progress plans to develop its Houston Project in the Labrador trough. LIM published a PEA on its Houston Project
in February 2021 which supports its 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 CAD$234 million and an
after-tax net present value at an 8% discount rate of CAD$109 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 CAD$459 million and the after-tax IRR to 209%.
Anglesey holds 19.29 million LIM shares which on 31 March 2022 were valued in total at $2.5 million, or
approximately £2 million, on the OTC Market in the United States.
Financial results and position
There are no revenues from the operation of the properties.
The loss before other comprehensive income for the year ended 31 March 2022 after tax was £693,242 compared to
a loss of £328,518 in the 2021 fiscal year. The administrative and other costs excluding investment income and
finance charges were £528,045 compared to £162,824 in the previous year. This increase is due to the
recommencement of the payment of executive director salaries, the engagement of our new CEO, higher public
relations and related costs, London office rentals and generally higher levels of staffing and activity.
The value of the group’s holding in LIM is reported in other comprehensive income and effectively is based on its
share price. Last year there was an unusual gain of £4 million in this value, as it was held at a nominal value of £1 in
the previous year. This year there is a loss of £2 million as the shares retreated. The outcome is a total
comprehensive loss for the year of £2,826,957, compared to a comprehensive gain for the prior year of £3,714,921.
During the year there were no additions to fixed assets (2021 - nil) and £394,410 (2021 - £101,570) was capitalised
in respect of the Parys Mountain property as mineral property exploration and evaluation, significantly up as a result
of a far more extensive programme of geological and environmental work as well the drilling programme described
in the Strategic report.
At 31 March 2022 there were mineral property exploration and evaluation assets with a carrying value of £15.7
million. These carrying values are supported by the results of the 2021 Preliminary Economic Assessment of the
Parys Mountain project.
At the reporting date, 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 effect of Covid-19 on the group’s activities has been minimal and is expected to remain so.
Corporately, we raised £768,230 via the issuance of 22,595,000 shares at a price of 3.4p in October 2021. The
successful placement resulted in a cash inflow of £725,105 after fees and expenses. The cash balance at 31 March
2022 was £922,177 , compared to £891,767 at 31 March 2021. In May 2022 a further placement raised £865,000 at
a price of 3.4 pence per share. These funds will be used for ongoing work on the Parys Mountain project, as well as
for general corporate purposes.
In May 2022 a new Investor Agreement was concluded with Juno Limited to replace the controlling shareholder and
consolidated working capital agreements. In the new Investor Agreement Juno agreed to participate in any future
equity financing, at the same price per share and on the same terms as other arms-length participants, to maintain
its percentage, with the subscription price to be satisfied by the conversion and consequent reduction of debt, and
the company agreed to pay Juno in cash ten percent of the net proceeds of such equity financing in further
reduction of the debt. The interest rate on the outstanding debt will be reduced from 10% to 5% p.a. from 1 April
2022. In addition, Juno was granted certain nomination and reporting rights, including the right to nominate two
directors to the board, so long as Juno holds at least 20% of the company’s outstanding shares and one director so
long as Juno holds at least 10% of the company’s outstanding shares. This renegotiation was approved by an
independent board committee responsible for reviewing and approving any transactions and potential transactions
with Juno. The family interests of Danesh Varma have a significant shareholding in Juno.
Anglesey Minin g plc 12
Strategic report - Operations
2022
The net effect of the new agreement with the May 2022 financing was that the debt due to Juno was reduced by
£305,499, of which £78,345 was paid in cash and the balance by conversion of debt.
At 31 March 2022 there were 248,070,732 ordinary shares in issue (2021 – 225,475,732), the increase being due to
the financing events referred to above. At 7 September 2022 there were 280,675,732 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 US$120 million and a 26%
IRR, demonstrated a significant improvement on previous studies and steady progress.
Initial assay results for eight of the ten drill holes at Parys Mountain in the first drilling programme since 2012 which
was completed in April 2022, returned multiple high-grade sections within a broader overall mineralised zone of
lower grade mineralisation that could potentially be mined and processed through a pre-concentration technique to
upgrade the metal content. This improved the confidence in the White Rock and Engine Zone resources.
The completion of the independent updated PFS on the Grängesberg project subsequent to the year-end
demonstrates a very robust project with production of 2.3 - 2.5Mtpa of iron ore concentrate grading 70% Fe over an
initial 16-year life, generating strong economic returns, including a NPV8% of US$688 million post-tax using the stated
price assumptions, cost estimates and technical parameters.
The chief external factors affecting the ability of the Group 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 are discussed above, and risks and uncertainties are dealt with below.
Other activities
The Directors continue to review new properties suitable for advanced exploration or development that would be
complementary to or provide synergies with the existing projects and would be within the financing capability likely
to be available. A number of base metals projects have been identified as potentially attractive and further early-
stage opportunities continue to be evaluated.
Environmental and Social Focus
The purpose and objective of Anglesey Mining is to create value for shareholders in an environmentally, socially, and
ethically responsible manner which is also to the benefit of all stakeholders. Our principal current activity is to
achieve this by developing, building and operating a producing mine at Parys Mountain and to progress the
Grangesberg Iron Ore project in Sweden through to a decision to mine. We place a high priority on environmental,
social and governance (ESG) matters, and we are committed to being a responsible mining company, maintaining
mutually beneficial long-term relationships with key stakeholders and the local community. Readers are invited to
refer to the report on Corporate Governance.
There has been an increasing investor focus on ESG matters. These are areas on which we have always placed high
importance, although we have not attempted quantitative measurements, particularly as having the social licence to
operate, and operating in an environmentally responsible manner, are critical for the successful operation of any
mining project. In Anglesey Mining 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.
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
Anglesey Minin g plc 13
Strategic report - Operations
2022
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
operation’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. During the year the Board recruited and appointed a new Chief Executive, Jo
Battershill, a mining geology graduate from Camborne School of Mines with extensive experience both in operations
and in finance in Australia and in the UK. In connection with the move to AIM and the delisting from trading on the
Main Board, a general meeting of shareholders was called to approve the proposal.
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 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 the annual 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 business.
Having regard to the interests of the employees
The Group currently has three full-time and one part-time employee 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 employees are considered in decision-making.
Having regard to the desirability of 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 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 to 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 connection
with its plans for the advancement of Parys Mountain, discussions and consultations have been held with the North
Wales Minerals and Waste Planning Service and with local Councils.
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.
Anglesey Minin g plc 14
Strategic report - Operations
2022
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 agreements have been in place with
Juno Limited, the largest shareholder, which provide that Anglesey will maintain an independent board and that any
transactions between Juno and Anglesey will be at an arm’s length basis. Effective 31 March 2022, as a further step
to strengthen its financial position, Anglesey entered into a new Investor Agreement with Juno Limited, to amend
and replace the Controlling Shareholder Agreement and the Consolidated Working Capital Agreement. This
renegotiation was approved by an independent board committee responsible for reviewing and approving any
transactions and potential transactions with Juno.
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 members of the Board consider they are 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 expected geological or geotechnical structures, 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
Anglesey Minin g plc 15
Strategic report - Operations
2022
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.
Financing and liquidity risk
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 and development programmes. 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.
There can be no assurance that the Group will be successful in obtaining any additional required funding necessary
to conduct operations on its properties. Failure to obtain additional financing on a timely basis could cause planned
activities and programs to be delayed.
If additional financing is raised through the issuance of equity or convertible debt securities, the interests of
shareholders in the net assets of the Group may be diluted.
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 16 and 23.
Permitting, environment, climate change and social
The Group's operations are subject to environmental legislation and regulations which are evolving in pursuit of
national climate change objectives and in a manner where standards are becoming more stringent. Mineral
extraction and processing can have significant environmental impacts. Mining operations require approval of
environmental impact assessments and obtaining planning permissions. 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.
There can be no assurance that all permits, licences, permissions and approvals that the Group may require for its
activities will be obtainable on reasonable terms or on a timely basis.
Employees 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.
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. The project is not currently in production, so Covid-19 does not impact current
operations.
Anglesey Minin g plc 16
Strategic report - Operations
2022
Group Prospects
Recognition of potential opportunities
The recommencement of activities at Parys Mountain is the first stage of bringing the asset back into the focus of
mainstream investors, both retail and institutional. The economics of the project under the current commodity
pricing environment make the progression of Parys Mountain through to a financial investment decision an obvious
milestone.
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. Importantly, these critical and strategic metals, essential for the decarbonisation of the economy, are
primarily imported into the UK currently. 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.
A similar view can be held for the Grängesberg Iron Ore Project, where with the Pre-Feasibility Study update now
complete, we have a clear view on the requirements to enable us to advance through to the Feasibility stage. When
combined with the Labrador Mines assets, Anglesey Mining has a very valuable and strategic set of iron ore assets
that should be progressed with the greatest speed possible, but within the constraints of the resources available.
Outlook
As previously discussed, the results from the 2021 PEA demonstrate that a significant copper-zinc-lead mine can be
developed at Parys Mountain with very positive financial returns. We expect to increase the level of activity at Parys
Mountain over the next twelve months with respect to a number of the elements required for a project
development. We plan to ramp up permitting activities, including the completion of environmental and ecological
studies around site, initial design work of the tailings management facility, which has already commenced, along
with underground geotechnical domain modelling on the White Rock and Engine Zones. Once the final assay results
from the completed drill programme are received, we will conduct additional metallurgical testwork to identify the
most optimal pre-concentration method.
We also plan to commence work on the large Northern Copper Zone, which currently hosts a resource estimate of
9.4Mt at 1.7% copper equivalent - all in the Inferred resource category. Initial work on the Northern Copper Zone
will include reviewing the historical resource model and identifying areas that could be brought into the mine plan
earlier than currently envisaged with a view to infill drilling and potentially converting to the Indicated category.
All of these activities are required to enable the Parys Mountain copper/zinc/lead project to move from the PEA to a
full committed decision to proceed to production. As has been said before, these steps do take some time to reach
fruition and are key requirements to securing the necessary finance to move the project towards production.
At Grängesberg, the Pre-feasibility Study Update has provided a series of recommendations to progress the project
through to the commencement of a Feasibility Study. The initial work programmes include updating the resource to
include domaining of the apatite zones that could produce a valuable by-product stream and updating the reserve
estimate to incorporate the proposed alternative mining method (sub-level open stoping with back fill instead of
sublevel caving), which would reduce the risk of any potential movement on the Export Fault zone.
At a general corporate level, the company will continue to review other opportunities within the global metals and
mining sector. At the end of March 2022, the group had cash resources of £922,177.
This report was approved by the board of Directors on 7 September 2022 and signed on its behalf by:
Jo Battershill
Chief Executive
Anglesey Minin g plc 17
Directors’ report
2022
The Directors are pleased to submit their report and the audited accounts for the year ended 31 March 2022.
The principal activities of the Group are set out in the Strategic Report which also includes certain matters relating to
financial performance, risk exposure and management and future developments. The Corporate Governance
statement which follows forms part of this Directors’ report.
Directors
John F. Kearney - Chairman
Jo Battershill - CEO from 1 August 2021
Bill Hooley - CEO until 31 July 2021 then Deputy Chairman until 7 June 2022
Danesh Varma - Finance director
Howard Miller - Senior non-executive director
Andrew King - appointed non-executive director from 20 December 2021
Namrata Verma - appointed non-executive director from 20 December 2021
Biographical details of the directors are shown at the end of this annual report. It is with great regret that the
Directors note the death of Bill Hooley on 7 June 2022 after 16 years of service as a director. All other directors
remain in office. The responsibilities of the directors are discussed in the Corporate Governance Report.
The appointment and replacement of directors, is governed by the 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 or her appointment and
therefore Andrew King and Namrata Verma who were appointed as directors on 20 December 2021 will offer
themselves 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 has been the practice for some years to
submit re-election resolutions for all directors at each AGM.
Directors’ interests in shares
Director
John Kearney
Bill Hooley
Jo Battershill
Danesh Varma
Howard Miller
Namrata Verma
Andrew King
23 August 2022
Number
of options
2,000,000
n/a
2,800,000
1,500,000
1,000,000
1,000,000
1,000,000
Number
of
ordinary
shares
1,297,142
n/a
3,584,830
-
-
-
-
9,300,000
4,881,972
Number
of options
31 March 2022
Number
of
ordinary
shares
Total
Number
of options
-
200,000
1,787,688
-
-
-
-
-
200,000
1,787,688
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
31 March 2021
Number
of
ordinary
shares
500,000
1,200,000
-
1,000,000
500,000
Total
500,000
1,200,000
-
1,000,000
500,000
1,987,688
1,987,688
-
3,200,000
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 64,605,248 ordinary shares.
Bill Hooley died on 7 June 2022.
(3)
Directors' share options
There were no outstanding share options during the year and at 31 March 2022 however options were granted on 4
August 2022 as set out in the Remuneration section of this report.
Directors’ interests in material contracts
Juno Limited
Juno Limited (Juno), which is registered in Bermuda, holds 21% of the ordinary share capital. Until May 2022 there
was 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.
In May 2022, a new Investor Agreement was concluded with Juno Limited to replace the controlling shareholder and
consolidated working capital agreements. In the new Investor Agreement Juno agreed to participate in any future
equity financing, at the same price per share and on the same terms as other arms-length participants, to maintain
Anglesey Minin g plc 18
Directors’ report
2022
its percentage, with the subscription price to be satisfied by the conversion and consequent reduction of debt, and
the company agreed to pay Juno in cash ten percent of the net proceeds of such equity financing in further
reduction of the debt. The interest rate on the outstanding debt will be reduced from 10% to 5% p.a. from 1 April
2022. In addition, Juno was granted certain nomination and reporting rights, including the right to nominate two
directors to the board, so long as Juno holds at least 20% of the company’s outstanding shares and one director so
long as Juno holds at least 10% of the company’s outstanding shares. This renegotiation was approved by an
independent board committee responsible for reviewing and approving any transactions and potential transactions
with Juno. The family interests of Danesh Varma have a significant shareholding in Juno.
Grangesberg Iron
John Kearney and Danesh Varma, as nominees of the company, are directors of Grangesberg Iron 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 Eurang Limited, amounting to £337,839 at the year-end (2021 – £343,613). See also notes 18 and
24.
There are no other contracts of significance in which any director has or had during the year a material interest.
There is a directors’ and officers’ liability insurance policy in force on normal commercial terms which includes third
party indemnity provisions.
Substantial shareholders
At 23 August 2022 Juno Limited had notified an interest in 64,605,248 shares representing 23.0% 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 now the Group is on
AIM it is appropriate to take advantage of the associated freedoms and to have a larger amount available for issue at
their discretion without pre-emption than had been the case when the group had a main board listing. At the annual
general meeting the Directors will therefore seek a renewal and enlargement of the share allotment authorities.
The authority sought in resolution 12 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 £2,800,000 (280,000,000 ordinary
shares) which is approximately 100% of the total issued ordinary share capital at 23 August 2022. 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 13 is to authorise the Directors to allot new shares pursuant to the general authority given
by resolution 12 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 £2,800,000 (280,000,000 ordinary shares). This aggregate nominal amount represents
approximately 100% of the issued ordinary share capital at 23 August 2022. This 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 2023. The Directors intend to seek renewal of this authority at future annual general
meetings.
Anglesey Minin g plc 19
Directors’ report
2022
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. 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.
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
There are established policies and procedures to ensure that future operations will be conducted in compliance with
all relevant laws and regulations and that will enable the group to meet its high standards for corporate
sustainability and environmental stewardship. Currently the projects are not in operation and consequently any
effect on the environment is slight, being limited to the periodic operation of an exploratory drilling rig at Parys
Mountain together with its support operation as well as usage of two small offices, where recycling and energy
usage minimisation are encouraged. Activities or processes which may lead to the production of greenhouse gases
are minimal. The extent to which these activities together with the Group’s 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 (2021 – nil).
Anglesey Min ing plc 20
Directors’ report
2022
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 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, there is
sufficient finance available for the continuing working capital requirements 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 there will be adequate funds for planned activities and to continue as a going concern.
Anglesey Mining plc 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.
The Directors 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 in October 2021 and May
2022 over £1.5 million was successfully raised 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 there are 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 resources currently available, there is a risk that
there will not be sufficient financial resources to fund all the planned programme requirements.
Post balance sheet events
On 17 May 2022 a placing to institutional investors for cash of 22,829,705 shares raising £864,416 gross was
completed. At the same time the terms of the Juno loan were amended and the debt due to Juno was reduced by
£305,499, of which £78,345 was paid in cash and the balance by conversion of debt.
Anglesey Min ing plc 21
Directors’ report
2022
Statement of directors’ responsibilities
The Directors are responsible for preparing the annual report and the financial statements in accordance with
applicable law and international accounting standards in conformity with the Companies Act 2006. The group
financial statements are also prepared in accordance with international financial reporting standards (IFRSs) as
applied 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 are responsible for the maintenance and integrity of the Group website.
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 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.
Further information on the change of auditor is contained in the Audit Committee report.
This report was approved by the board of directors on 7 September 2022 and signed on its behalf by:
Danesh Varma
Company Secretary
Anglesey Min ing plc 22
Remuneration committee report
2022
Following the move on 8 April 2022 from the main board to AIM the format and content of remuneration reporting
has changed from that in use last year.
The remuneration committee comprised Howard Miller until 18 January 2022 when John Kearney and Namrata
Verma were appointed, making three members from that point forwards. No remuneration consultants have been
engaged or are considered appropriate at this stage of the group’s development.
Directors’ remuneration policy
The policy of the Remuneration Committee with regard to executive and non-executive directors’ remuneration, is
to provide a compensation package which will attract, retain and motivate directors of the calibre and with the
experience required, and be consistent with the company’s ability to pay.
We aim to provide a competitive salary and benefits package to employees and executive directors with an
appropriate balance between fixed and performance-related elements. The committee is implementing an annual
review of remuneration arrangements however this was not carried out in the during the period under review.
Although the board intended the grant of share options to form part of overall director remuneration, the
implementation of this policy and grant of share options was delayed and did not occur until 4 August 2022 when
the options shown in the table below were granted.
The committee recognises that under the Code share options should not be granted to non-executive directors,
however no revenue or income is generated at present so the use of equity incentives in the form of share option
grants is one of the few economically effective ways available to provide remuneration to the directors; further it is
aligned to the long-term interests of shareholders. The remuneration committee takes into account any views
expressed by shareholders when considering remuneration policy and practices.
Performance incentives
It is the Remuneration Committee’s expectation that further share options will be issued in the current year at the
Board’s discretion to the Chief Executive under the terms of his employment and subject to achieving defined goals.
The use of traditional performance standards in other industries, such as profitability, is not considered to be
appropriate in the evaluation of executive performance in a mineral exploration and development company with no
sales or revenue on which to generate income. When approving executive compensation levels, the Committee and
the Board consider the financial situation of the Group in a wider context regarding the outlook for the industry and
the ongoing development of the Parys Mountain project. It is expected that in future years that the use of equity
grants, stock appreciation rights, and or the deferred equity schemes may also form part of the incentive portion of
the remuneration of executive directors.
There is currently no formal incentive bonus plan in place other than under the contract of employment with the
CEO which provides that he will be eligible to be awarded options and performance shares upon the attainment of
various defined targets. Any award of a bonus to executive directors is at the discretion of the board based upon
recommendation by the Remuneration Committee. In considering the payment of a bonus to any executive
directors, the Committee would take into account the individual performance and efforts of the executive, the
progress made by the Group in furthering its business plans and the overall financial position.
Board changes in year
Our Chief Executive Jo Battershill was appointed on 1 August 2021 and two new non-executive directors: Namrata
Verma and Andrew King were appointed on 20 December 2021.
Terms and conditions of service
For executive directors it is our policy to keep contract durations, notice periods and termination payments to a
minimum consistent with industry norms.
All non-executive directors have letters of appointment with a written contract for service and are subject to annual
reappointment at the AGM.
Anglesey Min ing plc 23
Remuneration committee report
2022
Annual report on remuneration
John Kearney, the Chairman, does not currently receive fees from the Company; he is employed and remunerated by
Labrador Iron Mines and has previously been granted options over shares under the 2014 Unapproved Share Option
Scheme. New options granted since the year end are shown below.
Bill Hooley, the Chief Executive during the year until 31 July 2021, and subsequently Deputy Chairman until his
untimely death in June 2022, had written terms of employment specifying a salary of £24,000 per annum together
with two bonus payments, firstly £60,000 paid in August 2021 and secondly £30,000 payable in April 2022, with no
other entitlement to notice, termination or bonuses.
Jo Battershill, who was appointed as Chief Executive and a director on 1 August 2021, has a written contract of
employment which provides for a minimum notice period of six months and under which he is eligible to be
awarded options and performance shares and an increased salary upon the attainment of various defined targets.
The contract provides for a base salary of £120,000 per annum, together with a contribution of 10% of that figure
into a pension scheme.
Danesh Varma, the Finance Director and Company Secretary, has written terms of employment specifying a salary of
£12,000 per annum together with two bonus payments, firstly £24,000 paid in August 2021 and secondly £12,000
payable in April 2022, with no other entitlement to notice, termination or bonuses.
During the year the group began making pension contributions in respect of the chief executive at 10% of his salary
and 7% in respect of other employee salaries.
Directors’ remuneration summary - fiscal years ended March 31:
Name
Salary
and fees
Executive
John Kearney
Bill Hooley
Jo Battershill
Danesh Varma
Non-executive
Howard Miller
Andrew King
Namrata Verma
£
-
84,000
40,000
36,000
-
-
-
-
Totals
160,000
2022
Additional
fees and
bonuses
£
Pensions
Total
Salary
and fees
£
£
£
2021
Additional
fees and
bonuses
£
Pensions
Total
£
£
-
-
-
-
-
-
-
-
-
-
-
1,867
-
-
-
-
-
1,867
-
84,000
41,867
36,000
-
-
-
161,867
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Between 1 July 2014 and 31 March 2021 all the directors waived their entitlement to remuneration. Following a
Board review of non-executive remuneration, it was decided to begin payments of fees to each non-executive
director at the rate of £1,000 per quarter from 1 July 2022.
Anglesey Min ing plc 24
Remuneration committee report
2022
Share schemes
There is currently one active share scheme: the 2014 Unapproved Share Option Scheme. The committee has begun
the establishment of an Enterprise Management Incentive Scheme for employees and executive directors and this is
expected to be operational by the date of the AGM.
In respect of the Unapproved Share Option Scheme established in 2014 all directors and employees are eligible to
receive options. All share options are subject to a performance criterion, namely 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. This
index was selected as being an easily available benchmark of general corporate performance. As described above,
there were no options outstanding at the beginning of the financial year and no option grants were made during the
year.
However, a total of 10,900,000 options were granted under the Unapproved Share Option Scheme on 4 August 2022
as follows: the options have an exercise price of £0.04, representing a premium of 38% to the closing share price of
£0.029 on 3 August 2022. The options are subject to time-based vesting conditions with 25% of options vesting on
31 March 2023, 25% on 30 September 2023, 25% on 31 March 2024 and 25% on 30 September 2024. The options
will lapse on 31 March 2030.
Director
Number of
options granted
2,000,000
2,800,000
1,500,000
1,000,000
1,000,000
1,000,000
Exercise Price
per share option
£0.04
£0.04
£0.04
£0.04
£0.04
£0.04
John F Kearney
Jo Battershill
Danesh Varma
Howard Miller
Namrata Verma
Andrew J King
The award of the Options represents the first issuance of share options to directors and employees since September
2016. The non-executive directors of the Company had also previously waived the payment of cash fees since July
2014.
Other components of remuneration
There were no taxable benefits, incentive plans, bonuses, share scheme interests, payments to past directors,
payments for loss of office or other remuneration or payments which are required to be disclosed made during the
year.
There is a table of directors’ interests in shares and options in the directors’ report.
This report was approved by the board of directors on 7 September 2022 and signed on its behalf by:
Danesh Varma
Company Secretary
Anglesey Min ing plc 25
Report on Corporate Governance
2022
Statement of Corporate Governance
Anglesey Mining believes that good corporate governance provides the framework whereby the Board ensures that
the Company’s strategy is aligned to the interest of its shareholders and takes into account the interest of all
stakeholders.
The Board of Anglesey Mining is committed to high standards of corporate governance, integrity and social
responsibility and to managing the Company in an honest and ethical manner. The Chairman is responsible for the
leadership of the Board and for ensuring that the Company has appropriate governance standards in place and that
these requirements are communicated and applied.
The Group seeks to conduct its operations with honesty and fairness and expects its contractors and suppliers to
meet similar ethical standards. The Board recognizes the importance of communicating with shareholders and all
stakeholders in an open and transparent fashion.
Board of Directors
The Board of Anglesey Mining was small at the beginning of the year with just four members, subsequently
increased to seven in December 2021. The Board currently consists of six directors, three of whom are considered
independent. Profiles of the directors, summarizing their experience and backgrounds can be found at the end of
this Annual Report. Each director is subject to annual re-election at every AGM,
The Board has overall responsibility for all aspects of the business and affairs of the Company and has an active
engaged role in all decision making. The Board approves the Group’s strategy and expenditure plans and regularly
reviews operational and financial performance, risk management, and health, safety, environmental and community
matters.
Members of the Board are directly involved in decisions and an extensive committee or reporting structure is not
particularly useful. Nevertheless, a system of checks and balances is in place and all material decisions must be
approved by the Board. The definition of ‘materiality’ is low, almost all decisions are material and require the
approval of the Board.
The Board is assisted by an Audit Committee and has also established Remuneration and Nomination committees.
All Directors may attend meetings of a committee at the committee’s invitation. There are written terms of
reference for the Audit, Remuneration and Nomination committees, each of which deals with specific aspects of the
Group’s affairs. These are made available to shareholders at each general meeting and are available on the website.
The Board receives periodic reports from all committees where appropriate. All committees have an independent
non-executive director within their composition. As well as chairing Board meetings, John Kearney chairs the
Nomination committee. Howard Miller is the lead independent director and chairs the Audit and Remuneration
Committees.
The number of meetings of the Board and of each committee held over the past year is at the end of this report.
The Chairman
The Chairman, John Kearney, is responsible for the leadership of the Board and for ensuring that appropriate
governance standards are in place and that these requirements are communicated and applied. The Chairman’s
primary role is to create the cultural environment to enable each director and the Board as whole to perform
effectively for the benefit of the Group, its shareholders and its wider stakeholders.
He has many years of experience as chairman or director of numerous public mining or exploration companies. He is
not a full-time executive of Anglesey Mining and does not receive compensation (other than an entitlement to share
options). He is employed and remunerated by Labrador Iron Mines and divides his time between several mineral
companies and other activities. The Chairman’s primary functions include providing leadership and direction to the
Board and ensuring its effectiveness. The Chairman has overall responsibility for corporate governance matters.
The Board has appointed Howard Miller as the lead independent non-executive director to assist the Chairman and
perform such other duties and responsibilities as the Board may determine from time to time. Howard Miller has
served for more than twenty years as a non-executive director.
The roles of Chairman and Chief Executive are separate. Jonathan (Jo) Battershill was appointed Chief Executive on 1
August 2021.
Anglesey Min ing plc 26
Report on Corporate Governance
2022
Audit committee
The Board has established an Audit Committee with formally delegated duties and responsibilities. Until January
2022 the Audit Committee’s sole member was Howard Miller, who is considered an independent non-executive
director, but is not independent as defined by the Corporate Governance Code. From that date Namrata Verma and
Andrew King both of whom are independent non-executive directors were appointed to the audit committee.
The Audit Committee assists the Board in meeting its responsibilities for internal control and external financial
reporting. The audit committee meets at least twice a year and is responsible for ensuring that the financial
information of the Group is properly reported on and monitored, including by conducting reviews of the annual and
interim accounts, the internal control systems and procedures and accounting policies. More information on the
work of the Audit Committee is provided in the Report of the Audit Committee below.
Remuneration committee
From January 2022 the Remuneration Committee comprised Howard Miller (Chairman) and John Kearney and
Namrata Verma. The committee is responsible for making recommendations on remuneration policy. It determines
any contract terms, remuneration and other benefits, including share options, for each of the executive directors.
The remuneration of non-executive directors is a matter for the Board. No director may be involved in any decisions
as to their own remuneration. The Remuneration Committee has responsibility for determining, within agreed terms
of reference, the policy on remuneration, including incentive awards.
The Remuneration Committee is also responsible for recommending grants of options under the Share Option
Scheme. The use of equity incentives aligned to the long-term interests of shareholders is an effective and efficient
way to compensate directors and accordingly option grants under the Unapproved share option scheme are made to
all directors.
The Directors’ Report on Remuneration and the Report of the Remuneration Committee is set out in other parts of
the Annual Report.
Nomination committee
The Nomination Committee is comprised of John Kearney, Howard Miller and Andrew King and assists the
Board in discharging its responsibilities relating to the composition and make-up of the Board and any committees
of the Board. It is also responsible for periodically reviewing the Board’s structure and identifying potential
candidates to be appointed as directors.
The Nomination Committee is responsible for evaluating the balance of skills, knowledge and experience and the
size, structure and composition of the Board and committees of the Board, retirements and appointments of
additional and replacement directors and committee members and will make appropriate recommendations on such
matters.
Internal control
The Board is responsible for the Group’s systems of internal control, financial and otherwise. The key feature of the
financial control system is that the Directors directly monitor all payments and transactions, as well as budgets and
annual accounts. Such system provides reasonable but not absolute assurance of the safeguarding of assets, the
maintenance of proper accounting records and the reliability of financial information. The Board, advised by the
audit committee, has not considered it appropriate to establish an internal audit function at present because of the
Group’s limited operations. The Board has reviewed the effectiveness of the system of internal control as described
during the period.
There are no significant issues disclosed in the Strategic Report and Financial Statements for the year to 31 March
2022 and up to the date of approval of the Annual Report that have required the Board to deal with any related
material internal control issues.
Remuneration – non-executive directors
The non-executive directors did not receive cash compensation during the year ended 31 March 2022 however
following a Board review of non-executive remuneration it was decided to (a) grant options over shares to non-
executive directors as incentives and partial compensation for their services on 4 August 2022 and (b) to begin
payments of fees to each non-executive director at the rate of £1,000 per quarter from 1 July 2022.
The Board is satisfied that the grant of incentive options to Directors in lieu of cash compensation is appropriate
given the Company’s stage of development and is aligned with shareholders’ interests and expectations that a high
proportion of available funds are allocated to exploration.
Anglesey Min ing plc 27
Report on Corporate Governance
2022
Risks and uncertainties
Mineral exploration and mine development are 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 itself
subject to numerous significant risks.
The significant risks facing the Group are summarised and discussed in the Strategic Report and the “Going-concern”
risk is discussed in detail in the Directors Report. Management of those risks is the responsibility of the Board of
Directors which considers it is sufficiently close to the Group’s operations and aware of its activities to be able to
adequately monitor risks within its control without the establishment of any further formal processes.
There is no assurance the Company can maintain the services of its directors or recruit other qualified personnel to
serve as directors. The loss of the services of any of the current directors could have a material adverse effect on the
Group and its prospects.
Directors’ appointment and attendance at Board and committee meetings
During the year ended 31 March 2022 a majority of Board and committee meetings were held by telephone or video
conference due to Covid restrictions and attendance at meetings was as follows:
Director
Total number of meetings:
Date appointed
Board
9
Audit
4
Meetings
Remuneration
2
Nomination
2
John Kearney
Bill Hooley
Jo Battershill
Danesh Varma
Howard Miller
Andrew King
Namrata Verma
10 November 1994
10 January 2006
1 August 2021
15 November 1994
20 September 2001
20 December 2021
20 December 2021
8
9
8 of 8
9
9
2 of 3
3 of 3
4
2
2
2
2
All directors are invited to attend the meetings of the Audit Committee and meet with the auditors
Bill Hooley was the Chief Executive until 31 July 2021. He was subsequently appointed as Deputy Chairman
and remained so until his death in June 2022.
Jonathan (Jo) Battershill was appointed as the Chief Executive and as a director on 1 August 2021.
Danesh Varma is Finance Director and the Company Secretary.
Anglesey Min ing plc 28
Report on Corporate Governance
2022
Corporate Governance Compliance Review
Anglesey has been listed on the London Stock Exchange since 1988 and throughout that time has been in
compliance with all the listing rules and policies of the LSE. As the company had a premium listing, for the past two
years it applied and reported on the 2018 UK Corporate Governance Code.
Anglesey believes that throughout the year, it generally complied with the spirit of the principles of the 2018 UK
Corporate Governance Code, to the extent such principles are applicable in Anglesey’s particular situation and
having regard to the size and resources of the Group. However, some of the principles and many of the provisions
are not applicable to the individual circumstance of Anglesey Mining.
Specifically, for example, the company is not in compliance with the provisions of the Code that require “at least
half” of the Board to be independent non-executive directors, as until December 2021 when two new independent
non-executive directors were appointed, the directors in office year had served for more than nine years and the
Chairman has held that role for 27 years. In addition, the company has awarded share options to non-executive
directors, which again is not in compliance with the provisions of the Code, as one of the few effective and
economical ways available to the Company to provide some compensation to the Directors
The Directors recognise the importance of sound corporate governance and, upon the move to AIM adopted
the QCA Corporate Governance Code published by the Quoted Companies Alliance (the “QCA Code”), to the extent
applicable, as they consider it more appropriate than the 2018 UK Corporate Governance Code, having regard to the
company’s size, resources and stage of development
The QCA Code sets out 10 principles listed below, and the following compliance report explains broadly how
Anglesey seeks to apply these principles:
Establish a strategy and business model which promote long-term value for shareholders
Anglesey’s purpose is the development of a modern mine at Parys Mountain, in an environmentally, socially, and
ethically responsible manner, producing copper, zinc, lead, gold and silver to create value for shareholders and for
the benefit of all stakeholders. Parys Mountain was the largest copper mine in the UK, and one of the largest copper
mines in the world in the 18th century.
Today, amidst the growing recognition that metals and minerals are essential for addressing climate change and
adapting to a green economy, the Parys Mountain property hosts the largest known deposits of copper, zinc and
lead in the UK. The Board believes that the Parys Mountain property provides an opportunity to develop a
sustainable long-term modern mining operation and business, producing the very minerals that are essential for
electrification, energy storage and extending product lifespan, copper, lead and zinc.
In 2021 a new independent Preliminary Economic Assessment of the Parys Mountain project was prepared by Micon
International Limited which demonstrates the potential for a viable mine development and a healthy financial rate
of return. Further details on the progress in the development of the Parys Mountain Project during the year are
provided in the Chairman’s Statement and in the Strategic Report.
The Group also has two other smaller investments, in Canada and in Sweden, both in iron ore, and interestingly both
seeking to breathe renewed life into former world class projects. Iron ore produced from the Schefferville mines in
Labrador fuelled the US steel industry for 30 years after World War Two and Grangesberg was once the largest iron
mine in Sweden. As discussed in the Strategic Report, notable progress was reported on these investments during
the past year.
Seek to understand and meet shareholder needs and expectations
The Board of Directors is committed to maintaining good communications and having constructive dialogue with its
shareholders. Shareholders have the opportunity to discuss issues and provide feedback at any time. Shareholders
have access to current information on the Company through its website and through direct contact with the
directors by telephone or email. All shareholders will be encouraged to attend the Annual General Meeting
(subject to COVID guidelines and/or restrictions).
Take into account wider stakeholder and social responsibilities and their implications for long-term success
Anglesey Mining is committed to high standards of corporate social responsibility. Health, safety, and
environmental protection are core values. Anglesey seeks to ensure open and transparent communication with all
stakeholders including landowners, neighbours, communities, and regional and national authorities.
In considering strategy and in making decisions, the Board takes into account its wider stakeholder and social
responsibilities and the implications for the long term and seeks to proactively engage key stakeholders on
sustainable development challenges and opportunities in an open and transparent manner. Further details of the
Anglesey Min ing plc 29
Report on Corporate Governance
2022
actions of the Directors to promote the success of the Group are included in the Directors Section 172 Statement
which is included as part of the Strategic Report.
Development of a new mine at Parys Mountain can deliver economic growth in the UK, regional jobs and business
opportunities for local service providers. The spin-off effects of mine development would be significant. The
minerals that would be mined at Parys Mountain are those that are necessary for the modern world, copper in
electronics, zinc in construction and medicine, and lead is required for large electric battery storage. None of these
important and essential metals are currently produced in the UK.
Embed effective risk management, considering both opportunities and threats, throughout the organisation
The Board is responsible for the ongoing review and management of risks that could affect the enterprise. Mineral
exploration and mine development are 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 itself subject to numerous significant risks.
Management of those risks is the responsibility of the Board and often requires the application of judgement based
on experience.
The significant risks facing the Company are summarised and discussed in the Strategic Report and the “Going-
concern” risk is discussed in detail in the Directors Report. Management of those risks is the responsibility of the
Board. A system of checks and balances is in place and all material decisions must be approved by the Board which
considers it is sufficiently close to the Group’s operations and aware of its activities to be able to adequately monitor
risks within the Company’s control without the establishment of any further formal processes.
The major risks are outside the control of the Board. They include risks of nature (the minerals, the orebody, the
geological strata and operating conditions), risks of the market (world-wide demand and supply of metals) and risk
of investor interest.
Maintain the board as a well-functioning, balanced team led by the chair
The Board believes that its current members reflect, among other attributes, experience, knowledge, expertise,
judgement, character diversity and integrity. The directors have a broad diversity, including nationality, ethnicity,
race, national origin, gender and other elements of identity. One of the current directors is a woman. The Board
believes that having directors with diverse backgrounds and experiences enable the Board to consider issues from
different perspectives and enhances effective strategic planning and decision making.
The Directors believe that there are appropriate divisions of responsibilities within the Board and its committees and
between the Board and the executive directors. There is no mandatory retirement age for directors as the Directors
believe their extensive experience outweighs their long service and other issues.
The Board supports a corporate culture focused on inclusion and gender diversity, and this is an important
consideration is recruitment of new directors, but there are no formal policies in effect regarding these provisions.
The Board has not adopted a specific target for women on the Board as it does not believe that any director should
be chosen largely or solely because of gender, rather it believes that the interests of shareholders are best served by
ensuring that directors are identified from the widest possible group of potentially interested candidates.
John Kearney is the Chairman, a role he has held since 1994. He was formerly also Chief Executive, a role he
relinquished in 2006. The Board has determined that by continuing as Chairman, John Kearney has provided clear
and consistent leadership on critical strategic objectives and has provided consistent oversight and direction. Mr
Kearney’s track record over 40 years in the minerals industry in a variety of leadership positions, strongly supports
the Board’s conclusion that the shareholders are well served with him leading Anglesey Mining as its Chairman.
Howard Miller is the lead director and provides a sounding board to the Chairman.
Ensure that between them the directors have the necessary up-to-date experience, skills and capabilities
The Board currently consists of six directors, three of whom are considered independent. The members come
from a variety of professional backgrounds, and collectively have a wide range of managerial, technical, financial,
and legal skills, based on both qualifications and experience, including mineral process engineering, accounting,
legal, financial and of capital markets. Collectively they possess significant relevant management skills, as well as
long experience of having served as directors of numerous other public companies, in several international
jurisdictions.
The Board is responsible for establishing qualifications and skills necessary for effective management, including
factors such as professional experience, particular areas of expertise, personal character, potential conflicts of
interest, diversity and other commitments.
Anglesey Minin g plc 30
Report on Corporate Governance
2022
The Chairman has many years of experience as chairman or director of numerous public mining or exploration
companies. The Directors are satisfied that there is an appropriate balance of experience and qualifications to carry
out the Board’s responsibilities effectively, given the current status and stage of development.
Evaluate board performance based on clear and relevant objectives, seeking continuous improvement
There are no formal policies in effect in respect of measurable objectives of performance and there has been no
formal annual evaluation of the performance of the Board, its committees or the individual directors. The Board of
Directors reviews on an ongoing informal basis the effectiveness and performance of the Board as a whole and the
effectiveness and contribution of individual directors. Each year when providing notice of the Annual Meeting, the
Board considers its appropriate size and composition to properly administer the affairs of the Group. The Directors
have not to date taken outside advice in reviewing performance.
The Board is satisfied that each of the Directors commits sufficient time to the business of the Group and
contributes materially to the governance and operations of the Group. The Board is satisfied that it is highly effective
and is comprised of a small but strong team with a breadth of skills, experiences and perspectives.
Promote a corporate culture that is based on ethical values and behaviour
The Board is committed to high standards of corporate governance, integrity, and social responsibility and to
managing operations in an honest and ethical manner.
Certain of the Directors do serve as directors and/or officers of, or have significant shareholdings in, other
companies involved in natural resource exploration and development and consequently there exists the possibility
for such Directors to be in a position of conflict. Directors are expected to adhere to all legal requirements in respect
of any transaction or agreement in which they may have a material interest. Directors who have an interest in a
transaction or agreement with the Company must promptly disclose that interest at any meeting of the Board at
which the transaction or agreement will be discussed and abstain from discussions and voting so that the remaining
directors may properly exercise independent judgment. The Board values the participation of directors on the
boards of other companies in the mineral industry as this provides exposure to developments and other
opportunities which are useful to enhance the experience of the Directors and are potentially beneficial to the
Group.
Maintain governance structures and processes that are fit for purpose and support good decision-making
The Board has overall responsibility for all aspects of the business and affairs of the enterprise and has an active
engaged role in all decision making. The Board approves strategy and expenditure plans and regularly reviews
operational and financial performance, risk management, and health, safety, environmental and community
matters. The Chairman has overall responsibility for corporate governance matters.
Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and
other relevant stakeholders
The Board recognises the importance of open and transparent communication with the shareholders and with all
stakeholders, including landowners, communities, and regional and national authorities.
Shareholders have access to current information on our activities primarily though the annual and half year Reports
which are sent to shareholders. Further information is available on the website, www.angleseymining.co.uk, which is
updated whenever announcements or press releases are made.
In addition, all shareholders are encouraged to attend the Annual General Meeting where this is permitted.
Presentations on our activities are made at the AGM and at various industry and investor events and discussions are
held with shareholders at or after each of these occasions.
The Chairman, Chief Executive and Finance Director make themselves available to substantial shareholders regularly
to understand their views on important topics. Shareholders have the opportunity to discuss issues and provide
feedback at any time through direct contact with the Directors by telephone or email. Every effort is made to reply
promptly and effectively to appropriate questions and concerns from shareholders on matters relating to business
operations or their shareholdings.
All significant concerns and complaints regarding business performance or governance matters are evaluated and
reported to the Board of Directors, as appropriate. Communications considered to be advertisements or sales
material, or other types of ‘junk’ messages, unrelated to the responsibilities of the Board, are discarded without
further action. As a matter of policy, the Directors do not participate in internet or on-line chat rooms.
Anglesey Minin g plc 31
Audit committee report
2022
Howard Miller was the only member of the audit committee until 18 January 2022 when Namrata Verma and
Andrew King who had recently joined the board as non-executive directors were appointed. All of the committee
members have 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 Group.
The Audit Committee also considers internal control and risk management issues and contributes to the Board’s
review of the effectiveness of the 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
material 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 being undertaken. 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 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; 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.
In the early part of 2022 as the planned move to AIM was being finalised the audit committee agreed with Mazars,
auditors between 2008 and 2021, that it would be appropriate to undertake a formal auditor review and
engagement process. Four firms, including Mazars, were invited to submit proposals and from these UHY Farrelly
Dawe White in Dublin, Ireland were selected and formally appointed on 13 May 2022.
Signed by Andrew King and Namrata Verma on behalf of Howard Miller who is indisposed
Audit committee members
7 September 2022
Anglesey Minin g plc 32
Independent auditor’s report to the members of Anglesey Mining plc
2022
Independent auditor’s report to the members of Anglesey Mining plc
Opinion
We have audited the financial statements of Anglesey Mining plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the
year ended 31 March 2022 which comprise the Group Income Statement, the Group Statement of Comprehensive Income, the
Group and Company Statements of Financial Position, the Group and Company Statements of Changes in Equity, the Group and
Company Statements of Cash Flows and notes to the financial statements, including a summary of significant accounting policies.
The financial reporting framework that has been applied in their preparation is applicable law and UK adopted International
Financial Reporting 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, UK adopted International Financial Reporting Standards.
In our opinion, the financial statements have been prepared in accordance with the requirements of the Companies Act 2006
and:
give a true and fair view of the state of the group’s and of the parent company’s affairs as at 31 March 2022 and of the
group’s loss for the year then ended;
the group financial statements have been properly prepared in accordance with UK adopted International Financial
Reporting Standards in conformity with the requirements of the Companies Act 2006; and
the parent company financial statements have been properly prepared in accordance with UK adopted International
Financial Reporting Standards in conformity with the requirements of the Companies Act 2006, as applied in accordance
with the provisions of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the “Auditor’s responsibilities for the audit of the financial
statements” section of our report. We are independent of the group and the parent company in accordance with the ethical
requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied
to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that
the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material uncertainty related to going concern
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the
preparation of the financial statements is appropriate.
We draw attention to Note 2 of the financial statements, concerning the applicability of the going concern basis of preparation.
As detailed in the financial statements and the Strategic Report, the group and the parent company are not generating revenue
and are in the process of advancing the Parys Mountain mining project towards development. The business model requires
generation of additional financial resources to progress the ongoing development of the Parys Mountain project.
At 31 March 2022 the group and parent company had net current assets of £613k and £699k respectively and cash and cash
equivalents of £922k and £921k respectively. During the year, the parent company issued shares with net proceeds of £738,230
and a further £864,416 gross cash was raised in May 2022 through a share placement. The directors consider that these cash
reserves are sufficient to support the group’s and the parent company’s on-going non-project related expenditure on a status
quo basis for the next 12 months.
In Note 2, the directors explain that:
-
-
-
to date, the group and parent company have relied primarily on equity financings 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 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 directors are actively pursuing various financing options and are in discussions with a range of investors regarding
proposals for financing. 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.
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.
Anglesey Minin g plc 33
Independent auditor’s report to the members of Anglesey Mining plc
2022
As stated in Note 2, these events or conditions indicate that a material uncertainty exists that may cast significant doubt on the
group’s and the parent company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Our audit procedures to evaluate the directors’ assessment of the group’s and the parent company's ability to continue to adopt
the going concern basis of accounting included but were not limited to:
Undertaking an initial assessment at the planning stage of the audit to identify events or conditions that may cast
significant doubt on the group’s and the parent company’s ability to continue as a going concern;
Making enquiries of the directors to understand the period of assessment considered by them, their plans for group and
company going forward and ensuring that these have been incorporated into their financial projections, the assumptions
they considered and the implication of those assumptions when assessing the group’s and the parent company’s future
financial performance;
Assessing the likelihood of management’s ability to raise additional finance by obtaining a letter of support from Juno
Limited and by considering the funding raised historically;
Assessing the transparency, completeness, and accuracy of the matters covered in the going concern disclosure by
evaluation of management’s cash flow projections for the forecast period and the underlying assumptions;
Considering the results of our audit of the valuation of the intangible asset to determine whether limited headroom or
impairment would have the potential to deter future investment; and
Evaluating the appropriateness of the directors’ disclosures in the financial statements relating to going concern.
In relation to the group’s and the parent company’s reporting on how it has applied the UK Corporate Governance Code, we
have nothing material to add or draw attention to in relation to the directors’:
statement in the financial statements about whether the directors considered it appropriate to adopt the going concern
basis of accounting; and
identification in the financial statements of any material uncertainties related to the group’s and the parent company’s
ability to continue as a going concern over a period of at least twelve months from the date of approval of the financial
statements.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections
of this report.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to
fraud) we identified, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in
the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
We summarise below the key audit matters in forming our audit opinion above, together with an overview of the principal audit
procedures performed to address each matter and key observations arising from those procedures. The matters set out below
are in addition to the “Material uncertainty related to going concern” above which, by its nature, is also a key audit matter.
These matters, together with our findings, were communicated to those charged with governance through our Audit Completion
Report.
Key audit matter
How our audit addressed key audit matters
Carrying value of Parys Mountain exploration and evaluation
asset (E&E) - (group)
The group’s accounting policy in respect of its exploration
and evaluation asset is set out under “mineral property
exploration and evaluation costs” and its accounting policy
in respect of impairment is set out under “impairment of
tangible and intangible assets” in Note 2 to the financial
statements.
The Group holds rights to explore and mine the Parys
Mountain site. At 31 March 2022 the balance sheet includes
an E&E asset of £15.7m. In January 2021, the group
received a Preliminary Economic Assessment report (PEA)
prepared by Micon International Limited that built on earlier
Our audit procedures included, but were not limited to:
Evaluating whether, under IFRS 6 Exploration for and
Evaluation of Mineral Assets, the asset is appropriately
determined as an E&E asset;
Reviewing and challenging management’s assessment
with respect to indicators of impairment under IFRS 6;
the PEA
Reviewing
report prepared by Micon
International Limited to assess whether it supports
management’s assertions in their analysis;
Assessing Micon International Limited’s independence,
objectivity and competency to act as management’s
expert; and
Anglesey Minin g plc 34
Independent auditor’s report to the members of Anglesey Mining plc
2022
Evaluating whether the relevant disclosures in the
financial statements are reasonable.
Key observations
Based on the work performed, nothing has come to our
attention which suggests that there were unidentified
indicators
the
management.
impairment not
considered by
for
Our audit procedures included, but were not limited to:
the
for
Considering
impairment indicators on the E&E asset detailed above;
and
the assessment
results of
Evaluating whether the relevant disclosures in the
financial statements are reasonable.
Key observations
Based on the work performed, nothing has come to our
attention which suggests that there were unidentified
indicators
the
management
impairment not
considered by
for
Our audit procedures included, but were not limited to:
Reviewing and challenging management’s assessment
of fair value, including:
o Independent check of LIM’s share price at 31
March 2022;
o Review of the latest financial statements of LIM;
and
o Check for any other internal or external indicators
of impairment to the investment that contradicts
the fair value at year-end.
Evaluation of the trading of LIM’s shares on the OTC
market to assess whether it constitutes an active
market sufficient to determine fair value under IFRS 9.
Key observations
Based on the work performed, nothing has come to our
attention that suggests that the fair value of LIM is not
appropriately stated.
scoping and optimisation studies. The Group has yet to
move to the development stage of the Parys Mountain
project and will need to raise additional funding to move
towards production.
Management have assessed the E&E asset for impairment
indicators under IFRS6 and concluded that no triggers
existed at the year-end. Determining whether impairment
judgement by
indicators exist
management,
impairment
indicators prescribed in IFRS 6.
including considering specific
significant
involves
There is a risk that if unidentified impairment indicators
exist, the carrying value of the E&E asset may not be fully
recoverable.
Valuation of investment in the subsidiary Parys Mountain
Mines Limited (PMM) - (parent company only)
impairment of
The group’s accounting policies in respect of investments
and
investments are set out under
“investments” and “impairment of investments” in Note 2 to
the financial statements.
The primary asset within PMM is the E&E asset discussed
above. There is a risk that if there are any unidentified
impairment indicators that would impact the carrying value
of the E&E asset these may also impact the carrying value in
the parent company of its investment in PMM.
Valuation of investment in Labrador Iron Mines Holdings
Limited (LIM) - (group)
impairment of
The group’s accounting policies in respect of investments
and
investments are set out under
“investments” and “impairment of investments” in Note 2 to
the financial statements.
Under the accounting policy, financial assets classified and
measured 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.
The group has a 12% investment in LIM, a Canadian
company with shares traded on the OTC market in the
United States, which holds the Labrador iron ore properties.
The group’s investment in LIM is carried FVOCI. In recent
years, based on the director’s assessment, the investment in
LIM had been carried at a value of £1, reflecting the
directors’ view that the value of LIM was uncertain.
At 31 March 2021 the directors assessed the fair value of the
investment in LIM at £4m (being measured by the closing
share price on 31 March 2021) resulting in a gain reported
through other comprehensive income, which had been
based on improved iron ore prices and an optimistic PEA
report which had resulted in stronger market interest in LIM
with a significant increase in its share price at that time. The
directors have assessed the fair value of LIM as being
measured by the closing share price at 31 March 2022,
in value through other
loss
which has resulted
comprehensive income of £2.1m.
in a
There is a risk that the fair value of investment in LIM is not
stated in line with IFRS 9 requirements.
Anglesey Minin g plc 35
Independent auditor’s report to the members of Anglesey Mining plc
2022
Our application of materiality and an overview of the scope of our audit
The scope and focus of our audit was influenced by our application of materiality. We apply the concept of materiality both in
planning and performing our audit, and in evaluating the effect of misstatements on our audit and on the financial statements.
We define financial statement materiality to be the magnitude by which misstatements, including omissions, could reasonably be
expected to influence the economic decisions taken on the basis of the financial statements by reasonable users.
In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower
materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these
levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the
particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Group
Overall materiality
£286,407
How we determined it
2% of group’s net assets
Rationale for benchmark applied
The group’s net assets represent shareholders’ funds and we have
determined this measure to be the principal benchmark within the
financial statements relevant to shareholders, as the group does not
generate revenue and is in pre-production phase.
Performance materiality & specific
materiality
Performance materiality is set as 60% of overall materiality, being
£171,844.
Specific materiality of £57,281 is used for the audit of the Group Income
Statement.
Reporting threshold
5% of financial statement materiality, being £14,320.
Parent company
Overall materiality
£232,826
How we determined it
2% of the parent company’s net assets
Rationale for benchmark applied
We considered net assets to be the most appropriate benchmark, as the
parent company is non-trading and holds mainly subsidiary investments.
Performance materiality
Performance materiality is set at 60% of overall materiality, being
£139,695.
Reporting threshold
5% of financial statement materiality, being £11,641.
We agreed with the Audit Committee that we would report to them all individual misstatements in excess of £14,000 identified
during the audit, as well as differences below that threshold that in our view, warrant reporting on qualitative grounds. We also
report to the Audit Committee on disclosure matters that we identified when assessing the overall presentation of the financial
statements.
As part of designing our audit, we assessed the risk of material misstatement in the financial statements, whether due to fraud or
error, and then designed and performed audit procedures in response to those risks. In particular, we looked at where the
directors made subjective judgements such as making assumptions on significant accounting estimates.
We tailored the scope of our audit to ensure that we performed sufficient work to be able to give an opinion on the financial
statements as a whole. We used the outputs of a risk assessment, our understanding of the group and the parent company, their
environment, controls and critical business processes, to consider qualitative factors in order to ensure that we obtained
sufficient coverage across all financial statement line items.
Our group audit scope included an audit of the group and parent company financial statements of Anglesey Mining plc. Based on
our risk assessment, all entities within the group were subject to full scope audit and was performed by the group audit team.
At the parent level we also tested the consolidation process and carried out analytical procedures to confirm our conclusion that
there were no significant risks of material misstatement of the aggregated financial information.
Anglesey Minin g plc 36
Independent auditor’s report to the members of Anglesey Mining plc
2022
Other information
The directors are responsible for the other information. The other information comprises the information included in the annual
report other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not
cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the
audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material
misstatement of the other information. If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the
Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial
statements are prepared is consistent with the financial statements and those reports have been prepared in accordance
with applicable legal requirements;
the information about internal control and risk management systems in relation to financial reporting processes and about
share capital structures, given in compliance with rules 7.2.5 and 7.2.6 in the Disclosure Guidance and Transparency Rules
sourcebook made by the Financial Conduct Authority (the FCA Rules), is consistent with the financial statements and has
been prepared in accordance with applicable legal requirements; and
information about the parent company’s corporate governance code and practices and about its administrative,
management and supervisory bodies and their committees complies with rules 7.2.2, 7.2.3 and 7.2.7 of the FCA Rules.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the group and the parent company and their environment obtained in the course
of the audit, we have not identified material misstatements in:
the Strategic Report or the Directors’ Report; or
the information about internal control and risk management systems in relation to financial reporting processes and about
share capital structures, given in compliance with rules 7.2.5 and 7.2.6 of the FCA Rules.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report
to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been
received from branches not visited by us; or
the parent company financial statements and the part of the directors’ remuneration report to be audited are not in
agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
a corporate governance statement has not been prepared by the parent company.
Corporate governance statement
The Listing Rules require us to review the directors' statement in relation to going concern, longer-term viability and that part of
the Corporate Governance Statement relating to Anglesey Mining plc's compliance with the provisions of the UK Corporate
Governance Code specified for our review.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate
Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit:
Directors' statement with regards the appropriateness of adopting the going concern basis of accounting and any material
uncertainties identified set out on pages 21;
Anglesey Minin g plc 37
Independent auditor’s report to the members of Anglesey Mining plc
2022
Directors’ explanation as to its assessment of the entity’s prospects, the period this assessment covers and why the period
is appropriate set out on page 16;
Directors' statement on fair, balanced and understandable set out on page 22;
Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on pages 15
and 16;
The section of the annual report that describes the review of effectiveness of risk management and internal control
systems set out on page 27 and 29 to 31 and;
The section describing the work of the audit committee set out on pages 26 and 32.
Responsibilities of Directors
As explained more fully in the directors’ responsibilities statement set out on page 19, the directors are responsible for the
preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as
the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no
realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is
a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our
responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which
our procedures are capable of detecting irregularities, including fraud is detailed below.
Based on our understanding of the group and the parent company and their industry, we identified that the principal risks of
non-compliance with laws and regulations related to employment law, general data protection regulation, health and safety
regulation, local legislation in places of operations, extractive industries transparency initiative and anti-bribery, and we
considered the extent to which non-compliance might have a material effect on the financial statements.
In identifying and assessing risks of material misstatement in respect to irregularities including non-compliance with laws and
regulations, our procedures included but were not limited to:
At the planning stage of our audit, gaining an understanding of the legal and regulatory framework applicable to the group
and parent company, the structure of the group, the industry in which they operate and considered the risk of acts by the
group and the parent company which were contrary to the applicable laws and regulations;
Discussing with the directors and management the policies and procedures in place regarding compliance with laws and
regulations;
Discussing amongst the engagement team the identified laws and regulations, and remaining alert to any indications of
non-compliance; and
During the audit, focusing on areas of laws and regulations that could reasonably be expected to have a material effect on
the financial statements from our general commercial and sector experience and through discussions with the directors (as
required by auditing standards), from inspection of the parent company’s and group’s regulatory and legal correspondence
and review of minutes of directors’ meetings in the year. We also considered those other laws and regulations that have a
direct impact on the preparation of financial statements, such as the Companies Act 2006 and FCA rules.
Anglesey Minin g plc 38
Independent auditor’s report to the members of Anglesey Mining plc
2022
Our procedures in relation to fraud included but were not limited to:
Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged
fraud;
Gaining an understanding of the internal controls established to mitigate risks related to fraud;
Discussing amongst the engagement team the risks of fraud such as opportunities for fraudulent manipulation of financial
statements, and determined that the principal risks were related to posting manual journal entries to manipulate financial
performance, and management bias through judgements and assumptions in significant accounting estimates, in particular
in relation to the identification of indicators of impairment to the exploration and evaluation asset, assessment of the fair
value of investment in the subsidiary Parys Mountain Mines Limited and assessment of the fair value of investment in
entities that are not subsidiaries; and
Addressing the risks of fraud through management override of controls by performing journal entry testing.
The primary responsibility for the prevention and detection of irregularities including fraud rests with both those charged with
governance and management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve
collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.
The risks of material misstatement that had the greatest effect on our audit, whether due to fraud or error, are discussed under
“Key audit matters” within this report.
A further description of our responsibilities is available on the Financial Reporting Council’s website at
www.frc.org.uk/auditorsresponsibilities.
Other matters which we are required to address
Following the recommendation of the audit committee, we were appointed by the Board of Directors on 13 May 2022 to audit
the financial statements for the year ended 31 March 2022.
The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the group or the parent company and we
remain independent of the group and the parent company in conducting our audit.
Our audit opinion is consistent with the additional report to the audit committee.
Use of the audit report
This report is made solely to the parent company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies
Act 2006. Our audit work has been undertaken so that we might state to the parent company’s members those matters we are
required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not
accept or assume responsibility to anyone other than the parent company and the parent company’s members as a body for our
audit work, for this report, or for the opinions we have formed.
Signed by
Michael Bellew (Senior Statutory Auditor)
for and on behalf of UHY Farrelly Dawe White Limited
Registered Auditors & Accountants
FDW House, Blackthorn Business Park,
Coe’s Road, Dundalk,
Co. Louth,
Ireland.
A91 RW26
7 September 2022
Anglesey Minin g plc 39
Financial statements
2022
Group income statement
All attributable to equity holders of the company
.
Notes
Year ended 31 March
2022
Year ended 31 March
2021
All operations are continuing
Revenue
Expenses
Investment income
Finance costs
Foreign exchange movement
Loss before tax
Taxation
Loss for the period
Loss per share
Basic - pence per share
Diluted - pence per share
£
-
(528,045)
24
(165,248)
27
£
-
(162,824)
39
(165,702)
(31)
(693,242)
(328,518)
-
-
(693,242)
(328,518)
(0.3)p
(0.3)p
(0.2)p
(0.2)p
6
7
4
8
9
9
Group statement of comprehensive income
Loss for the period
Other comprehensive income
Items that may subsequently be reclassified to profit or loss:
(693,242)
(328,518)
Change in fair value of investment
Foreign currency translation reserve
14
(2,139,322)
5,607
4,053,506
(10,067)
Total comprehensive (loss)/profit for the period
(2,826,957)
3,714,921
Anglesey Min ing plc 40
Financial statements
2022
Group statement of financial position
Assets
Non-current assets
Mineral property exploration and evaluation
Property, plant and equipment
Investments
Deposit
Current assets
Other receivables
Cash and cash equivalents
Total assets
Liabilities
Current liabilities
Trade and other payables
Net current assets
Non-current liabilities
Loans
Long term provision
Total liabilities
Net assets
Equity
Share capital
Share premium
Currency translation reserve
Retained losses
Total shareholders' funds
Notes
31 March 2022
31 March 2021
£
£
10
11
14
15
16
17
18
19
20
15,711,703
204,687
2,024,342
123,811
18,064,543
57,123
922,177
979,300
15,317,293
204,687
4,163,664
123,787
19,809,431
31,381
891,767
923,148
19,043,843
20,732,579
(366,418)
(366,418)
(126,228)
(126,228)
612,882
796,920
(4,307,095)
(50,000)
(4,357,095)
(4,147,294)
(50,000)
(4,197,294)
(4,723,513)
(4,323,522)
14,320,330
16,409,057
7,991,541
11,453,789
(84,926)
(5,040,074)
14,320,330
7,765,591
10,941,509
(90,533)
(2,207,510)
16,409,057
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 7 September 2022 and signed on its behalf by:
John F. Kearney, Chairman
Danesh Varma, Finance Director
Anglesey Min ing plc 41
Financial statements
2022
Company statement of financial position
Assets
Non-current assets
Investments
Current assets
Other receivables
Cash and cash equivalents
Total assets
Liabilities
Current liabilities
Trade and other payables
Net current assets
Non-current liabilities
Loan
Total liabilities
Net assets
Equity
Share capital
Share premium
Retained losses
Shareholders' equity
Notes
31 March 2022
£
31 March 2021
£
13
16
17
14,911,173
14,911,173
10,920
921,043
931,963
14,576,869
14,576,869
7,448
883,463
890,911
15,843,136
15,467,780
(232,596)
(232,596)
699,367
(66,767)
(66,767)
824,144
18
(3,969,256)
(3,815,022)
(3,969,256)
(3,815,022)
(4,201,852)
(3,881,789)
11,641,284
11,585,991
20
7,991,541
11,453,789
(7,804,046)
11,641,284
7,765,591
10,941,509
(7,121,109)
11,585,991
The company reported a loss for the year ended 31 March 2022 of £682,937 (2021 - £313,717). 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 7 September 2022 and signed on its behalf by:
John F. Kearney, Chairman
Danesh Varma, Finance Director
Anglesey Min ing plc 42
Financial statements
2022
Statements of changes in equity
All attributable to equity holders of the company.
Group
Equity at 1 April 2020
Total comprehensive loss for the year:
Loss for the year
Exchange difference on
translation of foreign holding
Total comprehensive loss for the year
Transactions with owners:
Shares issued
Share isssue expenses
Share
capital
£
7,380,591
Share
premium
£
10,258,309
Currency
translation
reserve
£
(80,466)
Retained
losses
Total
£
(5,932,498)
£
11,625,936
-
-
-
-
-
-
-
-
(328,518)
4,053,506
(10,067)
-
(328,518)
4,053,506
(10,067)
(10,067)
3,724,988
3,714,921
385,000
-
770,000
(86,800)
-
-
-
-
1,155,000
(86,800)
Equity at 31 March 2021
7,765,591
10,941,509
(90,533)
(2,207,510)
16,409,057
Total comprehensive loss for the year:
Loss for the year
Change in fair value of investment
Exchange difference on
translation of foreign holding
Total comprehensive loss for the year
Transactions with owners:
Shares issued
Share issue expenses
Equity at 31 March 2022
Company
Equity at 1 April 2020
Total comprehensive loss for the year:
Loss for the year
Total comprehensive loss for the year
Transactions with owners:
Shares issued
Share isssue expenses
Equity at 31 March 2021
Total comprehensive loss for the year:
Loss for the year
Total comprehensive loss for the year
Transactions with owners:
Shares issued
Share issue expenses
Equity at 31 March 2022
-
-
-
-
-
-
-
-
-
-
(693,242)
(2,139,322)
(693,242)
(2,139,322)
5,607
-
5,607
5,607
(2,832,564)
(2,826,957)
225,950
-
542,280
(30,000)
-
-
-
-
768,230
(30,000)
7,991,541
11,453,789
(84,926)
(5,040,074)
14,320,330
Share
capital
£
7,380,591
Share
premium
£
10,258,309
Retained
losses
£
(6,807,392)
Total
£
10,831,508
-
-
-
-
(313,717)
(313,717)
(313,717)
(313,717)
385,000
-
770,000
(86,800)
-
-
1,155,000
(86,800)
7,765,591
10,941,509
(7,121,109)
11,585,991
-
-
-
-
(682,937)
(682,937)
(682,937)
(682,937)
225,950
-
542,280
(30,000)
-
-
768,230
(30,000)
7,991,541
11,453,789
(7,804,046)
11,641,284
Anglesey Min ing plc 43
Financial statements
2022
Group statement of cash flows
Operating activities
Loss for the period
Adjustments for:
Investment income
Finance costs
Foreign exchange movement
Movements in working capital
(Increase) in receivables
Increase in payables
Net cash used in operating activities
Investing activities
Mineral property exploration and evaluation
Investment
Net cash used in investing activities
Financing activities
Issue of share capital
Net cash generated from financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at start of period
Foreign exchange movement
Cash and cash equivalents at end of period
16
Notes
Year ended 31 March
2022
Year ended 31 March
2021
£
£
(693,242)
(328,518)
6
7
(24)
165,248
(27)
(528,045)
(25,742)
165,620
(388,167)
(319,680)
-
(319,680)
738,230
738,230
30,383
891,767
27
922,177
(39)
165,702
31
(162,824)
(14,758)
3,539
(174,043)
(77,618)
(20,052)
(97,670)
1,068,200
1,068,200
796,487
95,311
(31)
891,767
Anglesey Min ing plc 44
Financial statements
2022
Company statement of cash flows
Operating activities
Loss for the period
Adjustments for:
Finance costs
Movements in working capital
(Increase) in receivables
Increase/(decrease) in payables
Net cash used in operating activities
Investing activities
Investments and long term loans
Net cash used in investing activities
Financing activities
Share issues net of expenses
Net cash generated from financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at start of period
Cash and cash equivalents at end of period
16
Notes
Year ended 31
March 2022
£
Year ended 31
March 2021
£
22
(682,937)
(313,717)
154,234
154,234
(528,703)
(159,483)
(3,472)
165,829
(1,488)
(424)
(366,346)
(161,395)
(334,304)
(334,304)
738,230
738,230
37,580
883,463
921,043
(116,227)
(116,227)
1,068,200
1,068,200
790,578
92,885
883,463
Anglesey Min ing plc 45
Notes to financial statements
2022
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 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, there is sufficient finance available for the continuing
working capital requirements 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 there will be adequate funds for planned activities
and to continue as a going concern. Anglesey Mining plc 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.
The Directors are actively pursuing various options regarding proposals for financing and are in discussions with a range of investors.
Whilst these discussions continue there are 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 resources currently available,
there is a risk that there will not be sufficient financial resources to fund all the planned programme requirements.
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.
Anglesey Min ing plc 46
Notes to financial statements
2022
Note 2 - Significant accounting policies – continued
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
Equity-settled benefits may be provided to certain directors and 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.
Anglesey Min ing plc 47
Notes to financial statements
2022
Note 2 - Significant accounting policies – continued
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 capitalised 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 a loss allowance for a financial asset is recognised 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 a loss allowance for a financial
asset is always recognised 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.
Anglesey Min ing plc 48
Notes to financial statements
2022
Note 2 - Significant accounting policies – continued
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. Financial assets are classified in one of the following categories:
(cid:127) Amortised cost
(cid:127) 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:
(cid:127) Interest, calculated using the effective interest method;
(cid:127) Impairment losses; and
(cid:127) 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
All financial liabilities are classified 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 standards and interpretations not yet adopted
Certain pronouncements were issued by the IASB or the IFRIC that are mandatory for accounting periods commencing on or after 1
January 2021. Many are not applicable or do not have a significant impact to the Group and have been excluded. The following have
not yet been adopted and are being evaluated to determine their impact on the Group.
IAS 1 – Presentation of Financial Statements (“IAS 1”) was amended in January 2020 to provide a more general approach to the
classification of liabilities under IAS 1 based on the contractual arrangements in place at the reporting date. The amendments clarify
that the classification of liabilities as current or noncurrent is based solely on a group’s right to defer settlement at the reporting date.
The right needs to be unconditional and must have substance. The amendments also clarify that the transfer of a group’s own equity
instruments is regarded as settlement of a liability, unless it results from the exercise of a conversion option meeting the definition of
an equity instrument. The amendments are effective for annual periods beginning on 1 January 2023. The adoption of the above
standard and interpretations is not expected to lead to any changes to the accounting policies or have any other material impact on
the financial position or performance of the group.
Anglesey Min ing plc 49
Notes to financial statements
2022
Note 2 - Significant accounting policies – continued
IAS 37 – Provisions, Contingent Liabilities, and Contingent Assets (“IAS 37”) was amended. The amendments clarify that when
assessing if a contract is onerous, the cost of fulfilling the contract includes all costs that relate directly to the contract – i.e. a full-cost
approach. Such costs include both the incremental costs of the contract (i.e. costs a group would avoid if it did not have the contract)
and an allocation of other direct costs incurred on activities required to fulfil the contract – e.g. contract management and
supervision, or depreciation of equipment used in fulfilling the contract. The amendments are effective for annual periods beginning
on 1 January 2022.
IFRS 3 – Business Combinations (“IFRS 3”) was amended. The amendments introduce new exceptions to the recognition and
measurement principles in IFRS 3 to ensure that the update in references to the revised conceptual framework does not change
which assets and liabilities qualify for recognition in a business combination. An acquirer should apply the definition of a liability in IAS
37 – rather than the definition in the Conceptual Framework – to determine whether a present obligation exists at the acquisition
date as a result of past events. For a levy in the scope of IFRIC 21, the acquirer should apply the criteria in IFRIC 21 to determine
whether the obligating event that gives rise to a liability to pay the levy has occurred by the acquisition date. In addition, the
amendments clarify that the acquirer should not recognize a contingent asset at the acquisition date. The amendments are effective
for annual periods beginning on 1 January 2022.
IAS 16 – Property, Plant and Equipment (“IAS 16”) was amended. The amendments introduce new guidance, such that the proceeds
from selling items before the related property, plant and equipment is available for its intended use can no longer be deducted from
the cost. Instead, such proceeds are to be recognized in profit or loss, together with the costs of producing those items. The
amendments are effective for annual periods beginning on 1 January 2022.
IAS 8 – Accounting Estimates (“IAS 8”) was amended. In February 2021, the IASB issued amendments to IAS 8, in which it introduces a
definition of ‘accounting estimates. The amendments clarify the distinction between changes in accounting estimates and changes in
accounting policies and the correction of errors. It also explains how organizations use measurement methods and inputs to develop
accounting estimates. The amendments are effective for annual reporting periods beginning on or after 1 January 2023 and apply to
changes in accounting policies and changes in accounting estimates that occur on or after the start of that period. Early application is
permitted and must be disclosed. The adoption of the above standard and interpretations is not expected to lead to any changes to
the accounting policies or have any other material impact on the financial position or performance of the group.
The adoption of the above standards and interpretations is not expected to lead to any changes to the 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 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 in 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.
Anglesey Mining plc 50
Notes to financial statements
2022
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.
These activities comprise one class of business which is mine exploration, evaluation and development which are classified
in geographical segments; these are the basis on which information is reported to the board. As yet there have been no site
expenses directly incurred in respect of the interest in Grangesberg and management expenses for this segment are
included in the UK total.
Income statement analysis
2022
2021
UK
£
Sweden
£
Canada
£
Total
£
UK
£
Sweden
£
Canada
£
Total
£
Expenses
Investment income
Finance costs
Exchange rate loss
(528,045)
24
(154,234)
-
-
-
(11,014)
27
Loss for the year
(682,255)
(10,987)
-
-
-
-
-
(528,045)
24
(165,248)
27
(162,824)
39
(154,234)
-
-
-
(11,468)
(31)
(693,242)
(317,019)
(11,499)
-
-
-
-
-
(162,824)
39
(165,702)
(31)
(328,518)
Assets and liabilities
Non-current assets
Current assets
Liabilities
UK
£
16,040,201
978,199
(4,385,674)
31 March 2022
Sweden
Canada
£
110,157
1,101
(337,839)
£
1,914,185
-
-
Total
£
18,064,543
979,300
(4,723,513)
UK
£
15,645,767
922,056
(3,991,250)
31 March 2021
Sweden
Canada
£
110,157
1,092
(332,272)
£
4,053,507
-
-
Total
£
19,809,431
923,148
(4,323,522)
Net assets/liabilities
12,632,726
(226,581)
1,914,185
14,320,330
12,576,573
(221,023)
4,053,507
16,409,057
4
Loss before taxation
The loss before taxation for the year has been arrived at after charging/(crediting):
Fees payable to the group's auditor:
for the audit of the annual accounts
for the audit of subsidiaries' accounts
for other services
Directors' remuneration
Foreign exchange movement
2022
£
30,000
5,000
-
160,000
(27)
5
Staff costs
The average monthly number of persons employed (including executive directors) was:
Administrative
Other
Their aggregate remuneration was:
Wages and salaries
Social security costs
2022
4
1
5
£
216,351
24,264
240,615
2021
£
37,000
5,000
-
-
31
2021
3
-
3
£
23,660
6,803
30,463
The directors did not receive any remuneration during the year ended 31 March 2021. Further details are provided in the
directors’ remuneration report together with information on share options.
Anglesey Mining plc 51
Notes to financial statements
2022
6
Investment income
Loans and receivables
Interest on site re-instatement deposit
7 Finance costs
Loans and payables
Loan interest to Juno Limited
Loan interest to Eurmag AB
2022
2021
£
£
24
24
39
39
2022
2021
£
£
154,234
11,014
165,248
154,234
11,468
165,702
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 financings undertaken by the group.
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 2022 of £1.4 million (2021 - £1.3 million) which, in view of the 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
£13.2 million unclaimed and available at 31 March 2022 (2021 - £12.8 million). No deferred tax asset is recognised in respect
of these allowances.
Current tax
Deferred tax
Total tax
2022
£
-
-
-
Domestic income tax is calculated at 19% (2021 - 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
(693,242)
Tax at the domestic income tax rate of 19%
Tax effect of:
Unrecognised deferred tax on losses
Total tax
(131,716)
131,716
-
2021
£
-
-
-
(328,518)
(62,418)
62,418
-
Anglesey Mining plc 52
Notes to financial statements
2022
9
Earnings per ordinary share
Earnings
Loss for the year
Number of shares
Weighted average number of ordinary shares for
purposes of basic earnings per share
Weighted average number of ordinary shares
for the purposes of diluted earnings per share
the
Basic earnings per share
Diluted earnings per share
2022
£
2021
£
(693,242)
(328,518)
236,185,143
201,073,814
236,185,143
201,073,814
(0.3)p
(0.3)p
(0.2)p
(0.2)p
As there is a loss for the year ended 31 March 2022 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
Cost
At 31 March 2020
Additions - site
Additions - rentals & charges
At 31 March 2021
Additions - site
Additions - rentals & charges
At 31 March 2022
Carrying amount
Net book value 2022
Net book value 2021
Parys Mountain
£
15,215,723
73,983
27,587
15,317,293
367,474
26,936
15,711,703
15,711,703
15,317,293
Included in the additions are mining lease expenses of £18,727 (2021 - £19,170).
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.
At each reporting date an assessment of exploration and evaluation assets is made 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 Income Statement to reduce the carrying amount to its
estimated recoverable amount.
In determining whether there is an impairment indicator, both internal factors (e.g. adverse changes in performance) and
external factors (e.g., adverse changes in the business or regulatory environment) are considered. 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 2022. The
directors continued to rely on the publication in January 2021 of the independent PEA, with an expanded resource base,
which demonstrated that a major mining operation can be established at Parys Mountain, with robust economics at
reasonable capital and operating costs.
Anglesey Mining plc 53
Notes to financial statements
2022
Note 10
Mineral property exploration and evaluation costs – group - continued
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
Cost
At 31 March 2020, 2021 and 2022
Depreciation
At 31 March 2020, 2021 and 2022
Carrying amount
At 31 March 2020, 2021 and 2022
Company
Cost
At 31 March 2020, 2021 and 2022
Depreciation
At 31 March 2020, 2021 and 2022
Carrying amount
At 31 March 2020, 2021 and 2022
12 Subsidiaries - company
Freehold
land &
property
£
204,687
Plant &
equipment
Office
equipment
Total
£
17,434
£
5,487
£
227,608
-
17,434
5,487
22,921
204,687
Freehold
land &
property
£
-
-
-
-
-
204,687
Plant &
equipment
Office
equipment
£
17,434
£
5,487
Total
£
22,921
17,434
5,487
22,921
-
-
-
The subsidiaries of the company at 31 March 2022 and 2021 were as follows:
Percentage
Name of company
owned
100%
Parys Mountain Mines Limited1
Parys Mountain Land Limited1
Parys Mountain Heritage Limited1
Labrador Iron plc2
Angmag AB3
Anglo Canadian Exploration (Ace) Limited1
Country of
incorporation
England &
Wales
England &
Wales
England &
Wales
Isle of Man
Sweden
England &
Wales
100%
100%
100%
100%
100%
Principal activity
Development of the Parys
Mountain mining property
Holder of part of the Parys
Mountain property
Holder of part of the Parys
Mountain property
the company’s
Holder of
investment in Labrador Iron
Mines Holdings Limited
Holder of
investment in GIAB
Dormant
the company’s
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
Anglesey Mining plc 54
Notes to financial statements
2022
13
Investments - company
At 1 April 2020
Advanced
At 31 March 2021
Advanced
At 31 March 2022
Shares at cost
£
104,025
-
104,025
-
104,025
Capital
contributions
£
14,356,617
116,227
14,472,844
334,304
Total
£
14,460,642
116,227
14,576,869
334,304
14,807,148
14,911,173
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
At 1 April 2020
Net change during the period
At 31 March 2021
Net change during the period
At 31 March 2022
Labrador
£
1
4,053,506
4,053,507
(2,139,322)
1,914,185
Grangesberg
Total
£
100,098
10,059
110,157
-
110,157
£
100,099
4,063,565
4,163,664
(2,139,322)
2,024,342
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 investment in LIM is carried at fair value through other comprehensive income. 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
2022 was 13 US cents per share (2021 - 29 US cents). At 23 August 2022 the shares traded at 11 US cents per share.
Grangesberg - Sweden
The group has, through its Swedish subsidiary Angmag AB, a 19.9% ownership interest in GIAB (unchanged from 2021), a
Swedish company which holds rights over the Grangesberg iron ore deposits.
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 value of the group’s share in the net assets of GIAB at 31 March 2022 was
approximately £216,000 (2021 - £316,000).
15 Deposit
Group
2022
£
2021
£
Site re-instatement deposit
123,811
123,787
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.
Anglesey Mining plc 55
Notes to financial statements
2022
16 Cash and cash equivalents
Held in sterling
Held in Canadian dollars
Held in US dollars
Held in Swedish krona
922,177
The carrying value of the cash approximates to its fair value.
Group
Company
2022
£
921,075
1
444
657
2021
£
890,674
1
424
668
891,767
2022
£
921,043
-
-
-
921,043
2021
£
883,463
-
-
-
883,463
17 Trade and other payables
Trade payables
Other accruals
Group
Company
2022
£
(106,236)
(260,182)
2021
£
(4,366)
(121,862)
(366,418)
(126,228)
2022
£
(74,619)
(157,977)
(232,596)
2021
£
(2,887)
(63,880)
(66,767)
The carrying value of the trade and other payables approximates to their fair value.
18 Loans
Group
2022
£
2021
£
Company
2022
£
2021
£
Loan from Juno Limited
Loan from Eurang Limited
(3,969,256)
(337,839)
(3,815,022)
(332,272)
(3,969,256)
-
(3,815,022)
-
(4,307,095)
(4,147,294)
(3,969,256)
(3,815,022)
Juno: The loan is provided under a working capital agreement, denominated in sterling, unsecured and carried interest
during the year 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.
In May 2022 a new Investor Agreement was concluded with Juno Limited to replace the controlling shareholder and
consolidated working capital agreements. In the new Investor Agreement Juno agreed to participate in any future equity
financing, at the same price per share and on the same terms as other arms-length participants, to maintain its percentage,
with the subscription price to be satisfied by the conversion and consequent reduction of debt, and the company agreed to
pay Juno in cash ten percent of the net proceeds of such equity financing in further reduction of the debt. The interest rate
on the outstanding debt will be reduced from 10% to 5% p.a. from 1 April 2022. In addition, Juno was granted certain
nomination and reporting rights, including the right to nominate two directors to the board, so long as Juno holds at least
20% of the company’s outstanding shares and one director so long as Juno holds at least 10% of the company’s outstanding
shares. This renegotiation was approved by an independent board committee responsible for reviewing and approving any
transactions and potential transactions with Juno. The family interests of Danesh Varma have a significant shareholding in
Juno. The net effect of the new agreement with the May 2022 financing was that the debt due to Juno was reduced by
£305,499, of which £78,345 was paid in cash and the balance by conversion of debt.
The carrying value of the loan approximates to its fair value.
Eurang Limited: 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.
Anglesey Mining plc 56
Notes to financial statements
2022
Note 18
Mineral property exploration and evaluation costs – group – continued
Changes in liabilities arising from financing activities
1 April 2020
Cash flows
Non cash movements
1 April 2021
Cash flows
Non cash movements
Due to Juno
Due to Eurang
£
(3,660,788)
-
(154,234)
(3,815,022)
-
(154,234)
£
(321,105)
-
(11,167)
(332,272)
-
(5,567)
Totals
£
(3,981,893)
-
(165,401)
(4,147,294)
-
(159,801)
At 31 March 2022
The Juno loan relates to the group and company. The non-cash movement represents accrued interest.
The Eurang loan relates to the group only and its non-cash movement comprises accrued interest and foreign exchange
changes. In 2021 there was also the value of GIAB shares transferred to Eurang which reduced the loan amount.
(4,307,095)
(3,969,256)
(337,839)
19 Long term provision - group
Provision for site reinstatement
2022
£
(50,000)
2021
£
(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
Issued and
fully paid
At 1 April 2020
Issued in the period
At 1 April 2021
Issued in the period
At 31 March 2022
Ordinary shares of 1p
Deferred shares of 4p
Nominal
value £
1,869,758
385,000
Number
186,975,732
38,500,000
2,254,758
225,950
225,475,732
22,595,000
Nominal
value £
5,510,833
-
5,510,833
-
Number
137,770,835
-
137,770,835
-
Total
Nominal
value £
7,380,591
-
7,765,591
225,950
2,480,708
248,070,732
5,510,833
137,770,835
7,991,541
The deferred shares are non-voting, have no entitlement to dividends and have negligible rights to return of capital on a
winding up.
On 9 October 2021 a placing for cash was made of 22.595 million ordinary shares at 3.4 pence per share, raising £768,230
gross. Further share issues were made on 20 May 2022 and 4 August 2022 – see note 29.
Anglesey Mining plc 57
Notes to financial statements
2022
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 is one year. Options are forfeited if the employee leaves employment with the group before
the options vest. All options outstanding were exercised in full last year. No options were granted, lapsed or forfeited during
the year. No options were outstanding at 31 March 2022.
2022
Weighted
average
exercise
price in
pence
Remaining
contractual
life in years
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Options
3,500,000
-
-
3,500,000
-
-
-
2021
Weighted
average
exercise
price in
pence
2.00
-
-
2.00
-
-
-
Remaining
contractual
life in years
1.5
-
-
Options
-
-
-
-
-
-
-
Outstanding at beginning of period
Granted during the period
Forfeited during the period
Exercised during the period
Expired during the period
Outstanding at the end of the period
Exercisable at the end of the period
There were no expenses in respect of equity-settled employee remuneration for the year ended 31 March 2022 (2021 – nil).
Grants of options were made following the year end on 4 August 2022.
22 Results attributable to Anglesey Mining plc
The loss after taxation in the parent company amounted to £682,937 (2021 loss £313,717). 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 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 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
£191,419 and if it were to rise by a similar percentage there would be a gain of £191,419
Interest rate risk
The amounts advanced under the Juno loans are at a fixed rate of interest of 10% per annum (until 31 March 2022 after
which the rate changed to 5%) and those from Eurang Limited 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 £750,000 through the placement of shares and since
the year end has raised further funds.
Anglesey Mining plc 58
Notes to financial statements
2022
Note 10
Mineral property exploration and evaluation costs – group – continued
Trade creditors are payable on normal credit terms which are usually 30 days. The loans due to Juno and Eurang 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 7 September 2022 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 £ 30,713 (2021 - £30,207) and if it were to move in
favour of sterling by a similar amount there would be a loss of £ 37,538 (2021 - £36.919). 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 £ 10,338 (2021 - £10,508) and if it were to move in
favour of sterling by a similar amount there would be a gain of £ 12,635 (2021 - £12,843).
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 £174,017 (2021 - £368,501) and if it were to move in favour of sterling by a similar amount there would be a
gain of £212,687 (2021 - £450,390). 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
Investments
Deposit
Other receivables
Cash and cash equivalents
Financial assets classified at fair
value through other
comprehensive income
Financial assets measured at
amortised cost
31 March 2022
31 March 2021
31 March 2022
31 March 2021
£
2,024,342
-
-
-
-
2,024,342
£
4,163,664
-
-
-
-
4,163,664
£
-
123,811
57,123
922,177
£
-
123,787
31,381
891,767
1,103,111
1,046,935
Trade payables
Other payables
Loans
Company
.
Other receivables
Cash and cash equivalents
Trade payables
Other payables
Loan
Financial liabilities measured at
amortised cost
31 March 2022
31 March 2021
£
(106,236)
(260,182)
(4,307,095)
£
(4,366)
(121,862)
(4,147,294)
(4,673,513)
(4,273,522)
Financial assets measured at
amortised cost
Financial liabilities measured at
amortised cost
31 March 2022 31 March 2021 31 March 2022 31 March 2021
£
10,920
921,043
-
-
-
931,963
£
7,448
883,463
-
-
-
890,911
£
-
-
(74,619)
(157,977)
(3,969,256)
£
-
-
(2,887)
(63,880)
(3,815,022)
(4,201,852)
(3,881,789)
Anglesey Mining plc 59
Notes to financial statements
2022
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 held 23% of the company’s issued ordinary share capital at 31 March
2022. The group had the following agreements with Juno: (a) a controlling shareholder agreement dated September 1996
and (b) a consolidated working capital agreement of 12 June 2002. In May 2022 a new Investor Agreement was concluded
with Juno Limited to replace the controlling shareholder and consolidated working capital agreements. In the new Investor
Agreement Juno agreed to participate in any future equity financing, at the same price per share and on the same terms as
other arms-length participants, to maintain its percentage, with the subscription price to be satisfied by the conversion and
consequent reduction of debt, and the company agreed to pay Juno in cash ten percent of the net proceeds of such equity
financing in further reduction of the debt. The interest rate on the outstanding debt will be reduced from 10% to 5% p.a.
from 1 April 2022. In addition, Juno was granted certain nomination and reporting rights, including the right to nominate
two directors to the board, so long as Juno holds at least 20% of the company’s outstanding shares and one director so long
as Juno holds at least 10% of the company’s outstanding shares. This renegotiation was approved by an independent board
committee responsible for reviewing and approving any transactions and potential transactions with Juno. The family
interests of Danesh Varma have a significant shareholding in Juno.
The net effect of the new agreement with the May 2022 financing was that the debt due to Juno was reduced by £305,499,
of which £78,345 was paid in cash and the balance by conversion of debt.
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
John Kearney and Danesh Varma, as nominees of the company, are directors of Grangesberg Iron 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 Eurang
Limited, amounting to £337,839 at the year-end (2021 – £343,613). See also note 18.
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 £18,727 is payable for the
year beginning 23 March 2021; 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. This 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 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
2022 - £20,114 and for the five years between 1 April 2023 and 31 March 2026 - £106,713 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.
Anglesey Mining plc 60
Notes to financial statements
2022
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
which began in 2018, it was agreed to grant QME various rights and options relating to the future development of Parys
Mountain comprising contracts for the construction of the decline and the underground mine, including rehabilitation of the
shaft. This will be done on terms to be agreed following a decision to proceed with the development of Parys Mountain. In
the absence of agreement such contracts may be offered to third parties, subject to a right of first refusal in favour of QME,
and subject to a payment 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 however such liability is not at this time crystallised.
In addition, QME would be granted the right and option, upon completion of a Prefeasibility Study, to undertake at its cost
and investment, the mine construction component of the Parys Mountain project, including the decline and related
underground and shaft works, 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 (2021 - nil).
28 Contingent liabilities
There are no contingent liabilities (2021 - nil).
29 Events after the period end
On 17 May 2022 a placing to institutional investors for cash of 22,829,705 shares raising £864,416 gross was completed. In
connection with the financing, 1,250,000 broker warrants were issued to WH Ireland and Canaccord, with each warrant
exercisable at a price of 3.4 pence per share for a period of three years.
At the same time, the terms of the Juno loan were amended, 6,681,000 shares were issued to Juno and a cash repayment of
£78,345 was made, together reducing the amount of the outstanding loan by £305,499. See Notes 18 and 24.
On 4 August 2022, 500,000 shares were issued to the chief executive, Jo Battershill, .as share based compensation upon the
achievement of certain performance targets.
Anglesey Mining plc 61
Notice of Annual General Meeting
2022
Notice is given that the 2022 Annual General Meeting of Anglesey Mining plc will be held at the offices of DLA Piper, 160
Aldersgate Street London EC1A 4HT on 27 October 2022 at 11.00 am to consider and, if thought fit, to pass the resolutions set
out below.
As ordinary business
1.
2.
3.
To receive the annual accounts and directors' and auditor’s reports for the year ended 31 March 2022
To approve the directors' remuneration report for the year ended 31 March 2022
To approve the directors' remuneration policy in the directors’ remuneration report for
the year ended 31 March 2022
To reappoint John F. Kearney as a director
To reappoint Jonathan (Jo) Battershill as a director
To reappoint Howard Miller as a director
To reappoint Danesh Varma as a director
To confirm the appointment of Namrata Verma as a director
To confirm the appointment of Andrew King as a director
4.
5.
6.
7.
8.
9.
10. To appoint UHY Farrelly Dawe White as auditor
11. To authorise the directors to determine the remuneration of the auditor.
As special business
12. 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
£2,800,000, provided that (unless previously revoked, varied or renewed) this authority shall expire on 31
December 2023, 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).
13. 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
£2,800,000
and (unless previously revoked, varied or renewed) this power shall expire on 31 December 2023, 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
7 September 2022
Anglesey Mining plc 62
Notice of Annual General Meeting
2022
to attend
in person, you must send an email
the Annual General Meeting (Meeting)
Notes to the notice of AGM
Entitlement to attend and vote
If you wish
to
mail@angleseymining.co.uk by 11.00 a.m. on 25 October 2022 to make an advance booking for your attendance. You must
also attach a Letter of Corporate Representation from the custodian of your shares if the shares are not registered in your
name. Please note that your name must be pre-registered with the venue in advance of the day.
To be entitled to attend and vote at the Meeting (and for the purpose of the determination by the Company of the votes they
may cast), shareholders must be registered in the Register of Members at close of business on 25 October 2022 (or, in the
event of any adjournment, at the close of business on the date which is two business days before the date of the adjourned
meeting). Changes to the Register of Members after the relevant deadline shall be disregarded in determining the rights of
any person to attend and vote at the Meeting.
Appointment of proxies
Members who are entitled to attend and vote at the Meeting are entitled to appoint a proxy to exercise all or any of their
rights in relation to the meeting on their behalf at the meeting. 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. A proxy need not be a shareholder of the Company. The appointment of a proxy shall be subject to any special
arrangements that the board of directors determines is necessary in light of the coronavirus pandemic.
You can appoint a proxy by:
logging onto www.signalshares.com and submitting your proxy appointment and votes online by following the
instructions. If you have not previously done so, you will first need to register to use this service. To do this you
will need your investor code detailed on your share certificate; or
if you are a CREST member, submitting a proxy appointment electronically by using the CREST voting service
(in accordance with the notes below).
If you would prefer a paper proxy form, you may request one from the registrar, Link Group, by calling 0371 664 0300
(Calls are charged at the standard geographic rate and will vary by provider). If you are calling from overseas, the number is
+44 (0)371 664 0300 and calls will be charged at the applicable international rate.
Proxy appointments must be received by no later than 11.00 a.m. on 25 October 2022 for them to be valid (or in the event of
an adjournment, no later than 48 hours (excluding any part of a day that is not a working day) before the time of the
adjourned meeting). Beneficial owners of Ordinary Shares should consult with their custodian or nominee in case they have
any queries on how to complete and submit a proxy appointment on their behalf.
The return of a completed proxy form or the submission of an electronic proxy appointment will not prevent a shareholder
attending the Meeting and voting in person if he/she wishes to do so, subject to any legislation in force temporarily limiting
such rights.
In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, only the appointment
submitted by the most senior holder will be accepted. Seniority is determined by the order in which the names of the joint
holders appear in the Register of Members in respect of the joint holding (the first-named being the most senior).
To change proxy instructions, please submit a new proxy appointment using the methods set out above. If you submit more
than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take
precedence.
Appointment of proxies through CREST
CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do
so by using the procedures described in the CREST Manual. CREST Personal Members or other CREST sponsored
members, and those CREST members who have appointed (a) service provider(s), should refer to their CREST sponsor or
voting service provider(s), who will be able to take the appropriate action.
In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message
(a CREST Proxy Instruction) must be properly authenticated in accordance with Euroclear UK & Ireland Limited’s
specifications, and must contain the information required for such instruction, as described in the CREST Manual (available
via www.euroclear.com). In order to be valid, the message, regardless of whether it constitutes the appointment of a proxy
or is an amendment to the instruction given to a previously appointed proxy, must be transmitted so as to be received by the
issuer’s agent (ID RA10) by no later than 11.00 a.m. on 25 October 2022. For this purpose, the time of receipt will be taken
to be the time (as determined by the time stamp applied to the message by the CREST Application Host) from which the
issuer’s agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time any
change of instructions to proxies appointed through CREST should be communicated to the appointee through other means.
CREST members and, where applicable, their CREST sponsors, or voting service providers should note that Euroclear UK
& Ireland Limited does not make available special procedures in CREST for any particular message. Normal system
timings and limitations will, therefore, apply in relation to the input of CREST Proxy Instructions.
Anglesey Mining plc 63
Notice of Annual General Meeting
2022
It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member, or
sponsored member, or has appointed a voting service provider, to procure that his CREST sponsor or voting service
provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system
by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting system
providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST
system and timings.
The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the
Uncertificated Securities Regulations 2001.
Nominated persons
Any person to whom this Notice is sent who is a person nominated under section 146 of the Act to enjoy information rights
(a Nominated Person) may, under an agreement between him/her and the shareholder by whom he/she was nominated, have
a right to be appointed (or to have someone else appointed) as a proxy for the Meeting. If a Nominated Person has no such
proxy appointment right or does not wish to exercise it, he/she may, under any such agreement, have a right to give
instructions to the shareholder as to the exercise of voting rights.
The statement in these notes concerning the rights of shareholders in relation to the appointment of proxies in the note on
page 16 of this document does not apply to Nominated Persons. Such rights described in that note can only be exercised by
shareholders of the Company.
Corporate representatives
Any corporation which is a member can appoint one or more corporate representatives who may exercise on its behalf all of
its powers as a member provided that they do not do so in relation to the same shares. The attendance in person of the
meeting of any corporate representative shall be subject to any special arrangements that the board of directors determines
necessary in light of the coronavirus pandemic.
Publication of audit concerns on website
Under section 527 of the Act, shareholders have the right to request publication of any concerns that they propose to raise at
the Meeting relating to the audit of the Company’s accounts, subject to meeting the threshold requirements set out in that
section. Where a statement is published the Company will forward the statement to the auditor not later than the time when
it makes the statement available on the website. The business which may be dealt with at the Meeting includes any
statement that the Company has been required, under section 527 of the Act, to publish on its website. The Company cannot
require the members concerned to pay its expenses in complying with either section 527 or 528 of the Act.
Entitlement to ask questions
Any shareholder attending the meeting has the right to ask questions relating to the business of the meeting and for these to
be answered, unless the answer: would interfere unduly with the preparation for the meeting or involve the disclosure of
confidential information; has already been published on the website; or it is not in the interests of the Company or the good
order of the meeting that the question be answered.
Details of communications
The electronic address given in this Notice for the appointment of proxies for the meeting is given for that purpose only and
may not be used for any other purposes including general communication with the Company in relation to the meeting or
otherwise. Except as provided above, members who have general queries about the Meeting should use the following means
of communication (no other method of communication will be accepted):
calling the shareholder helpline, 0371 664 0300 or from overseas +44 371 664 0300;
by email to shareholderenquiries@linkgroup.co.uk; or
by writing to the registrar, Link Group, 10th Floor, Central Square, 29 Wellington Road, Leeds, LS1 4DL.
Documents on Display
Copies of this document and of the Articles of Association will be available for inspection at the registered office of the
Company during usual business hours on any weekday (Saturdays, Sundays and public holidays excluded) from the date of
this document and at the place of the Meeting from at least 15 minutes prior to, and until the conclusion of, the Meeting. A
copy of this document, and other information required by section 311A of the Act, can be found on the investors section of
the website at www.angleseymining.co.uk.
Issued shares and total voting rights
As at 7 September 2022 (being the latest practicable date prior to the publication of this Notice) the issued share capital
consisted of 280,675,721 ordinary shares with a nominal value 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 7 September 2022 are 280,675,721.
Anglesey Mining plc 64
Directors
John F.
Kearney
2022
Irish, aged 71, 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 nomination and
remuneration committees.
Jonathan (Jo)
Battershill
from 21 August 2022
aged 52, Chief Executive, is a mining geology graduate from Camborne School of Mines and
has over 25 years of experience both in mining operations and in the finance sector,
particularly in Australia and in the United Kingdom.
Bill
Hooley
until 7 June 2022
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. He subsequently worked in the mining finance sector for 17 years until July 2021,
primarily as an Executive Director for UBS in Sydney/London and as Managing Director for
Canaccord in London. He has extensive knowledge and connections within the mining finance
industry, having been part of globally top ranked mining ECM/Sales between 2008 and 2021.
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.
Mr Battershill is also non-executive director of AIM listed Alien Metals Limited and ASX listed
companies Silver Mines Limited and Errawarra Resources Limited.
Bill Hooley was a director until his untimely death on 7 June 2022.
aged 75, Deputy Chairman and previously Chief Executive until 31 July 2021, was a mining
engineering graduate from the Royal School of Mines, London and had 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 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 was 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 had been a
director of a number of other companies involved in the minerals industry and was a Fellow of
the Australasian Institute of Mining and Metallurgy.
Directors
Danesh
Varma
Howard
Miller
Andrew King
From 20 December
2022
2022
aged 72, 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.
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
aged 78, 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.
aged 57, non-executive director appointed 20 December 2021. Andrew is a proven business
leader with more than 30 years’ experience in the mining, metals and banking sectors where
his management experience has encompassed strategic, financial and operational oversight.
He is currently Managing Director of Scanmetals A/S, a specialist metal recycling business with
operations in Denmark, the UK and Germany. Prior thereto he was Group Business
Development Director at Amalgamated Metal Corporation Plc. and for thirteen years Andrew
held various positions with Standard Bank including Head of Resource Banking, Global Co-
Head Investment Banking, and Chief Executive Standard Bank Asia.
Earlier in his career he worked with BMO Nesbitt Burns and Warrior International. Other
directorships have included Avnel Gold Mining Limited and Rame Energy plc. Andrew has a
BSc in Metallurgical Engineering from the University of the Witwatersrand, South Africa and
an MBA from the London Business School.
He is a member of the audit and nomination committees.
Namrata Verma
From 20 December
2022
aged 42, non-executive director appointed 20 December 2021. Namrata Verma is an
experienced corporate finance executive with strong credentials in advising metals and mining
companies with assets at the pre-feasibility and feasibility stages on project bankability,
growth strategies, funding options, and financing execution.
She is the founder of Terrafranca Advisory, which was set up in 2015 to provide independent
debt financing advice to early-stage and small and mid-cap mining companies and investors.
She has advised on bankability considerations, debt structuring and arranging on numerous
mining projects in Europe and Africa.
Namrata previously had more than a decade of experience at Standard Chartered Bank, in
Asia and the UK, where she was a director in the mining finance team focused on advising and
arranging project and structured debt financing, acquisition financing and working capital
funding for mining and metals clients. Namrata holds a Bachelor of Engineering from Nanyang
Technological University, Singapore and an MBA from the London Business School.
She is a member of the audit and remuneration committees.
Solicitors
DLA Piper UK LLP
1 St Peters Square
Manchester
M2 3DE
Auditor
UHY Farrelly Dawe White Limited
FDW House, Blackthorn Business Park,
Coes Road, Dundalk,
A91 RW26, Ireland
Anglesey Mining plc
London office
Parys Mountain
Amlwch, Anglesey, LL68 9RE
Phone 01407 831275
mail@angleseymining.co.uk
Green Park House,
15 Stratton Street,
London W1J 8LQ
Registrars
Link Group
29 Wellington Street, Leeds, LS1 4DL
Share dealing phone 0371 664 0445
Helpline phone 0371 664 0300
Company registered number
1849957
Registered office address
Web site
Shares listed
Parys Mountain, Amlwch,
Anglesey, LL68 9RE
www.angleseymining.co.uk
AIM - AYM
On 8 April 2022 the company’s listing on the premium
segment of main board was cancelled and the
company’s shares were admitted to listing on AIM.