BEOWULF MINING PLC
ANNUAL REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
Company Number 02330496
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
CONTENTS
COMPANY PROFILE .................................................................................................................................................. 2
CHAIRMAN’S STATEMENT ....................................................................................................................................... 4
REVIEW OF OPERATIONS AND ACTIVITIES .............................................................................................................. 5
BOARD OF DIRECTORS AND SENIOR MANAGEMENT ............................................................................................ 16
STRATEGIC REPORT ............................................................................................................................................... 18
DIRECTORS’ REPORT .............................................................................................................................................. 29
DIRECTORS’ REMUNERATION REPORT .................................................................................................................. 33
CORPORATE GOVERNANCE STATEMENT ............................................................................................................... 36
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF BEOWULF MINING PLC .............................................. 40
CONSOLIDATED INCOME STATEMENT .................................................................................................................. 48
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME ................................................................................ 49
CONSOLIDATED STATEMENT OF FINANCIAL POSITION ......................................................................................... 50
COMPANY STATEMENT OF FINANCIAL POSITION ................................................................................................. 51
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY.......................................................................................... 52
COMPANY STATEMENT OF CHANGES IN EQUITY .................................................................................................. 53
CONSOLIDATED STATEMENT OF CASH FLOWS...................................................................................................... 54
COMPANY STATEMENT OF CASH FLOWS .............................................................................................................. 55
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS .................................................................................... 56
COMPANY INFORMATION ..................................................................................................................................... 92
1
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
COMPANY PROFILE
Beowulf Mining plc (“Beowulf” or the “Company”) is listed on London’s Alternative Investment Market (“AIM”)
(Ticker: BEM) and Stockholm’s Spotlight Exchange (Ticker: BEO).
Beowulf is a mineral exploration and development company focused on becoming a European supplier of
minerals required for the Green Transition.
The Company’s most advanced project is the Kallak Iron Ore Project (the “KIOP” or “Kallak”) located
approximately 40 kilometres (“km”) west of Jokkmokk in the County of Norrbotten, Northern Sweden, 80 km
southwest of the major iron ore mining centre of Malmberget, and approximately 120 km to the southwest of
LKAB’s Kiruna iron ore mine. Preliminary metallurgical test-work suggests that Kallak has the potential to
produce a market-leading high-grade iron concentrate that is expected to be highly sought after to support the
decarbonisation of the steel industry in Europe and further afield.
On 22 March 2022, the Company’s wholly-owned subsidiary, Jokkmokk Iron Mines AB (“Jokkmokk Iron”), was
awarded an Exploitation Concession for the Kallak North deposit (“Kallak North”). This permit provides exclusive
mining rights in the defined areas for a period of 25 years. Kallak North has an estimated Mineral Resource of
111 million tonnes (Mt) in the Measured and Indicated category, with an average grade of 28 per cent iron
content and a further 25 Mt in the Inferred category, with an average grade of 28 per cent iron content. In the
Kallak area, the Company has additional defined Mineral Resources and exploration targets which could support
a longer life mining operation beyond Kallak North. On 24 January 2023, Beowulf released a Scoping Study from
Kallak North demonstrating the preliminary technical and economic viability of Kallak. The Scoping Study
envisaged an open pit mining operation producing an average of 2.5 Mt per year of concentrate with an average
grade of 69 per cent iron content over an initial 14 year mine life. A Preliminary Feasibility Study (“PFS”) for Kallak
was initiated on 24 October 2023. Environmental baseline studies were progressed through the year in
preparation for the Environmental Impact Assessment (“EIA”) and subsequent Environmental Permit
application.
Beowulf’s 100 per cent owned subsidiary Grafintec Oy (“Grafintec”) is focused on developing a graphite anode
material processing plant (“GAMP”) in the GigaVaasa industrial hub in west Finland. In July 2023, the Company
announced robust economics from a PFS on a Coating plant, the third and final stage in the production of anode
material. The PFS delivered robust base case economics with an after-tax net present value of US$242 million.
Following the introduction by China of controls on the export of graphite products in December 2023, the
Company announced a fast-track development strategy with the objective of building the full three stage
processing plant from the outset, and the initiation of an enhanced PFS incorporating the spheronisation and
purification steps to the final coating phase. The Company continues to receive support from Business Finland,
the Finnish governmental organisation for innovation funding and investments and is also well supported by the
municipalities of Korsholm and Vaasa where GigaVaasa is located.
Grafintec also holds a number of exploration properties including Aitolampi, which is one of Europe’s largest
flake graphite resources, with a Mineral Resource Estimate of 26.7 Mt at 4.8 per cent total graphic carbon
(“TGC”) for 1,275,000 tonnes of contained graphite. Additionally, the Rääpysjärvi exploration permit, which is
located 8 km from Aitolampi, is early stage but appears to have a similar potential scale as Aitolampi and also
has significant high-grade potential based on surface sampling.
In Kosovo, Beowulf is focused on exploration for base metals and precious metals. At the end of 2023, Beowulf
owned a 61.1 per cent interest in Vardar Minerals Ltd (“Vardar”). During 2023, Vardar’s exploration programme
consisted of geological mapping, surface sampling and drone magnetic surveys over its extensive exploration
programme. On 4 March 2024, the Company announced that it had reached agreement with the minority
holders of Vardar to consolidate 100 per cent of Vardar and its subsidiaries through the issue of new Beowulf
shares.
2
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
COMPANY PROFILE (continued)
Company’s Purpose
The Company’s purpose is to be a responsible and innovative resource company that creates value for our
shareholders, local stakeholders, wider society, and the environment, through sustainably producing critical raw
materials, which includes iron ore, graphite, and base metals, needed for the transition to a Green Economy.
The Company’s approach is to work in partnership with local communities and stakeholders.
3
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
CHAIRMAN’S STATEMENT
Dear Shareholders
I am pleased to introduce the Annual Report for 2023, the first full year of my tenure as Chairman of Beowulf.
The year has been a transformational one for the Company, and not without its challenges. In particular, we
have seen a number of management changes, however, I am confident that we are now in a stronger position
than we were at the beginning of 2023, and I remain excited about the future prospects for the Company.
After nine years as Chief Executive Officer of Beowulf, Kurt Budge announced on 3 May 2023 that he was
stepping down from the Company. Kurt played a pivotal role in the Company’s development, in particular
achieving the successful delivery of the Exploitation Concession for Kallak North. Following this we were
fortunate to attract Ed Bowie to join Beowulf, taking over as CEO on 7 August 2023. Ed has extensive technical,
corporate and financial experience and his involvement and new perspectives brought an immediate positive
impact to the Company’s portfolio of assets.
We further strengthened the Board with the appointment of Mikael Schauman as Non-Executive Director, on 10
July 2023. Mikael has over 40 years of experience in base metals with senior management roles with major
mining companies including as Senior Vice President Commercial of Lundin Mining Corporation. Mikael’s insights
and experience are proving invaluable to the Company.
The Kallak project is now on a much firmer footing. We have initiated a properly scoped PFS and put together
an industry leading group of consultants to manage the range of technical and environmental disciplines. The
environmental studies are continuing in preparation for the EIA and future application for the environmental
permit. Additionally, we have attracted an excellent Project Director, Dmytro Siergieiev, to take over the
leadership of the project and Jokkmokk Iron following the resignation of Ulla Sandborgh as the subsidiary’s CEO.
In Finland, under the leadership of Rasmus Blomqvist, we delivered an excellent PFS on the Coating plant but, in
the fast-moving market and against the backdrop of export controls introduced by China, have modified our
plans and initiated the PFS on the full anode material plant. Test-work and the EIA studies are ongoing and
remain on track for completion in 2024.
Vardar has continued to develop and refine exploration targets in Kosovo, although we significantly reduced the
expenditure from previous years, focusing on low-cost mapping, sampling and drone-magnetics to better refine
targets prior to drilling. Further, following the end of 2023, we reached an agreement to consolidate 100 per
cent through in an all-share transaction. This not only gives Beowulf full control of Vardar, but also tidies up the
subsidiary holdings and provides greater optionality to drive the business forward.
Beowulf remains deeply committed to developing sustainable operations that benefit our local communities.
We strive to engage with our stakeholders and have made significant efforts to improve our transparency,
accountability, and accessibility. In Jokkmokk we have opened an office in the town centre, where Ed and I have
made numerous trips and had regular meetings with local politicians and business leaders. The appointment of
Dmytro, who will be spending significant time in Jokkmokk, further reinforces our determination to become a
trusted partner.
In March 2023, we completed a rights issue of Swedish Depository Receipts and PrimaryBid retail offer and
placing to certain UK investors. The total gross amount raised was £6.4 million (SEK 80.8 million). The net funds
raised after repayment of the loan (£2.04 million) and transaction costs (£0.64 million) were £3.72 million.
On 3 April 2024 we announced the completion of the capital raise with a total of £4.3 million (SEK 56.3 million)
gross raised to fund the development of the Company’s assets through their next key valuation milestones. We
have a clear strategy for each asset and have built a team capable of delivering.
I would like to thank our shareholders and stakeholders for their continuing support.
J Röstin
Non-Executive Chairman
4
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES
Sweden
Permits
Beowulf, via its subsidiaries, held six exploration permits in Sweden, and one Exploitation Concession, at the end
of 2023, as set out in the table below:
Exploration Permit
Name
Kallak nr 1011
Parkijaure nr 21
Parkijaure nr 61
Parkijaure nr 71
Åtvidaberg nr 12
Licence no.
2023:165
2008:20
2019:81
2021:47
2016:51
Exploitation
Concession Name
Kallak K nr 11 3
Licence no.
BK-2022:1
Area
(hectares)
397
285
999
2,212
12,533
Area
(hectares)
103
Valid from
Valid to
26/10/2023
18/01/2008
10/10/2019
16/06/2021
30/05/2016
26/10/2026
18/01/2025
10/10/2024
16/06/2024
30/05/2024
Valid from
Valid to
22/03/2013
22/03/2047
Notes:
(1) Held by the Company’s wholly owned subsidiary, Jokkmokk Iron Mines AB (“JIMAB”).
(2) Held by the Company’s wholly owned subsidiary, Beowulf Mining Sweden AB.
(3) An application for the Exploitation Concession was lodged on 25 April 2013 (Mines Inspector Official Diary nr 559/2013) and an updated,
revised and expanded application was submitted in April 2014. On 21 September 2016, the Company submitted a letter to the Mining
Inspectorate of Sweden, revising its application boundary to encompass both the Concession Area, delineated by the Kallak North orebody,
and the activities necessary to support a modern and sustainable mining operation. On 22 March 2022, the Minister of Enterprise and
Innovation, announced the award of the Concession for Kallak nr 1.
Kallak Introduction
The Company’s most advanced project is the Kallak Iron Ore Deposit located approximately 40 km west of
Jokkmokk in the County of Norrbotten, northern Sweden, 80 km southwest of the major iron ore mining centre
of Malmberget, and approximately 120 km to the southwest of LKAB’s Kiruna iron ore mine.
Kallak has the benefit of local infrastructure with all-weather gravel roads passing through the project and
forestry tracks allowing for easy access throughout the licence. A major hydroelectric power station, with
associated electric power-lines, is located only a few kilometres to the southeast. The nearest railway, the
Inlandsbanan, passes approximately 40 km to the east. The Inlandsbanan meets the Malmbanan railway at
Gällivare, which provides routes to the Atlantic harbour at Narvik in Norway or to the Bothnian Sea harbour at
Luleå in Sweden.
Kallak is well positioned as a potential secure and sustainable supplier of market-leading high-grade iron
concentrate to Europe’s decarbonising steel sector and fossil-free steel making projects in the Nordic region.
Kallak Resource
Kallak was discovered by The Swedish Geological Survey (“SGU”) in the 1940s. The first exploration licence for
the project was awarded by the Mining Inspectorate of Sweden in 2006. Drilling was conducted at the KIOP
between 2010 and 2014 with a total of 131 holes and 27,895 metres (“m”).
5
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES (continued)
On 25 May 2021, the Company published a Mineral Resource Estimate (“MRE”) and Exploration Target Upgrade,
prepared by independent consultant BGS. For Kallak North, a Measured and Indicated Resource of 111 Mt
grading 28 per cent iron content was defined. With an additional Inferred Resource of 25 Mt grading 28.3 per
cent iron.
For Kallak North and South combined, BGS derived a Measured and Indicated Mineral Resource of 132 Mt
grading 27.8 per cent iron and an Inferred Mineral Resource of 39 Mt grading 27.1 per cent iron. In addition to
the figures above, exploration targets were reported for Kallak South and the Company's Parkijaure licences.
BGS prepared a Technical Report which serves as an independent report prepared by the Competent Person
(“CP”) as defined by the Pan-European Reserves and Resources Reporting Committee (“PERC”) Standard for
Reporting of Exploration Results, Mineral Resources and Mineral Reserves. PERC sets out minimum standards,
recommendations and guidelines for Public Reporting of Exploration Results, Mineral Resources and Mineral
Reserves in Europe. PERC is a member of CRIRSCO, the Committee for Mineral Reserves International Reporting
Standards, and the PERC Reporting Standard is fully aligned with the CRIRSCO Reporting Template.
Below is a table showing the Mineral Resource Statement for the Kallak Project at a 0% iron (“Fe”) cut-off grade:
Deposit
Classification
Kallak North
Kallak South
North
Kallak South
South
Total
Measured
Indicated
Sub-Total
Inferred
Measured
Indicated
Sub-Total
Inferred
Measured
Indicated
Sub-Total
Inferred
Measured
Indicated
Sub-Total
Inferred
Million
Tonnes
16
Density
(g/cm3)
3.5
95
111
25
21
21
6
8
16
116
132
39
3.3
3.3
3.4
3.3
3.3
3.2
3.3
3.5
3.3
3.3
3.3
FeO
(%)
Al2O3
Fe
(%)
(%)
33.6 10.5 43.4 2.9
SiO2
(%)
S
(%)
P
(%)
0.04 0.002
27.0 7.1
49.8 4.5
0.03 0.002
28.0 7.6
48.9 4.3
0.03 0.002
28.3 7.8
48.1 4.2
0.04 0.002
26.9 7.2
49.3 4.9
0.04 0.003
26.9 7.2
49.3 4.9
0.04 0.003
23.4 6.5
50.1 6.6
0.05 0.004
26.1 12.0 50.1 5.2
0.05 0.009
33.6 10.5 43.4 2.9
0.04 0.002
27.0 7.1
49.7 4.6
0.03 0.002
27.8 7.5
48.9 4.4
0.03 0.002
27.1 8.5
48.8 4.8
0.04 0.004
Notes:
(1) Mineral Resources, which are not Mineral Reserves, have no demonstrated economic viability.
(2) The effective date of the Mineral Resource is 9 May 2021.
(3) The Open Pit Mineral Resource Estimate was constrained within lithological and grade-based solids and within an optimised pit shell
defined by the following assumptions; base case metal price of USD130 / tonne for a 65% Fe concentrate; Fe recovery of 71% at Kallak North,
86% at Kallak South North and 94% at Kallak South South; Fe concentrate grades of 68% at Kallak North, 70% at Kallak South North and 69%
at Kallak South South; Processing costs of USD6.8 / t wet; Selling cost of USD21.0 / t wet concentrate; Mining cost of Ore of USD3.3 / t, mining
cost of waste of USD3.0 / t and an incremental mining cost per 10 m bench of USD0.05 / t; Wall angles of 30° within the overburden and 47.5°
in the fresh rock.
(4) Mineral Resources have been classified according to the PERC Standards 2017, by Howard Baker (FAusIMM(CP)), an independent
Competent Person as defined in the PERC Standard 2017.
(5) FeO refers to the iron oxide, magnetite (Fe3O4 or FeO.Fe2O3) and not haematite (Fe2O3), SiO2 refers to silica, the chemically resistant dioxide
of silicon, Al2O3 refers to alumina, an oxide of aluminium, p refers to phosphorous and S refers to sulphur.
6
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES (continued)
BGS reported an Exploration Target in an untested gap between Kallak South North and Kallak South South, of
between 25 Mt and 75 Mt grading between 20 per cent iron to 30 per cent iron. In addition, an Exploration
Target of between 45 Mt and 135 Mt grading between 20 per cent iron to 30 per cent iron at has been reported
at Parkijaure. The potential quantity and grade are conceptual in nature as there has been insufficient
exploration to estimate a Mineral Resource. It is uncertain if further exploration will result in the estimation of
a Mineral Resource.
In September 2020, the Company published the findings of an investigation by Dr. Arvidson MSc Mining/Mineral
Processing, PhD Mineral Processing (equivalent), Royal Institute of Technology, Stockholm, as Qualified Person,
into the market potential of future products from Kallak, based on the results of laboratory and pilot plant test-
work conducted to date, the highlights of which can be summarised as follows:
Test-work on Kallak ore has produced an exceptionally high-grade magnetite concentrate at 71.5 per
cent iron content with minimal detrimental components;
This would make the KIOP the market leading high-grade product among known current and planned
future producers; and
The next best magnetite product is LKAB’s (the state-owned Swedish iron ore company), which
produces magnetite fines (“MAF”) with a target specification of 70.7 per cent iron and is regarded as
unique, until now, due to its exceptionally high iron content.
On 22 March 2022, the Swedish Government awarded an Exploitation Concession for Kallak North; attached to
the decision were 12 conditions for the Company to comply with. The Company's legal advisers reviewed the
Government's decision and the conditions attached to it and, with respect to the conditions, were satisfied that
these were matters the Company would naturally expect to address during project development and the
Environmental Court process. The award of the Concession was a long-awaited milestone on the development
timeline, and now the Company can focus its attention on project development and applying for the
Environmental Permit.
An application was subsequently filed with the Supreme Administrative Court by two Sami villages, Jåhkågasska
tjiellde and Sirges, and Naturskyddsföreningen, the associations for the protection of the environment, at
municipality, county and country level, for a judicial review of the Government's awarding of the Exploitation
Concession. They argued that the Government did not have the right to make the decision in question, with
reference to the fact that it would be contrary to legal rules in support of nature conservation and the national
interest of reindeer husbandry. They argued that the government's decision had no legal basis and that the Court
should therefore declare the decision invalid.
2023 Update
On 24 January 2023, Beowulf announced the positive economic results of the Kallak North Scoping Study, forming
part of the larger KIOP, prepared by independent consulting firm SRK Consulting (UK) Ltd. The Scoping Study
presents a ‘Base Case’ solely focused on the Kallak North deposit, incorporating a MRE with effective date of 9
May 2021 and an economic assessment for a mining operation producing up to 2.7 Mt per annum of high-grade
iron concentrate over a production life of 14 years. The scoping study economic highlights include a Net Present
Value at a discount rate of 8 per cent (NPV8) of US$177 million, Internal Rate of Return of 14.5 per cent and a
Payback Period of approximately 4.5 years from commencement of construction activity. The 'Base Case'
assumes two-thirds of Kallak production is sold to the Blast furnace market and one-third is sold to the Direct
Reduction market, consistent over the 14 years production life.
7
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES (continued)
Prior to the initiation of the PFS for Kallak, a strategic review was completed to properly consider the results of
the Scoping Study, identify any shortfalls and ensure the scope of the PFS was appropriate and would deliver a
robust study. The PFS was subsequently initiated on 24 October 2023 following the appointment of lead
consultant SLR Consulting and is expected to be concluded during the third quarter of 2024. Environmental
baseline studies, including cultural heritage surveys, nature values and biodiversity assessment, sound and
vibration monitoring, were progressed through the year in preparation for the EIA and subsequent
Environmental Impact application.
An oral hearing was held by the Supreme Administrative Court in September 2023, following which the applicant
(the lawyer representing the Sami villages) filed a further submission and to which the Court invited the
Government to respond. The submission primarily related to environmental impacts, a number of which are
subject to the ongoing environmental baseline studies and will form part of the Environmental Impact
Assessment and subsequent Environmental Permit application.
2024 Update
On 18 January 2024 the Government provided the Supreme Administrative Court with a formal response to the
applicant’s previous submission. In a comprehensive response the Government endorsed the original decision
to award the Exploitation Concession. The Government further emphasised its support for the project stating
that the Kallak Project is of national interest. The Company understands that the Court will consider the
Government's submission alongside that of the applicant and is expected to reach a decision during the first half
of 2024.
Technical and environmental workstreams continued to progress with the objective of concluding the PFS and
EIA in the third quarter and submitting the Environmental Permit application before the end of the year.
8
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES (continued)
Finland
Permits
Beowulf, via its wholly-owned subsidiary, Grafintec, held five exploration permits in Finland at the end of 2023,
as set out in the table below:
Exploration
Permit Name
Pitkäjärvi 1
Licence no.
ML2016:0040-02
Area
(hectares)
407
Rääpysjärvi 1
ML2017:0104
Karhunmäki 1
ML2019:0113
716
889
Luopioinen 1
ML2022:0004
218
Emas 1
VA2022:0077
2,565
Notes
27.4.2021: Extension permit granted by TUKES which
remained valid until 26.4.2024. A further extension
to the licence was applied for on 15.3.2024 and
remains subject to review and approval by TUKES.
Exploration permit granted. The permit gained legal
force 21.6.2021 and is valid to 20.6.2025.
Granted by TUKES 29.9.2021. The decision has been
appealed to the Vaasa Administrative Court by Lapua
municipality and MiningWatch Finland ry.
Exploration permit application submitted 28.1.2022
and remains subject to review and approval by
TUKES. The permit has therefore not gained legal
force yet.
Approved reservation granted by TUKES 17.1.2023.
Legally valid from 23.2.2023 if not appealed.
Application for exploration permit submitted
31.05.2023.
Grafintec's exploration programme is targeted at securing long-term sustainably produced primary raw material
supply to support a Finnish graphite anode value chain. The Company has a rolling programme of exploration
permit and claim reservation applications and exploration permit renewals. TUKES (the permitting authority)
processes the Company’s applications, which if deemed satisfactory, are published as a ‘Hearing’ for one month,
during which time appeals can be submitted.
Aitolampi (Pitkäjärvi 1 Exploration Permit) – Graphite
Introduction
The Aitolampi graphite project sits within the Pitkäjärvi 1 licence and is located in eastern Finland, approximately
40 km southwest of the well-established mining town of Outokumpu, and an eastern extension of known historic
graphite workings. Infrastructure in the area is excellent, with road access and good availability of high voltage
power.
Discovered in 2016, the licence covers an area of graphitic schists on a fold limb, coincidental with an extensive
electromagnetic (“EM”) anomaly. Many of the EM zones are obscured by glacial till, but graphite observations
in road cuttings and outcrops are also associated with abundant EM anomalies.
The resource contains graphite of almost perfect crystallinity, and high proportion of fine and medium flake,
which is an important prerequisite for high tech applications, such as anode materials for lithium-ion batteries.
Purification results indicate that concentrates meet the purity specification of 99.95 per cent C(t) for lithium-ion
batteries.
Mineral Resource Estimate
In 2019, Grafintec delivered an upgraded MRE for Aitolampi, with an 81 per cent increase in contained graphite
(compared to the 2018 MRE) for the higher-grade western zone with an Indicated and Inferred Mineral Resource
of 17.2 Mt at 5.2 per cent Total Graphitic Carbon (“TGC”) containing 887,000 tonnes of contained graphite.
9
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES (continued)
An unchanged Indicated and Inferred Mineral Resource of 9.5 Mt at 4.1 per cent TGC for 388,000 tonnes of
contained graphite for the eastern lens.
In total, an Indicated and Inferred Mineral Resource of 26.7 Mt at 4.8 per cent TGC for 1,275,000 tonnes of
contained graphite. All material is contained within two graphite mineralised zones, the eastern and western
lenses, interpreted above a nominal three per cent TGC cut-off grade.
An augmented global Indicated and Inferred Mineral Resource of 11.1 Mt at 5.7 per cent TGC for 630,000 tonnes
of contained graphite, reporting above a five per cent TGC cut-off, based on the grade-tonnage curve for the
resource.
The Mineral Resource was estimated by CSA Global of Australia in accordance with the JORC Code, 2012 Edition.
See table below:
Zone
Classification
Indicated
Inferred
Indicated + Inferred
Indicated
Inferred
Indicated + Inferred
Indicated
Inferred
Indicated + Inferred
Western lens
Eastern lens
Total
2023 Update
Million
Tonnes
9.2
8
17.2
1.8
7.7
9.5
11
15.7
26.7
TGC %
S %
5.1
5.2
5.2
4.1
4.1
4.1
4.9
4.7
4.8
5
4.7
4.8
4.4
4.5
4.5
4.9
4.6
4.7
Density
(t/m3)
2.8
2.8
2.8
2.82
2.82
2.82
2.8
2.8
2.81
Contained
graphite (kt)
468
419
887
74
314
388
542
733
1,275
Grafintec announced, on 9 January 2023, that it had awarded a PFS contract to engineering consultant, RB Plant,
to assess the technical, economic, statutory, regulatory and commercial options for a natural flake graphite
anode material plant in Finland. The study focused on the Coating stage of the anode material processing and
was aligned with the objectives of the funding received from Business Finland as part of the BATCircle2.0
consortium, Business Finland’s Circular Ecosystem of Battery Metals project and a component of the Business
Finland Smart Mobility and Batteries programme.
The results of the PFS were announced on 20 July 2023, envisaging importing Spherical Purified Graphite (“SPG”)
and producing an initial 20,000 tonne per annum of Coated Spherical Graphite (“CSPG”), for sale to anode
manufacturers. The economics of the study were extremely positive with an after-tax NPV8 of US$242 million,
an Internal Rate of Return of 39 per cent, and a Payback Period of 2.4 years.
The development plan for GAMP, announced on 26 September 2023, considered a three-phase development
with the initial phase focused on the final processing stage in the production of graphite anode materials, namely
the Coating stage. The plan for Phase 1 envisaged the import of spherical graphite from third parties, coating this
material to produce 20,000 tonnes of anode material per year of Coated Spherical Graphite for sale to anode
manufacturers. Phase 2 of the development plan was to incorporate the full process comprising three stages into
the plant. Graphite concentrate would be imported from third parties and this would then be Spheronised,
Purified and Coated, producing 20,000 tonnes per year of CSPG. Phase 3 of the original plan envisaged an
expansion of production to 60,000 tonnes per year of product.
The Company signed an agreement with the municipality of Korsholm to secure a new site at the GigaVaasa
industrial hub (Plot 1, Block 3017) to establish a GAMP in February, renewed the agreement for a further six
months in June 2023 and again in February 2024 and anticipates entering into a long-term agreement during the
second half of 2024. Grafintec continues to work closely with the municipalities of Vaasa and Korsholm and
other agencies and local stakeholders.
10
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES (continued)
With the introduction of export controls by China on 1 December 2023, the Company updated its strategy,
adopting a fast-track development of the full GAMP. Independent consultant Dorfner Anzaplan GmbH
("Anzaplan"), who were already undertaking test-work on behalf of the Company, were appointed as lead
consultant to update and enhance the Coating stage PFS and complete a PFS for the full process route, namely
Spheronisation, Purification and Coating as described below.
The Company has a Memorandum of Understanding (“MoU”) with Dominik Georg Luh Technografit GmbH
("Technografit"), establishing the basis for a commercial partnership for procuring sustainably produced natural
flake graphite concentrate for Grafintec's planned GAMP. The MoU was signed with Technografit in May 2022
and sets the heads of terms for incorporating a formal sales agreement between Grafintec and Technografit.
This follows the Company’s strategy to develop its downstream anode capabilities initially but to expand its
resource footprint and ultimately develop its own projects to provide feed for the GAMP.
Work in preparation for the EIA was initiated with the appointment of Afry and is anticipated to conclude in
2024.
2024 Update
On 17 January 2024, the Company announced an updated strategy for GAMP to build the three-stage processing
plant at the outset comprising Spheronisation, Purification and Coating effectively bypassing the previous Phase
1. Graphite concentrate feed will initially be sourced from third-party mines and the Company has letters of
intent for this supply. The GAMP will then process this material and produce 20,000 tonnes of CSPG per year for
sale to anode manufacturers for the battery industry. A future expansion to 60,000 tonnes per year of CSPG is
then planned.
The changes in Grafintec's development strategy will extend the time for the ongoing EIA process and PFS to
include the Spheronisation and Purification process stages.
Kosovo
Vardar Minerals Limited (“Vardar”)
Beowulf’s investment in Vardar gives the Company exposure to base metals and precious metals exploration in
the highly prospective Tethyan Belt.
Vardar has a rolling programme of exploration permit applications and renewals, see table below:
Licence
Number
2879
33182
2878
33192
2912
33172
2935
3122
3123
30543
Term1
Licence
2nd
1st
2nd
1st
2nd
1st
1st
1st
1st
2nd
Mitrovica
Mitrovica Pending
Vi(cid:415) N
Vi(cid:415) N Pending
Vi(cid:415) E
Vi(cid:415) E Pending
Shala
Shala East
Shala West
Zvecan
Valid From
11.03.2022
22.02.202
22.03.2022
22.02.2024
11.03.2022
22.02.2024
11.03.2022
06.09.2022
22.10.2022
27.06.2022
Valid To
27.01.2024
2027
27.01.2024
2027
27.01.2024
2027
25.02.2025
17.08.2025
11.10.2025
14.05.2024
Area (km2)
27.1
27.1
35.5
29.7
44.1
38.8
87.5
78.8
36.2
0.64
1 Refers to whether the licence has been renewed e.g. 2nd means licence has been renewed after its 1st term.
2 Refers to licences that are currently under applica(cid:415)on. See explana(cid:415)on below.
3 At the (cid:415)me of wri(cid:415)ng an applica(cid:415)on for the renewal of the licence had been prepared for submission prior to expiry.
11
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES (continued)
The original Mitrovica, Viti North and Viti East licences expired on 24 January 2024 in accordance with their
terms. Following dialogue with the Independent Commission for Mines and Minerals (“ICMM”) in Kosovo,
applications for new licences were submitted and formal conformation of receipt was provided by the ICMM on
22 February 2024. Exploration licence applications are reviewed by the ICMM in Kosovo and ultimately granted
by the Board of ICMM. The Government disbanded the Board of ICMM in October 2023 thus the licence
applications remain pending until the new Board is appointed. With the licence applications formally lodged with
ICMM, no other party may apply for licences over the same area. The Company is confident that the licences will
be granted by ICMM in due course and will update the market accordingly. As these applications are for new
licences, they will be valid for an initial three-year period from the date of granting after which they may be
extended twice, for two-year periods with a reduction in the land holding of 50 per cent on each occasion.
Exploration Overview
Vardar’s exploration permits are located in Kosovo, within the Tethyan Belt, a major orogenic metallogenic
province for gold and base metals which extends from the Alps (Carpathians/Balkans) to Turkey, Iran and
Indochina, and contains a number of world class discoveries.
The Tethyan Belt of south-east Europe can be regarded as Europe's chief copper-gold (lead-zinc-silver)
province. Kosovo has seen very limited exploration since the 1980s. The Mitrovica, Shala and Viti licences occur
within calc-alkaline magmatic arc(s) which developed during the closure of the Neotethys Ocean, and are
prospective for epithermal gold, lead-zinc-silver replacement deposits and porphyry related copper-gold
mineralisation.
Mitrovica
The Mitrovica licence is located immediately to the west and north west of the world class Stan Terg former lead-
zinc-silver mine, which dates back to the 1930s; with current reported reserves of 29 Mt of ore at 3.45 per cent
lead, 2.30 per cent zinc, and 80 grammes per tonne (“g/t”) silver (ITT/UNMIK 2001 report), together with the
past production of approximately 34 Mt of ore, the deposit represents an important source of metals in the south
eastern part of Europe (Source: Strmić Palinkaš S., Palinkaš L.A et al, 2013. Metallogenic Model of the Trepča Pb-
Zn-Ag Skarn Deposit, Kosovo: Evidence from Fluid Inclusions, Rare Earth Elements, and Stable Isotope Data.
Economic Geology, 108, 135-162). The licence has potential to host a range of porphyry related mineralisation
types.
Shala
During 2022, three Shala exploration licences were approved, extending to the north and northeast of the
Mitrovica licence, its polymetallic epithermal system and associated lead-zinc-silver and gold-silver-copper
mineralisation. The new areas are situated in the prospective Vardar lead-zinc-silver belt along trend from
historical mining districts.
The new licences include prospective carbonate host rocks along with Oligocene magmatic rocks which provide
the heat and metal source in the surrounding lead-zinc ore districts; alteration and gossan outcrops have been
noted in early reconnaissance mapping further demonstrating the potential for lead-zinc-silver mineralisation in
both of the licences.
12
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES (continued)
In 2019, two stratigraphic holes, totalling 439 metres, were drilled to test for alteration type and potential
associated mineralisation in the gossanous zone, and identified highly altered trachyte porphyry dykes with
associated copper and gold mineralisation, with down the hole intersections of 1 m at 0.5 g/t and 10 m at 0.12
g/t.
In 2020, the Company reported results from detailed 3D IP and resistivity surveys undertaken over the Metal
Creek prospect, which forms part of the Viti project. High chargeability anomalies associated with an extensive
north-northwest trending zone of alteration and anomalous multi-element soil sample and rock grab sample
results were delineated. The newly defined high chargeability anomalies sit near gold and copper mineralisation,
associated with altered porphyritic trachyte dykes, intersected by previous stratigraphic drilling. These
anomalies could represent higher grade mineralised zones.
Zvecan
The Zvecan licence is a small extension licence east of the main Mitrovica project and was created by changes in
municipality boundaries.
2023 Update
Beowulf invested £250,000 in January 2023 taking its interest from 59.5 per cent to 61.1 per cent.
The focus of activity in 2023 was on low-cost exploration including mapping, sampling and drone magnetic
surveys to identify and refine exploration targets.
Field work was focused on the Shala licences. The Shala Central licence is 87 km2 in area and it is situated to the
north and is contiguous with the Company’s Mitrovica licence package. The licence was awarded in 2021 with
limited reconnaissance work completed during 2022 prior to the current exploration programme. Initial activity
focused on the eastern portion of the licence with further work carried out in the north. This initial work
consisted of mapping and rock-chip and grab sampling. The geology of the Shala Central licence is dominated by
the Jurassic and Cretaceous ophiolite sequence with mafic, ultramafic and serpentinite-listwanite units
identified. Locally, Oligo-Miocene volcanoclastic and intrusive bodies are observed. Silicification, argillic and
advanced argillic alteration was extensively observed and mapped. Major north west-south east striking faults
are mapped bisecting the licence and appear to off-set alteration and mineralisation. Extensive outcrop occurs
across the eastern portion of the licence enabling historic regional scale mapping to be corroborated and
enhanced.
In total, 2,444 field observation points have been recorded and 516 outcrop and float samples collected and
analysed using the Company’s handheld XRF device. Of particular note is the significant gossanous outcrop
identified during the mapping, indicative of potential significant sulphide mineralisation and containing elevated
metal values. The mapping was followed up with systematic soil sampling, initially on a 200 m by 50 m grid with
further infill sampling on 50 m by 50 m. Samples were prepared and analysed with a handheld XRF device by
Vardar geologists and, as with the rock-chip and float samples, standard QAQC procedures were followed
including the use of blanks, standards, and duplicates. The geochemical data shows a highly anomalous zone,
offset from a major structural fault lying to the south and trending north west-south east. This fault appears to
be a significant controlling structure with no magnetic signature and alteration to its south. The geochemical
anomaly also wraps around an intrusive body, identified both from mapping and geophysics.
Supplementing the geochemical data, the Vardar team also flew a close spaced drone magnetic survey over the
eastern portion of the Shala Central tenement. The survey was broken into 18 blocks each 700 m by 700 m in
area with lines flown on 25 m spacing and at 50 m above ground level for a total of 27 km per block. Additionally,
tie lines were flown on 250 m spacing to ensure data from each line and block could be linked appropriately with
its neighbours. In total, 489 km were flown covering approximately 25 per cent of the total Shala Central licence
area. The magnetic data highlighted a number of interesting features, including a circular magnetic high in the
centre of the survey, postulated to be an intrusive body around which the geochemical anomalies appear to
wrap, and which has important implications as a heat source and potential mechanism for concentrating metals.
13
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES (continued)
Furthermore, a strongly magnetic feature, sub-parallel to the north west-south east fault, is coincident with the
geochemical anomaly highlighted above.
The Vardar team, supported by experienced external consultants, also completed a preliminary mapping and
sampling survey in the Shala East licence focusing on three high priority target areas. Porphyry style
mineralisation and anomalous base metal content was identified with the Company’s pXRF. Further soil and rock
chip samples were sent to independent laboratory, ALS Life Sciences (ALS) with results received in early 2024.
Target 1 in the north of the Shala East licence returned assay results including 3.21 g/t gold, 3.84 g/t gold and
73.8 g/t silver over a 1 km-by-1 km area. Further south in Target 2, grab samples assayed up to 5.5 per cent zinc
and 5.4 per cent lead with anomalous silver grades. The southernmost Target 3 returned results including 117
g/t silver. Further results are expected and will be incorporated with the Company’s soil geochemical results and
mapping.
Sampling of spring water was completed on the Viti North licence. Results, again received from ALS in early 2024,
from one of the samples returned highly anomalous lithium grades of 1,260 microgrammes per litre (“μg/l”) and
boron grades of 10,500 μg/l. The sample was collected from a spring located in the centre of the Viti North
licence, an area that is believed to be a basinal margin structure with lacustrine sediments that have the potential
to host lithium-boron mineralisation, which is the geological setting of Rio Tinto’s lithium-boron Jadar deposit in
Serbia. Further spring water sampling will be undertaken in the area and a gravity survey will be considered to
better define the basin margin.
2024 Update
On 4 March 2024, Beowulf announced that agreement had been reached with the minority holders of Vardar to
acquire their shares and move from the 61.1% to 100% ownership in an all-share transaction. The transaction
was concluded on 9 March 2024 with the 52,326,761 Beowulf shares to the Vardar minority holders. The new
Beowulf shares remain subject to a 12-month lock-in agreement.
The consolidation provides Beowulf with full control and flexibility to drive the development of Vardar including
reviewing acquisition, divestment, joint venture and strategic investment opportunities. In connection with the
transaction, Ismet Krasniqi, Vardar's local partner in Kosovo, was appointed to the Board of Vardar and continue
to support the company's development.
ESG
The Company’s overall purpose is to be a responsible and innovative company that creates value for its
shareholders, local stakeholders, the wider society and the environment, through sustainably producing critical
raw materials needed for the global Green Transition.
The Company wants to be recognised for living its values of Respect, Partnership and Responsibility. In its recent
ESG work it has identified, as material to the Company's activities, the following the UN’s Sustainable
Development Goals and relevant actions under each goal which the Company will contribute to:
Goal 7: Affordable and Clean Energy
o Target 7.2 - By 2030, increase substantially the share of renewable energy in the global energy mix
Goal 8: Decent work and economic growth
o Target 8.2 - Achieve higher levels of economic productivity through diversification, technological
upgrading and innovation, including through a focus on high-value added and labour-intensive sectors
o Target 8.4 - Improve progressively, through 2030, global resource efficiency in consumption and
production and endeavour to decouple economic growth from environmental degradation, in
accordance with the 10-year framework of programmes on sustainable consumption and production,
with developed countries taking the lead
o Target 8.5 - By 2030, achieve full and productive employment and decent work for all women and men,
including young people and persons with disabilities, and equal pay for work of equal value.
14
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
REVIEW OF OPERATIONS AND ACTIVITIES (continued)
Goal 9: Industry, innovation and infrastructure
o Target 9.1 - Develop quality, reliable, sustainable and resilient infrastructure, including regional and
transborder infrastructure, to support economic development and human well-being, with a focus on
affordable and equitable access for all
o Target 9.4 - By 2030, upgrade infrastructure and retrofit industries to make them sustainable, with
increased resource-use efficiency and greater adoption of clean and environmentally sound
technologies and industrial processes, with all countries taking action in accordance with their
respective capabilities
Goal 12: Responsible production and consumption
o Target 12.2 - By 2030, achieve the sustainable management and efficient use of natural resources
o Target 12.5 - By 2030, substantially reduce waste generation through prevention, reduction, recycling
and reuse
o Target 12.6 - Encourage companies, especially large and transnational companies, to adopt sustainable
practices and to integrate sustainability information into their reporting cycle
Goal 13: Climate Action
o Target 13.2 - Integrate climate change measures into national policies, strategies and planning
Goal 15: Life on Land
o Target 15.1: Ensure the conservation, restoration and sustainable use of terrestrial and inland
freshwater ecosystems and their services, in particular forests, wetlands, mountains and drylands, in
line with obligations under international agreements.
o Target 15.2: Promote the implementation of sustainable management of all types of forests, halt
deforestation, restore degraded forests and substantially increase afforestation and reforestation
globally.
o Target 15.4: By 2030, ensure the conservation of mountain ecosystems, including their biodiversity, in
order to enhance their capacity to provide benefits that are essential for sustainable development.
o Target 15.5: Take urgent and significant action to reduce the degradation of natural habitats, halt the
loss of biodiversity and protect and prevent the extinction of threatened species.
o Target 15.6: Promote fair and equitable sharing of the benefits arising from the utilization of genetic
resources and promote appropriate access to such resources, as internationally agreed.
When it comes to the development of the Company's projects and with Kallak as the frontrunner, the above
goals and our future compliance with The Equator Principles are being factored into our thinking, design,
engineering, and planning of our operations and management systems.
The Company's ESG Policy is available on the website following the link: https://beowulfmining.com/about-
us/esg-policy/
15
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
BOARD OF DIRECTORS AND SENIOR MANAGEMENT
Ed Bowie – Chief Executive Officer (“CEO”)
Mr Bowie was appointed as CEO on 7 August 2023. He has over 20 years' experience in the natural resources
sector having worked in corporate, advisory and fund management roles and across a broad range of
commodities and jurisdictions.
Ed began his career as an exploration geologist for SAMAX Gold in Tanzania and was involved in the discovery of
the Kukuluma and Matandani orebodies that led to SAMAX’s acquisition by Ashanti Goldfields in 1998. On
returning to the UK, he worked in equity research and investment banking before launching the London-listed
Altus Resource Capital fund in 2009. Ed managed the fund until the end of 2014 out-performing the FTSE Gold
Mines and S&P/ TSX Global Gold Mining indices over the period. In 2015 Ed joined AIM-listed Amara Mining plc
in a corporate development role, establishing and running the process that led to the company’s acquisition by
Perseus Mining in 2016. More recently Ed has supported AIM- and TSX- listed Brazilian gold miner, Serabi Gold
plc, in a corporate development capacity.
Ed is the Non-Executive Chairman of AIM-listed Cora Gold Ltd, the Mali focused gold development company and
a member of the investment committee of The Impact Facility, an impact investment vehicle focused on artisanal
and small-scale gold mining in East Africa. He holds an MA in Earth Sciences from Oxford University having been
awarded a scholarship and an MSc in Mineral Deposit Evaluation achieving distinction and having been awarded
a scholarship from Imperial College, London.
Johan Röstin – Non-Executive Chairman
Mr Röstin was appointed to the Beowulf Mining Board on 7 November 2022. On 3 May 2023 Johan assumed the
role of Interim CEO and Executive Chairman following the resignation of Kurt Budge, former CEO, until Ed Bowie
was appointed on 7 August 2023.
Johan spent three years as CEO of ferry operator ForSea between 2017-2020, and before that was CEO of
Copenhagen Malmo Port AB, 2009-2017. He has significant experience in infrastructure, logistics, capital
investments and permitting processes, and has held Board, executive and senior management positions during
his career.
In his role at ForSea, Mr Röstin led the company to create a new brand, a stronger organisation and set the
company on its sustainability journey.
Christopher Davies - Non-Executive Director
Mr Davies joined the board of Beowulf as a Non-Executive Director in April 2016. Chris, who is a Fellow of the
Australasian Institute of Mining and Metallurgy, is an exploration/economic geologist with more than 30 years’
experience in the mining industry. He has substantial knowledge of graphite and base metals, a particular skill
set which will be complimentary to Beowulf’s existing team. He was Manager for the exploration and
development of a graphite deposit in Tanzania and has been involved with due diligence studies on graphite
deposits in East Africa and Sri Lanka.
Chris has worked as a geologist in many different parts of the world including Africa, Australia, Yemen, Indonesia,
and Eastern Europe. His most recent role was as a Consultant to an Australian Group seeking copper-gold assets
in Africa where he carried out technical due diligence and negotiated commercial terms for joint venture
partnerships. Chris was Operations Director of African Eagle until March 2012 and Country Manager for SAMAX
Resources in Tanzania, which was acquired by Ashanti Goldfields in 1998 for US$135 million.
Chris holds a BSc Hons Geology from Aberystwyth University in Wales, and an MSc DIC Mineral Exploration from
Imperial College, London. He is a Fellow of the Australasian Institute of Mining and Metallurgy (FAusImm)
16
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
BOARD OF DIRECTORS AND SENIOR MANAGEMENT (continued)
Mikael Schauman – Non-Executive Director
Mr Schauman joined the board of Beowulf on 7 July 2023. Mikael, a Swedish national, has been involved in base
metals for the past 40 years. Mikael is versed in the field of mining, management of mining companies as well
as the commercialisation of the products.
Mikael Schauman holds a BSc in Finance from Stockholm School of Economics. He started his career at Boliden
and subsequently spent 18 years at various commodity trading companies. For the past 16 years he served in
the senior management of Lundin Mining Corporation as VP and SVP Commercial. In this role he had sole
responsibility for the company’s commercial organisation and world-wide sales. Mikael, at the same time,
actively contributed to increasing growth within Lundin Mining, for example via the acquisitions and mergers
made over the years. In the role of senior manager, he has also contributed to developing the groups
sustainability work.
Senior management
Rasmus Blomqvist – Managing Director Grafintec
Mr. Blomqvist, the founder of Grafintec (formerly Fennoscandian Resources), joined the Company in January
2016. Mr. Blomqvist has been working in exploration and mining geology for over 11 years and holds an MSc in
Geology and Mineralogy from Åbo Akademi University, Turku Finland.
Since 2012, Mr. Blomqvist has been exploring for flake graphite within the Fennoscandian shield and is one of
the most experienced graphite geologists in the Nordic region. Prior to Grafintec, Mr. Blomqvist was Chief
Geologist for Nussir ASA, managing its exploration team and achieving significant exploration success for the
company.
Prior to Nussir, Mr. Blomqvist worked as an independent consultant for several international mining companies
including Mawson Resources, Tasman Metals and Agnico Eagle and has experience in graphite, gold, base metals
and iron ore, within the Nordic region.
Mr Blomqvist is a member of the Australasian Institute of Mining and Metallurgy (“AusIMM”).
Company secretary
One Advisory
ONE Advisory Limited is an AIM specialist advisory and administration firm, responsible for ensuring that Board
procedures are followed and that the Company applies with all applicable rules, regulations and obligations
governing its operation, as well as helping the Chair to maintain excellent standards of corporate governance.
17
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT
The Directors present their strategic report for the year ended 31 December 2023.
Principal activity
The principal activities of the Group are the exploration and development for iron ore, graphite, base and
precious metals in the Nordic Region and Kosovo. A detailed review of the mining activities can be found under
Review of Operations and Activities on pages 5 to 15. The Group is registered in and controlled from the United
Kingdom.
Review of the business
The results of the Group for the year are set out in the consolidated income statement and show a loss after
taxation attributable to the owners of the parent for the year of £2,863,959 (2022: loss of £1,948,459). A
comprehensive review of the business is given under the Chairman’s Statement on page 4 and Review of
Operations and Activities on pages 5 to 15.
Principal risks and uncertainties
The principal risks and uncertainties facing the Group are detailed below:
Description
Risk
Risk rating
pre-
mitigation
Political Risk
The Company could be
exposed to macro-political
risk or sovereign risk.
MEDIUM
Risk rating
post-
mitigation
LOW
Mitigating action
The Company actively monitors
developments on the geopolitical
stage, and where appropriate
engages advisers and the British
Embassy to support its in-country
operations. It is not foreseeable
that events in Ukraine will
negatively impact the Company’s
business.
China has a dominant position in
many commodity markets and
can, as evidenced by the export
controls imposed on graphite in
December 2023, impact trade
and pricing of certain
commodities. While this may
cause market uncertainty, the
Company’s portfolio of assets,
focusing on supplying the
European market with raw
materials, is aligned with the EU’s
Critical Raw Materials Act and
should ultimately be a beneficiary
of the desire to improve supply
chain security for domestic
markets.
The Nordics are seen to be low-
risk countries by investors. As
Kosovo is seeking EU accession its
institutions are well supported by
the EU and the UK.
18
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT (continued)
Principal risks and uncertainties (continued)
Climate
Emergency
The Company’s activities
could be negatively
impacted by adverse climate
events.
MEDIUM
European
Climate Law
Non-operator
of subsidiary
EU countries must cut
greenhouse gas emissions
by at least 55 per cent by
2030, compared to 1990
levels, and to become
climate-neutral by 2050.
There is a risk that electrical
vehicles and machines are
not available.
Lack of control and
oversight on entity spend
LOW
LOW
LOW
LOW
LOW
The Company operates in
relatively hospitable
environments and its activities
are unlikely to be directly
impacted by adverse climate
events. Further the Company,
particularly on the more
advanced Kallak and GAMP
projects, monitors weather and
climate conditions and will
therefore be able to react and
adapt its activities.
Mining operations will have Net
Zero Emissions by using electrical
vehicles and fossil free electricity.
The Company has a controlling
interest in all subsidiaries,
Director representation on
boards and approves budgets. All
subsidiaries are consolidated in
the Group’s financial statements
and the necessary controls and
oversight are in place. On 9 April
2024, the Company completed
the consolidation of 100 per cent
interest in Vardar, which will
provide the Company with full
strategic and operational control.
19
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT (continued)
Principal risks and uncertainties (continued)
Unable to
raise
sufficient
funds
Unable to raise sufficient
funds to invest in project
portfolio and cover corporate
costs
MEDIUM
Long term
adverse
changes in
commodity
prices
Prices for iron ore, graphite,
and other commodities may
affect the viability of the
Company’s projects
MEDIUM
Not
discovering
an economic
mineral
deposit
Very few projects go through
to be developed into mines
HIGH
Raise capital in a timely manner, as
evidenced by current management’s
track record. Ensure forecasting is
accurate, and expenditure controls
are in place to optimise cash
resources. The £4.3m capital raise
completed in April 2024, increases
the Company’s cash resources.
The Company identifies and invests
in high quality projects that are
attractive to the market. The
Company will manage capital and
operating expenditures to maximise
shareholder returns. When it comes
to iron ore and graphite, these
commodities will be needed for the
Green Transition.
Early studies and testwork give
confidence that the Company is
allocating capital appropriately. With
Kallak Iron Ore Project and Grafintec
we have quality assets, benefitted by
excellent infrastructure, including
access to renewable power, and
positioned in proximity to European
markets in need of primary raw
material supply to achieve a Green
Transition.
MEDIUM
MEDIUM
MEDIUM
TO LOW
20
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT (continued)
Principal risks and uncertainties (continued)
Revocation of
licences
Licence awards can be appealed
and subject to conditions which,
if not satisfied, may lead to the
revocation of the licence.
With respect to the Kallak North
Exploitation Concession, the
Government's decision to grant
the Exploitation Concession is
subject to a review by the
Supreme Administrative Court
following an application by the
Swedish Society for Nature
Conservation, the Sirges Sami
and the Jåhkågasska Sami. They
argue that the government was
not entitled to make the decision
in question, on the grounds that
it would be contrary to legal
rules in support of mainly nature
conservation and the national
interest of reindeer husbandry.
They argue that the
Government's decision lacks
support in the legal order and
that the Supreme Administrative
Court should therefore declare
the decision invalid. There is a
risk that the Supreme
Administrative Court will find
that the Government has made
the decision in violation of the
law and therefore annul it. In
such a case, the Government
may reconsider the issue, but
such a procedure risks delaying
the start of mining production at
Kallak North. There is also a risk
that the Government will not
take a new decision on the
processing concession, which
could prevent or at least delay
the start of mining production.
There is also a risk that the
Government will attach
additional conditions to a new
decision, which may affect or
delay the start of mining
production at the KIOP.
MEDIUM
In all cases the Company
diligently manages its licences to
ensure full compliance. A
monthly status report is
generated for monitoring
purposes and action.
In both Sweden and Finland,
opposition to mining
development is generating
appeal/court induced delays into
permitting processes. In all cases
the Company continues to satisfy
application requirements and
permits/renewals are being
received.
LOW
21
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT (continued)
Performance measurement
The ongoing performance of the Company is managed and monitored using a number of key financial and non-
financial indicators (“KPIs”) on a monthly basis:
Financial:
i.
Administration expenses
Overheads are managed versus budget and forecast on a monthly basis. The Company has a history of tightly
managing its expenses. The underlying group overhead expenses were higher than the previous year at
£2,501,263 (2022: £1,806,582), the increase in administrative expenses was due to the following: share-based
payment expenses of £387,668 (2022: £240,537); professional fees of £696,247 (2022: £433,157), primarily due
to non-recurring advisor fees in relation to the group directorship changes within the year; foreign currency loss
of £150,224 (2022: £36,321), primarily due to revaluation of foreign currency denominated bank accounts; salary
costs of £483,221 (2022: £317,717), primarily due to group directorship changes in the year; and audit and
accountancy fees of £122,174 (2022: £86,240). The Company recognised an expected credit loss of £1,001,537
(2022: £5,336), which was higher than the previous year due to the impairment of Ågåsjiegge and Åtvidaberg
and a reassessment of expected recoverability of the loans to subsidiaries.
ii.
Cash position
The Company analyses the expenditure of each subsidiary on a monthly basis. It also manages monthly cash flow
for the Group versus budget and forecast. The financial strategy is to ensure that the Company at a minimum
has sufficient funds to undertake its committed expenditure and meet its financial obligations.
With the initiation of the PFS and EIA work streams at both Kallak and GAMP, the key objective of the Company
was to ensure capital was available to fund this activity and maintain the tight timelines. The Group demonstrates
a commitment to financial stability as shown by a year-end cash position of £0.91 million (2022: £1.78 million),
and following the completion of the SDR Rights Issue and UK Retail Offer in March 2024, raising a total of £4.3
million, the Company has sufficient funding for project development activities and general working capital. The
current management team has a consistent track record of raising capital in a timely manner.
iii.
Exploration expenditure by project
The Company controls its exploration and development spend by project versus budget and in relation to its
available cash resources. If the results of exploration do not meet expectations, then budgeted activities are re-
evaluated or even cancelled. Evaluation of early-stage projects is approached in a cost-effective way. The Group
determines whether there are any indicators of impairment of its exploration assets on an annual basis. This
approach is best evidenced through the oversight at a board level and reporting level of operations where the
Company is not the operator decision to impair several an early-stage project in the current year, in order to
preserve resources. The Company has identified that the projects held at Ågåsjiegge and Åtvidaberg do not justify
continued investments, and as such has recorded a charge for their carrying value of £350,158 in the year.
Non-financial:
iv.
Licence renewal compliance
It is important from a risk management perspective that the Company monitors the expiry dates of its exploration
permits. This is managed internally for its Finnish graphite permits while, in Sweden, the Company uses an
external service provider to report on the status of its permits and assist with renewal applications, and in
Kosovo, works closely with Vardar management and the local team to ensure that licences are maintained in
good standing. At the date of signing of this report, while some licence applications remaining pending and with
the ongoing Supreme Administrative appeal of the Kallak Exploitation Concession, the overall status for all
licences is good.
22
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT (continued)
Section 172 Companies Act Statement
In compliance with section 172 of the UK Companies Act, the Board of Directors of the Company (the Board)
makes the following statement in relation to the year ended 31 December 2023 (s172 Statement):
Engagement with our shareholders and wider stakeholder groups plays an essential role throughout our
business. We recognise the importance of open and transparent communication with each of our stakeholder
groups, so that we can understand their specific interests, and foster effective and mutually beneficial
relationships. We understand that each stakeholder group requires a tailored engagement approach to foster
effective and mutually beneficial relationships. We seek to maximise the benefits to host communities in which
we operate, while minimising negative impacts to effectively manage issues of concern.
The Board makes a conscious effort to understand the principal issues that matter to each stakeholder group
and any conflicting interests. Our understanding of stakeholders is then factored into boardroom discussions,
regarding the potential long-term impacts of our strategic decisions on each group, and how we might best
address their needs and concerns.
Acting in good faith and fairly with different interest groups, is what the Directors consider most likely to promote
the long-term success of the Company, while:
Considering the likely consequences of long-term strategic decisions;
-
- Understanding the impacts of our activities on local communities and the environment;
-
-
Being respectful and behaving responsibly towards our stakeholders; and
Seeking to engage on acceptable terms and to build good relationships with stakeholders.
The Board regularly reviews our principal stakeholders and how we engage with them. The stakeholder voice is
brought into the boardroom by the Director’s direct engagement with senior operations management on matters
in need of attention. The relevance of each stakeholder group may increase or decrease depending on the matter
or issue in question, so the Board seeks to consider the needs and priorities of each stakeholder group during its
discussions and as part of its decision making. The Company remains committed to working constructively - and
in good faith - with all stakeholders and engaging in meaningful dialogue.
An example of the Company developing its understanding of wider stakeholder interests and its place in society
is the 'Big Picture' study for the KIOP ("the Study" or "the Kallak Study") produced by Copenhagen Economics in
2017. The Study built on the work carried out by the Company and others, including the 2015 independent socio-
economic study initiated by Jokkmokks Kommun, completed by consultants Ramböll, which in its findings
concluded that a mining development at Kallak would create direct and indirect jobs, increase tax revenues and
slow down population decline, and the 2010 study by the Economics Unit of Luleå University of Technology,
'Mining Investment and Regional Development: A Scenario-based Assessment for Northern Sweden'.
Copenhagen Economics had previously reviewed the attractiveness of the Swedish mining sector on a number
of parameters, including licensing and regulation, commissioned by the Swedish Agency for Growth Policy
Analysis, part of the Government of Sweden.
The Study demonstrated that the economic effect of the KIOP is 'not just about a mine'. A mining project would
economically transform Jokkmokk and support other major capital expenditure and economic activity in the
region. The Study continues to form a basis for discussions about the KIOP’s place in the ecosystem which
continues to evolve, as renewable power in Norrbotten is leveraged for the benefit of a decarbonising steel
industry in Europe.
In addition, the Company has contributed to the OECD’s work over several years and this continues to inform
our decision making on the development path for the KIOP, engagement and benefits sharing with stakeholders
as project studies are advanced and financial returns are better understood.
23
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT (continued)
Section 172 Companies Act Statement (continued)
In 2019, the Company participated in the OECD's Rural Policy Review 'Linking the Indigenous Sami People with
Regional Development in Sweden' and has used this as a basis for discussions with politicians in Norrbotten who
have a vested interest in bringing investment to the region. The Company has also contacted groups such as
Invest in Norrbotten, Luleå Näringsliv and Luleå Chamber of Commerce, with whom the Company has maintained
contact over recent years, and who also seek to attract investment to the region.
The Company has previously attended the third OECD Meeting for Mining Regions and Cities, organised to enable
knowledge sharing, with a focus on developing policy recommendations and standards that can help maximise
the benefits that mining can bring to a region or city.
At the meeting, learnings from past situations and experiences, what works and what doesn't work, and ongoing
challenges, such as gaining acceptance by communities when it comes to mining development and the
importance of engaging with indigenous communities, were discussed. In addition, global trends were
presented, including the 'Circular Economy' and the adoption of 'Clean Energy', and the impacts that these could
have on the future demand for minerals and metals.
Shareholders have the opportunity to discuss issues with the Board and provide feedback at any time. Further
information is available on the Company’s website https://beowulfmining.com/.
24
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT (continued)
Section 172 Companies Act Statement (continued)
The table below acts as our s172(1) statement by setting out the key stakeholder groups, their interests and how
Beowulf has engaged with them over the reporting period. However, given the importance of stakeholder focus,
long-term strategy and reputation, these themes are also discussed throughout this Annual Report.
Stakeholder
Their interests
How we engage
Investors
Sustainability
ESG performance
Ethical behaviour
Company reputation
Comprehensive review of financial
performance of the business over the
long-term
Awareness of long-term strategy and
direction
Transparency in all communications
Quarterly and Annual Report
Company website (Investor Relations)
RNS announcements
Option to receive RNS announcements
directly
Shareholder circulars
AGM
Investor meetings & access to the
Executive
Government and
regulatory bodies
Compliance with regulations
Employee pay, conditions and welfare
Health and Safety
Company reputation
Environmental impact
Insurance
Company website
RNS announcements
Quarterly and Annual Report
Direct contact with regulators
Compliance updates at Board Meetings
Regular risk review
Ongoing communication with the Swedish
Government
Engagement with the Mining Inspectorate
of Sweden
Monthly KPIs on licence conditions
compliance
Environmental
agencies and interest
groups
Sustainability
Biodiversity, energy, water and waste
management
Climate change
Transparency in ESG performance
Oversight of corporate responsibility plans
Demonstrate compliance with laws and
regulations
Community
Sustainability
Community engagement
Human Rights
ESG performance
Participation in the OECD’s ‘Linking the
Indigenous Sami People with Regional
Development in Sweden’ project
Engagement with the Sami reindeer herder
representatives
Communication with Sametinget members
Meeting with key community
representatives
Partnering with the communities in which
we operate – sharing plans/ideas for
discussion
Local presence within communities in
which we operate including opening an
office in the town of Jokkmokk
25
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT (continued)
Section 172 Companies Act Statement (continued)
Stakeholder
Their interests
How we engage
Employees and
contractors
Terms and conditions of contract
Health and safety
Human rights and modern slavery
Anti-Bribery Policy
Whistleblowing Policy
This section serves as our s172 Statement and should be read in conjunction with the Strategic Report and the
Company’s Corporate Governance Statement contained within this Annual Report.
The Board of Directors confirms that during the year under review, it has acted to promote the long-term success
of the Group for the benefit of shareholders, whilst having due regard to the matters set out in Section 172(1)(a)
to (f) of the Companies Act 2006, being:
(a) the likely consequences of any decision in the long term;
(b) the interests of employees;
(c) the need to foster the business relationships with suppliers, customers and others;
(d) the impact of the Group’s operations on the community and the environment;
(e) the desirability of maintaining a reputation for high standards of business conduct; and
(f) the need to act fairly between all shareholders.
This statement describes how the Directors have regard for s172 Matters.
The Company Secretary sets out the s172 Matters in all Board meeting packs to ensure these are front of mind,
and the Directors are reminded of their duty under s172(1) at the start of each Board meeting. Consideration of
the broader s172 matters forms an integral part of Board discussion; the Directors as a matter of course have
regard to the need to maintain a reputation for high standards of business conduct, the need to act fairly
between shareholders, and the long-term consequences of their decisions. Stakeholder considerations on the
whole will be brought to the Board’s attention through reports and presentations given during the Board
meetings. These considerations are referenced in meeting papers as relevant, and discussions recorded in the
meeting minutes.
The Board regularly reviews our principal stakeholders and how we engage with them. The stakeholder’s voice
is brought into the boardroom throughout the annual cycle through information provided by management and
also by direct engagement with stakeholders themselves. We are aware that each stakeholder group requires a
tailored engagement approach in order to foster effective and mutually beneficial relationships. The Board
determined its key stakeholders on the basis of each group’s potential to a) be impacted by the Company’s
activities, and/or b) have an impact on the Company’s activities.
The relevance of each stakeholder group may increase or decrease depending on the matter or issue in question,
so the Board seeks to consider the needs and priorities of each stakeholder group during its discussions and as
part of its decision-making.
26
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT (continued)
Section 172 Companies Act Statement (continued)
Set out below are those stakeholders that the Board has identified as being key, alongside details of how the
Board engages with each key stakeholder group. As a result of these processes, the Directors have the necessary
oversight of the Group’s engagement with stakeholders to enable them to discharge their duty under s172(1) in
the course of their decision making. Moreover, the Board has concluded that the Company’s methods of
engagement for each key stakeholder group are proportionate and effective. The Company’s key stakeholders
and methods of engagement will be kept under review and reported on each year in the Company’s Annual
Report.
Stakeholder
Shareholders
Why
is this stakeholder group
important for the Company’s long
term success?
Our shareholders expect us to
operate
cost
effectively to maximise long-term
value creation. Ultimately,
the
Company operates for the long-
term benefit of its shareholders.
efficiently
and
Employees
Our employees play a central role in
delivering the Group’s long-term
strategy and
in delivering the
standards of service our customers
expect.
Government and regulators
Compliance with all applicable legal
and regulatory obligations is key to
our long-term success.
How the Board engages with this
stakeholder group
for
investors
The Board
• Regular updates from Executive and
non-executive directors, as well as
from advisers and investment banks
who have the relationships with
certain of the underlying shareholders
and meetings with investors.
• The AGM, investor roadshows and
other conferences represent further
opportunities for direct shareholder
engagement with the Board.
• Keeping shareholders up to date with
the Company’s activities through our
Annual Report, Company’s website,
stock exchange announcements, press
releases and regular reports and
analyses
and
shareholders.
•
seek
opportunities to engage with the wider
workforce directly, either through site
visits to the various projects or
employee
at Board
attendance
meetings.
• The Company provides ongoing
development
training
opportunities to certain employees
and have taken appropriate steps for
having policies relating to Modern
to
Slavery
discourage
business
unethical
conduct, thus ensuring its employees
are protected.
We will ensure our demonstrable
compliance with established national
and international environmental social
governance and ethical standards.
and whistleblowing
constantly
and
good
relations with
Establish
responsible authorities and always
seek dialogue with them to fulfil our
obligations.
27
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
STRATEGIC REPORT (continued)
Section 172 Companies Act Statement (continued)
Our communities and the
environment
We have an important role to play
as a custodian of exploration and
mining land and in supporting the
communities in which we operate,
and ensuring that our long-term
growth is sustainable and minimises
our environmental footprint.
its
takes
The Board
ESG
•
responsibilities seriously and receives
periodic reports on our broader ESG
activities. We appreciate that societal
expectations on corporates to tackle
climate change continue to change,
and we will continue to look at new
and innovative ways of reducing our
carbon footprint.
life
• We will
implement an ESG
management framework to govern the
the mine
cycle of
whole
development – from initial conceptual
and
through
operation, to progressive closure and
restoration.
feasibility
studies,
• We will require our supply chain to
meet our ESG standards as part of our
responsible
and
sustainable
procurement and codes of conduct.
The Company
•
is completing
Environmental Impact Assessments at
Kallak and GAMP, both of which
include
baseline
measuring
environmental data so that future
impacts of the Company’s activity can
be measured and mitigated. As part of
this process, we consult with local
communities
to ensure we are
transparent with our development
plans and to build a collaborative
approach to growing our businesses.
• As part of this ongoing consultation
process, we arrange meetings with the
Sami villages in the Kallak area on at
least a quarterly basis to appraise
them of our activity and future plans.
On behalf of the board:
Mr E Bowie
Chief Executive Officer
17 May 2024
28
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
DIRECTORS’ REPORT
The Directors present their report, together with the audited financial statements of the Group and Company,
for the year ended 31 December 2023.
Directors
Since 1 January 2023, the following Directors have held office:
Mr K R Budge (Resigned 3 May 2023)
Mr C Davies
Mr J Röstin (Interim CEO between 3 May and 7 August 2023)
Mr M Schauman (Appointed 7 July 2023)
Mr E Bowie (Appointed 7 August 2023)
Dividends
No dividends will be distributed for the year ended 31 December 2023 (2022: Nil).
Going concern
As at 31 December 2023, the Group had a cash balance of £0.91 million (2022: £1.78 million) and the Company
had a cash balance of £0.79 million (2022: 1.67 million).
As disclosed in Note 28, on 16 February 2024, in conjunction with the Company’s right issue, the Company
entered into a short-term bridging loan of SEK 10 million (approx. £724k) with the underwriters of the rights issue
to ensure that the Company has sufficient financial resources to continue advancing its projects ahead of the
right issue being finalised. The bridging loan accrues interest of 1.5% per 30-day period and is repayable on 31
May 2024. The bridging loan was repaid early in April 2024 using part of the proceeds from the capital raise on
the right issue, noted below.
On 3 April 2024 the Company announced the completion of the capital raise with a total of £4.3 million (SEK 56.3
million) gross raised to fund the development of the Company’s assets through their next key valuation
milestones. The net funds raised after the loan repayment and share issue transaction costs are £3.0 million (see
note 28).
Therefore, at the date of this report, based on management prepared cashflow forecasts, the Directors are
confident that the Group and Company has raised sufficient capital to fund the Group’s key projects and
investments for the period to June 2025 but note that further funds will be required within a few months post
this date to allow the Group and Company to realise its assets and discharge its liabilities in the normal course of
business. There are currently no agreements in place and there is no certainty that the funds will be raised within
the appropriate timeframe. These conditions indicate the existence of a material uncertainty which may cast
significant doubt over the Group’s and the Company’s ability to continue as going concerns and therefore, the
Group and the Parent Company may be unable to realise their assets and discharge their liabilities in the normal
course of business. The Directors will continue to explore funding opportunities at both asset and corporate
levels. The Directors have a reasonable expectation that funding will be forthcoming based on their past
experience and therefore believe that the going concern basis of preparation is deemed appropriate and as such
the financial statements have been prepared on a going concern basis. The financial statements do not include
any adjustments that would result if the Group and the Company were unable to continue as going concerns.
Directors’ and officers’ indemnity insurance
The Group has made qualifying third-party indemnity provisions for the benefit of its Directors and Officers.
These were made during the period and remain in force at the date of this report. Further details of these
agreements can be found in the remuneration report on page 32.
29
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
DIRECTORS’ REPORT (continued)
Significant shareholdings
The Directors are aware of the following interests, directly or indirectly, in three per cent or more of the Group’s
ordinary shares as at 31 December 2023:
Shareholders
HSBC Global Custody Nominee (UK) Limited
Shares
922,337,110
%
79.71
The Directors were aware of the following interests, directly or indirectly, in three per cent or more of the Group’s
ordinary shares as at 31 December 2022:
Shareholders
HSBC Global Custody Nominee (Uk) Limited
Authority to issue shares
Shares
633,477,309
%
76.17
Each year at the Company’s Annual General Meeting (AGM) the Directors seek authority to allot ordinary
shares.
The authority, when granted, lasts until the conclusion of the next AGM (unless renewed, varied or revoked by
the Company prior to, or on, such date). At the AGM held on 29 June 2023, the Directors were granted authority
to allot ordinary shares generally up to an aggregate nominal value of £7,714,583, and authority to allot ordinary
shares for cash on a non-pre-emptive basis up to an aggregate nominal value of £1,157,187 (2022: £5,544,738).
Significant agreements
The Companies Act 2006 requires the Company to disclose any significant agreements which take effect, alter or
terminate upon a change of control of the Company. Under the Service Agreement between the Company and
Ed Bowie, in the event of a change of control, Mr Bowie is eligible for up to two years annual salary.
Other than the above, the Company is not aware of, or party to, any such agreement.
Events after the reporting period
Information relating to events since the end of the year is given in Note 27 to the financial statements.
Financial risk management objectives and policies
Financial risk management policies and objectives for capital management are provided within Note 23 to the
financial statements.
30
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
DIRECTORS’ REPORT (continued)
Future developments within the business
Since the award of the Exploitation Concession for Kallak North, the Company is focused on project development,
environmental permitting, de-risking the project and increasing value, while delivering on environmental and
social goals, balancing cost and benefit.
The Company's overall objective is to have Kallak in production, developing the mine alone or in partnership.
The present Government of Sweden has promised to shorten and simplify the processes for environmental
permits to secure the pace of the Climate Emergency and the Green transition. The Company will be doing all it
can to make the ambitious timeline achievable.
Grafintec's strategy remains to build an anode value chain in Finland. The Company’s exploration programme is
targeted at securing long-term sustainably produced primary raw material supply to feed downstream
processing. Grafintec aims to complete the PFS and EIA for the GAMP in 2024 and the full feasibility study and
environmental permitting in 2025 which would allow construction to take place during 2026 and production
from 2027.
The Company’s investment in Vardar provides diversification, in geography and commodity exposure, to highly
prospective exploration opportunities in the Tethyan Belt. The consolidation of 100 per cent of Vardar in 2024
will provide the Company with full control and increased optionality to consider value accretive ways to grow
Vardar including through acquisitions, divestments or joint ventures. The Company’s investment priorities across
its portfolio remain subject to funding being available.
Website publication
The Directors are responsible for ensuring the annual report and financial statements are made available on a
website. Financial statements are published on the Company's website in accordance with legislation in the
United Kingdom governing the preparation and dissemination of financial statements, which may vary from
legislation in other jurisdictions. The maintenance and integrity of the Company's website is the responsibility
of the Directors. The Directors' responsibility also extends to the ongoing integrity of the financial statements
contained therein.
31
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
DIRECTORS’ REPORT (continued)
Directors’ responsibilities statement
The Directors are responsible for preparing the strategic report, directors’ report, annual report and the financial
statements in accordance with applicable laws and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the
Directors have elected to prepare the Group and Company financial statements in accordance with UK adopted
International Accounting Standards (“IFRS”). 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
Company and of the profit or loss of the Group for that year.
The Directors are also required to prepare financial statements in accordance with the rules of the London Stock
Exchange for companies trading securities on the AIM and the rules of the Spotlight Stock Market in Sweden.
In preparing these financial statements, the Directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether they have been prepared in accordance with UK-adopted International Accounting
Standards, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that
the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain
the Company’s transactions and disclose, with reasonable accuracy, at any time the financial position of the
Company and enable them to ensure that the financial statements comply with the requirements of the
Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking
reasonable steps for the prevention and detection of fraud and other irregularities.
Statement as to disclosure of information to auditors
So far as the Directors are aware, there is no relevant audit information (as defined by Section 418 of the
Companies Act 2006) of which the Group’s auditors are unaware, and each Director has taken all the steps that
they ought to have taken as a Director in order to make themselves aware of any relevant audit information and
to establish that the Group’s auditors are aware of that information.
Auditor
BDO LLP have expressed their willingness to continue in office and a resolution to re-appoint them will be
proposed at the Group’s forthcoming Annual General Meeting
Annual general meeting
The Notice of Meeting including details of the proposed resolutions will be posted to shareholders in due course
and will appear on the Company’s website.
On behalf of the board:
Mr E Bowie
Chief Executive Officer
17 May 2024
32
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
DIRECTORS’ REMUNERATION REPORT
The Directors have chosen to voluntarily present an unaudited remuneration report although is not required by
the Companies Act 2006. Details of the Remuneration Committee’s composition and responsibilities are set out
in the Corporate Governance Report and its terms of reference can be found on the Group’s website:
https://beowulfmining.com
Executive Directors’ terms of engagement
Mr Budge was the first Executive Director and Chief Executive Officer during the reporting period. His annual
salary was £210,000 (2022: £180,000). Mr Budge stepped down as CEO on 3 May 2023.
Mr Röstin assumed the role of Executive Chairman and interim CEO effective 3 May 2023 at the time of Mr
Budge’s resignation. Mr Röstin was remunerated under his consultancy agreement during this time. Mr Röstin
stepped down as interim CEO 7 August 2023.
Ed Bowie assumed the role of Chief Executive Officer on 7 August 2023. His annual salary was £210,000.
Non-Executive Directors’ terms of engagement
The Non-Executive Directors have specific terms of engagement under a letter of appointment. Their
remuneration is determined by the Board. In the event that a Non-Executive Director undertakes additional
assignments or work for the Company, this is covered under a separate consultancy agreement.
Mr Röstin annual fee is 500,000 SEK per annum (approx. £38,000) (2022: £Nil). Mr Röstin has a consultancy
agreement with the Company for the provision of advice over and above his Non-Executive duties. In 2023, he
was paid £144,711 (2022: £Nil) under this agreement. Mr Röstin has a one month notice period under his letter
of appointment.
Mr Davies annual fee is £36,000 per annum (2022: £36,000). Mr Davies has a consultancy agreement with the
Company for the provision of exploration advice over and above his Non-Executive duties. In 2023, he was paid
£20,750 (2022: £3,000) under this agreement. Mr Davies has a one month notice period under his letter of
appointment.
The additional consultancy fees during the reporting period for both Mr Rostin and Mr Davies related to the
period of time between the departure of Kurt Budge and the appointment of the new CEO, Ed Bowie as they had
to assume executive responsibilities. Following the appointment of the new CEO these fees have reduced
considerably.
Mr Schauman was appointed as Non-Executive Director on 7 July 2023. Under Mr Schauman’s letter of
appointment, he is paid a fee of £33,000 per annum. Mr Schauman has a notice period of one month under his
letter of appointment.
Indemnity Agreements
Pursuant to the Companies Act 2006 and the Company’s articles of association, the Board may exercise the
powers of the Company to indemnify its Directors against certain liabilities, and to provide its Directors with
funds to meet expenditure incurred, or to be incurred, in defending certain legal proceedings or in connection
with certain applications to the court. In exercise of that power, and by resolution of the Board on 26 July 2016,
the Company has agreed to enter into this Deed of Indemnity with each Director.
33
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
DIRECTORS’ REMUNERATION REPORT (continued)
Aggregate Directors’ Remuneration
The remuneration paid to the Directors in accordance with their agreements are outlined per the years below:
31 December 2023
Name
Position
Salary &
Fees1
Loss of
office4
Benefits2 Pension3
£
Mr E C Bowie
Chief Executive Officer
84,457
Mr C Davies
56,750
Non-Executive Director
Mr J Rostin
Non-Executive Director 182,539
Mr K R Budge4
87,510
Chief Executive Officer
Mr Mikael Schauman Non-Executive Director
16,500
427,756
Total
£
£
-
-
-
210,000
-
210,000
-
-
-
526
-
526
£
4,375
-
-
10,500
-
14,875
2023
Total
Share-
based
payments
£
-
31,122
£
88,832
87,872
- 182,539
290,412 598,948
16,500
321,534 974,691
-
31 December 2022
Name
Position
Mr K R Budge
Mr C Davies
Mr J Rostin
Mr SO Littorin
Total
Chief Executive Officer
Non-Executive Director
Non-Executive Director
Non-Executive Director
Salary &
Fees1
£
210,000
39,000
25,328
34,215
308,543
Benefits2 Pension3
£
887
-
-
-
887
£
5,667
-
-
-
5,667
Share-
based
payments
£
158,817
14,528
-
-
173,345
2022
Total
£
375,371
53,528
25,328
34,215
488,442
Notes:
(1) Does not include expenses reimbursed to the Directors.
(2) Personal life insurance policy
(3) Employer contributions to personal pension.
(4) Kurt Budge resigned as CEO effective 3 May 2023. The payment for loss of office represents the payment of his notice period of 12 months.
Each Director is also paid all reasonable expenses incurred wholly, necessarily, and exclusively in the proper
performance of his duties.
The beneficial and other interests of the Directors holding office on 31 December 2023 in the issued share capital
of the Company were as follows:
Ordinary shares
Mr C Davies
31 December
2023
185,887
31 December
2022
88,800
34
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
DIRECTORS’ REMUNERATION REPORT (continued)
As at 31 December 2023, 37,250,000 options have vested.
Ordinary shares under option
Mr K R Budge
Mr K R Budge
Mr K R Budge
Mr K R Budge1
Mr C Davies
Mr C Davies
Number
3,500,000
9,500,000
2,500,000
12,250,000
2,500,000
2,000,000
Exercise price
7.35 pence
5.25 pence
1 pence
2.06 pence
7.35 pence
5.25 pence
Expiry date
14 January 2024
27 September 2032
27 September 2032
27 July 2028
14 January 2024
27 September 2032
1Kurt Budge was granted options as part of the settlement amount agreed following his resignation on 3 May 2023.
As at 31 December 2022, 8,500,000 options have vested.
Ordinary shares under option
Mr K R Budge
Mr K R Budge
Mr K R Budge
Mr C Davies
Mr C Davies
Number
3,500,000
9,500,000
2,500,000
2,500,000
2,000,000
Exercise price
7.35 pence
5.25 pence
1 pence
7.35 pence
5.25 pence
Expiry date
14 January 2024
27 September 2032
27 September 2032
14 January 2024
27 September 2032
On behalf of the remuneration committee
Chris Davies
Non-Executive Director
17 May 2024
35
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
CORPORATE GOVERNANCE STATEMENT
It is the responsibility of the Chairman of the Board of Directors of the Company to ensure that the Group has
both sound corporate governance and an effective Board. The Chairman’s principal responsibilities are to ensure
that the Group and the Board are acting in the best interests of shareholders, and by making sure that the Board
discharges its responsibilities appropriately. This includes creating the right Board dynamic and ensuring that all
important matters and strategic decisions receive adequate time and attention at Board meetings.
The Company formally adopted the Quoted Companies Alliance Corporate Governance (“QCA Code”) in
September 2018. This report follows the QCA Code guidelines and explains how we have applied the guidance.
The Board considers that the Group complies with the QCA Code so far as it is practicable having regard to the
size, nature and current stage of development of the Company. The Board recognises that the Company does
not fully comply with the 10 principles and general provisions of the QCA Code but does use it as a benchmark
in assessing its corporate governance standards. Areas of non-compliance are disclosed in the text below. Further
details of the Company’s compliance with the QCA code can be found in the Corporate Governance section of
the Company’s website: https://beowulfmining.com/wp-content/uploads/2024/02/BEM-QCA-Code-Chairs-
Statement-Feb24.pdf
The Board believes that application of the QCA Code supports the Company’s medium to long-term development
whilst managing risks, as well as providing an underlying framework of commitment and transparent
communications with stakeholders. It also seeks to develop the knowledge shared between the Company and
its stakeholders.
Strategy, Risk Management and Responsibility
A description of the Company’s business model and strategy can be found on page 3, and the key challenges in
their execution can be found on pages 18 to 21.
The Board is responsible for the monitoring of financial performance against budget and forecast and the
formulation of the Group’s risk appetite including the identification, assessment and monitoring of the
Company’s principal risks. The Audit Committee (see page 41) has delegated responsibility for the oversight of
the Company’s risk management and internal controls and procedures and for determining the adequacy and
efficiency of internal control and risk management systems. The Board monitors its internal control procedures
and risk management mechanisms and conducts an annual review, when it assesses both for effectiveness. This
process enables the Board to determine if the risk exposure has changed during the year and these disclosures
are included on pages 18 to 20.
In setting and implementing the Company’s strategies, the Board, having identified the risks, seeks to limit the
extent of the Company’s exposure to them having regard to both its risk tolerance and risk appetite.
Directors
The Board comprises the Non-Executive Chairman, Johan Röstin, Chief Executive Officer, Ed Bowie and
Independent Non-Executive Directors, Chris Davies and Mikael Schauman. The Board considers that the current
size and composition of the Board is aligned to the QCA principles is appropriate for the complexity of the
business and its strategy.
For the year under review Chris Davies held 188,887 Ordinary Shares (2022: 88,800) and held 4,500,000 options
(2022: 4,500,000 options) over Ordinary Shares. Chris Davies entered into a consultancy agreement with the
Company in 2017. The agreement compensates Chris Davies for the support that he gives, beyond his role as an
Independent Non-Executive Director, where the Company is undertaking M&A due diligence and where a review
of exploration activities is required. In Board meetings, Chris Davies frequently challenges the CEO on issues
arising and proposed courses of action and maintains an independent perspective. The level of compensation
Chris Davies received under the consultancy agreement for the period under review is not material. Neither Chris
Davies nor the other Directors believe his options or consultancy agreement are significant in assessing his
independence.
36
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
CORPORATE GOVERNANCE STATEMENT (continued)
All Directors are encouraged to challenge and to bring independent judgement to bear on all matters, both
strategic and operational. Biographical details of the Directors can be found on the Group’s website
www.beowulfmining.com.
During the reporting period as Independent Non-Executive Chairman, Johan Röstin, and the other Independent
Non-Executive Directors, Chris Davies and Mikael Schauman, dedicated approximately between two to four days
per month to the Group’s business. The Board is satisfied that each of the Directors are able to allocate sufficient
time to the Group to discharge their responsibilities effectively. The Board met formally on seven scheduled
occasions and fifteen unscheduled occasions during the year and all with the exception of two of the unscheduled
occasions the Board meetings were attended by all Directors. The Board and its sub-committees receive
appropriate and timely information prior to each meeting. Any specific actions arising from such meetings are
agreed by the Board or relevant sub-committee and then followed up accordingly. There is a formal schedule of
matters reserved for the decision of the Board that covers the key areas of the Company’s affairs.
The Directors believe that the Board, as a whole, has a broad range of commercial and professional skills,
enabling it to discharge its duties and responsibilities effectively and that the Non-Executive Directors have a
sufficient range of experience and skills to enable them to provide the necessary guidance, oversight and advice
for the Board to operate effectively. All Directors are encouraged to use their independent judgement and to
challenge all matters, whether strategic or operational.
The Board annually reviews the appropriateness and opportunity for continuing professional development,
whether formal or informal. The Directors also endeavour to ensure that their knowledge of best practices and
regulatory developments is continually up to date by attending relevant seminars and conferences.
The Directors consider that the Company and Board are not yet of a sufficient size for a full Board evaluation to
make commercial and practical sense. Therefore, the Board accepts that the Company does not comply with this
aspect of the QCA Code, although in frequent Board meetings/calls, the Directors can discuss any areas where
they feel a change would be beneficial for the Company, and the Company Secretary remains on hand to provide
impartial advice. As the Company grows, it intends to expand the Board and, with expansion, re-consider the
need for a formal Board evaluation.
Advisers
ONE Advisory Limited has been contracted by the Company to act as Company Secretary and has been given the
responsibility for ensuring that Board procedures are followed and that the Company complies with all applicable
rules, regulations and obligations governing its operation, including assistance with Board and shareholder
meetings and Market Abuse Regulations (“MAR”) compliance. ONE Advisory Limited also supports the Board in
its development of the Company’s corporate governance responsibilities, assisting with the Company’s
application of the QCA Code and compliance in relation to disclosures required on the Company’s website under
AIM Rule 26.
The Company’s Nomad is consulted on all relevant matters and all Directors have access to independent
professional advice, if required.
Neither the Board nor its Committees have sought external advice on a significant matter during the year under
review.
Culture
The Directors consider that at present the Company has an open culture facilitating comprehensive dialogue and
feedback and enabling positive and constructive challenge.
37
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
CORPORATE GOVERNANCE STATEMENT (continued)
The Board recognises that its decisions regarding strategy and risk will impact the corporate culture of the
Company as a whole and that this will in turn affect the performance of the Company. The Directors are also
aware that the tone and culture set by the Board will greatly affect all aspects of the Company. The corporate
governance arrangements that the Board has adopted are designed to ensure that the Company delivers long-
term value to its shareholders, and that shareholders have the opportunity to express their views and
expectations for the Company in a manner that encourages open dialogue with the Board. The Company seeks
to provide effective communication through Interim and Annual Reports, along with Regulatory News Service
announcements and trading updates on the Company’s website, www.beowulfmining.com. Shareholders can
also sign up to receive news releases directly from Beowulf by email. In normal circumstances Beowulf also
maintains a dialogue with shareholders through formal meetings such as the AGM, which provides an
opportunity to meet, listen and present to shareholders.
The Company is open to receiving feedback from key stakeholders and will take action where appropriate. The
key contact for shareholder liaison at the time of writing is Ed Bowie. Information on the Investor Relations
section of the Group’s website (www.beowulfmining.com) is kept updated and contains details of relevant
developments, presentations and other key information.
The Company has implemented, inter alia, the following policies to help ensure appropriate values and
behaviours:
-
-
-
-
-
an Anti-Bribery and Corruption Policy;
a Whistleblowing Policy;
a Social Media Policy;
a Securities Dealing Policy; and
an Inside Information and Delayed Disclosure Policy.
A large part of the Company’s activities is centred upon an open and respectful dialogue with shareholders,
contractors, regulators and other stakeholders. Therefore, the importance of sound ethical values and
behaviours is crucial to the ability of the Company to successfully achieve its corporate objectives. The Board
places great importance on this aspect of corporate life and seeks to ensure that this flows through all that the
Company does.
The Directors consider that at present the Company has an open culture facilitating comprehensive dialogue and
feedback and enabling positive and constructive challenge.
The Company has close ongoing relationships with a broad range of its stakeholders such as local indigenous
communities and adjacent landowners and provides them with the opportunity to raise issues and provide
feedback to the Company. The Company works closely with the communities in which it operates, sharing its
plans and ideas for the projects being developed, and listening to any concerns and addressing any issues raised.
Beowulf remains firmly committed to the responsible development of a modern, sustainable and innovative
mining operation in partnership with the local community.
Audit Committee
The Audit Committee was reconstituted in August 2023 following Director appointments and comprises Johan
Röstin and Mikael Schauman, who chairs the Committee. The Audit Committee is responsible for ensuring that
the financial performance, position and prospects of the Group are properly monitored and reported on and for
meeting the auditor and reviewing audit reports relating to the accounts. The Audit Committee meet as and
when required, at appropriate times in the reporting and audit cycle. The Audit Committee is required to report
formally to the Board on its proceedings after each meeting on all matters for which it has responsibility. The
Committee’s Terms of Reference are available to view on the Company’s website at www.beowulfmining.com.
The Board notes that additional information supplied by the Audit Committee has been disseminated across the
whole of this Annual Report, rather than included as a separate Committee Report.
38
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
CORPORATE GOVERNANCE STATEMENT (continued)
Remuneration Committee
The Remuneration Committee was reconstituted in August 2023 following Director appointments and comprises
Johan Röstin and Chris Davies, who chairs the Committee. The Committee met once during the year under
review. The Committee is responsible for the review and recommendation of the scale and structure of
remuneration for senior management, including any bonus arrangements or the award of share options with
due regard to the interests of shareholders and the performance of the Company.
A Remuneration Committee Report is included on pages 32 to 34. The Committee’s Terms of Reference are
available to view on the Company’s website at www.beowulfmining.com.
39
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF BEOWULF MINING PLC
Opinion on the financial statements
In our opinion:
the financial statements give a true and fair view of the state of the Group’s and of the Parent Company’s
affairs as at 31 December 2023 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 accounting standards;
the Parent Company financial statements have been properly prepared in accordance with UK adopted
international accounting standards and as applied in accordance with the provisions of the Companies
Act 2006; and
the financial statements have been prepared in accordance with the requirements of the Companies
Act 2006.
We have audited the financial statements of Beowulf Mining Plc (the ‘Parent Company’) and its subsidiaries (the
‘Group’) for the year ended 31 December 2023 which comprise the consolidated income statement, the
consolidated statement of comprehensive income, the consolidated statement of financial position, the
company statement of financial position, the consolidated statement of changes in equity, the company
statement of changes in equity, the consolidated statement of cash flows, the company statement of cash flows
and the notes to the financial statements, including material accounting policy information.
The financial reporting framework that has been applied in their preparation is applicable law and UK adopted
international accounting standards and, as regards the Parent Company financial statements, 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 believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Independence
We remain 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.
Material uncertainty related to going concern
We draw attention to Note 1 in the financial statements which indicates that the Group and the Parent Company
will require further funds within a few months post June 2025. There are currently no agreements in place and
there is no certainty that the funds will be raised within the appropriate timeframe. As stated in Note 1, these
events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists
that may cast significant doubt on the Group and the Parent Company’s ability to continue as going concerns.
Our opinion is not modified in respect of this matter.
Given the material uncertainty noted above, we considered going concern to be a Key Audit Matter. Our
evaluation of the Directors’ assessment of the Group and the Parent Company’s ability to continue to adopt the
going concern basis of accounting and in response to the Key Audit Matter included the following:
Obtaining, challenging and assessing the Group and the Parent Company’s cash flow forecasts and
underlying assumptions which have been approved by the Board and reviewing the Group’s actual
results for the year ended 31 December 2023 against the planned budget for 2024 to assess whether
an appropriate level of costs has been incorporated into the cash flow forecast.
40
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF BEOWULF MINING PLC (continued)
Reviewing licence agreements to confirm that committed expenditure is appropriately included in
forecasts.
Performing reverse stress test on the cash flow forecast to determine the point at which liquidity breaks
and considering whether such scenarios, including significant increases in supplier costs and exploration
expenditures were reasonably possible given the level of financing obtained during the year.
Reviewing and assessing the application of post year end funding in the going concern model. We agreed
a sample of recent share issuances to underlying source documentation such as bank receipts and share
certificates.
Reviewing and considering the adequacy of the disclosure within the financial statements relating to
the Directors’ assessment of the going concern basis of preparation in order to conclude on whether
the disclosure reflects our understanding of the business, gained during the course of the audit.
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.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the
relevant sections of this report.
Overview
Coverage
100% (2022:100%) of Group loss before tax
100% (2022: 100%) of Group total assets
Key audit matters
Carrying value of exploration assets
Going concern
Materiality
Group financial statements as a whole
2023
2022
£240,000 (2022: £230,000) based on 1.5% (2022: 1.5%) of total assets
An overview of the scope of our audit
Our Group audit was scoped by obtaining an understanding of the Group and its environment, including the
Group’s system of internal control, and assessing the risks of material misstatement in the financial statements.
We also addressed the risk of management override of internal controls, including assessing whether there was
evidence of bias by the Directors that may have represented a risk of material misstatement.
We determined that there were three significant components, and all of these were subject to a full scope audit
(one in Sweden, one in Kosovo and the Parent Company).
The audit of the Swedish significant component was performed in Sweden by a local audit firm. The audit of the
Kosovan significant component, the Parent Company and the Group consolidation were performed in the United
Kingdom by the Group audit team. The Group audit team performed additional procedures in respect of certain
of the significant risk areas that represented Key Audit Matters in addition to procedures performed by the
Swedish component auditor.
The remaining components of the Group were considered non-significant, and these components were
principally subject to analytical review procedures. Specific audit procedures were performed on the Finnish non-
significant component by a local Finnish audit firm. The Group audit team performed additional procedures in
respect of certain significant risk areas that represented Key Audit Matters.
41
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF BEOWULF MINING PLC (continued)
Our involvement with component auditors
For the work performed by component auditors, we determined the level of involvement needed in order to be
able to conclude whether sufficient appropriate audit evidence has been obtained as a basis for our opinion on
the Group financial statements as a whole. Our involvement with component auditors included the following:
Providing detailed Group reporting instructions to the Swedish and Finnish component auditors, which
included the significant areas to be covered by the audit (including the areas that were considered to
be Key Audit Matters). The instructions also set out the information to be reported by the component
auditors to the Group audit team.
Being active, as the Group audit team, in the direction of the audits performed by the component
auditors for Group reporting purposes, along with the consideration of findings and determination of
conclusions drawn.
Reviewing the component auditors work papers remotely.
Performing additional work on the area considered to be a Key Audit Matter at Group level.
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) that we identified, including those which had the greatest effect on
the overall audit strategy, the allocation of resources in the audit, and directing the efforts of the engagement
team. These matters were addressed in the context of our audit of the financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters.
In addition to the matter described in the Material Uncertainty related to going concern section above, we have
determined the matter described below to be the key audit matter to be communicated in our report.
Key audit matter
Carrying value of
exploration
assets (Please
refer to Notes 1
and 8)
The Group’s total exploration
assets as at 31 December 2023 is
£14.80 million (2022: £13.00
million). This class of asset is the
the
most
of
consolidated
financial position.
statement
significant
to
Management have assessed
exploration & evaluation assets
for impairment triggers under
‘Exploration for and
IFRS 6
Evaluation
Mineral
Resources’ and concluded that
no triggers existed at the year-
end.
of
non-current
As the exploration assets are a
asset
material
balance and due
the
significant judgement required
in assessing for indicators of
impairment, this was considered
to be a key audit matter.
to
How the scope of our audit addressed the key
audit matter
Our work in connection with the indicators of
impairment assessment included the following:
• Performing
a
review
of Management’s
impairment indicator assessment and considering
whether there are any indicators of impairment
in line with criteria set out under IFRS 6. As part
of this we considered results of exploration work
performed
future planned
the year,
expenditure as well as publicly available
information.
in
• Holding discussions with Management and
reviewing relevant correspondence with the
Finnish, Kosovan
licencing
and
authorities to determine whether there are any
indications that licences have not been kept in
good standing during the period under review
and therefore whether there is a risk of the
licences not being renewed.
Swedish
Key observations:
Based on
management’s judgement to be reasonable.
the work performed we
found
42
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF BEOWULF MINING PLC (continued)
Our application of materiality
We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of
misstatements. We consider materiality to be the magnitude by which misstatements, including omissions,
could influence the economic decisions of reasonable users that are taken on the basis of the financial
statements.
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 and
performance materiality as follows:
Materiality
Basis for determining
materiality
Rationale
benchmark applied
the
for
Group financial statements
2022
2023
Parent company financial statements
2023
2022
£240,000
£230,000
£180,000
£172,500
1.5% of total assets
Restricted to 75% of Group materiality
Total Assets was determined as an
appropriate basis as the principal focus
of the Group remains fundamentally
focussed on exploration activities in
Sweden, Finland and Kosovo and as
such total assets are considered to be
the most significant determinant of the
Group’s performance considered by
users of the financial statements.
is
The component materiality used
lower than the materiality that we
would otherwise have determined
using a benchmark of 1.5% (2022: 1.5%)
of the Parent company’s total assets.
Materiality was therefore restricted
to
75%) Group
materiality.
(2022:
75%
Performance
materiality
Basis for determining
performance
materiality
Rationale
the
percentage applied for
performance
materiality
for
Component materiality
£180,000
£173,000
£135,000
£129,000
75% of materiality
75% of materiality
Performance materiality was set
at 75% of the above materiality level
reflecting our understanding gained
from previous years’ audits and
considering the level of adjustments
arising in the prior
year audit.
understanding
Performance materiality was set at 75%
of the above materiality level reflecting
our
from
previous years’ audits and considering
the level of adjustments arising in the
prior year audit.
gained
For the purposes of our Group audit opinion, we set materiality for each component of the Group apart from the
Parent Company whose materiality is set out above, in the range from £130,000 to £175,000 (2022: £110,000 to
£161,000) dependent on the size and our assessment of the risk of material misstatement of that component
(based on either 73% of Group materiality or 1.5% of component’s total assets) (2022: based on either 75% of
Group materiality or 1.5% of component’s total assets). In the audit of each component, we further applied
performance materiality levels of 75% (2022: 75%) of the component materiality to our testing to ensure that
the risk of errors exceeding component materiality was appropriately mitigated and to sufficiently address
aggregation risk.
43
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF BEOWULF MINING PLC (continued)
Reporting threshold
We agreed with the Audit Committee that we would report to them all individual audit differences in excess of
£5,000 (2022: £4,600). We also agreed to report differences below this threshold that, in our view, warranted
reporting on qualitative grounds.
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. Our responsibility is to read
the other information and, in doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be
materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are
required to determine whether this gives rise to a material misstatement in the financial statements themselves.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact.
We have nothing to report in this regard.
Other Companies Act 2006 reporting
Based on the responsibilities described below and our work performed during the course of the audit, we are
required by the Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as described below.
Strategic report
and Directors’
report
Matters
on
which we are
to
required
report
by
exception
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
the Strategic report and the Directors’ report have been prepared in accordance
with applicable legal requirements.
In the light of the knowledge and understanding of the Group and Parent Company
and its environment obtained in the course of the audit, we have not identified
material misstatements in the strategic report or the Directors’ report.
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 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.
44
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF BEOWULF MINING PLC (continued)
Responsibilities of Directors
As explained more fully in the Directors’ responsibilities statement, 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.
Extent to which the audit was capable of detecting irregularities, including fraud
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:
Non-compliance with laws and regulations
Based on:
Our understanding of the Group and the industry in which it operates;
Discussion with management and those charged with governance.
Obtaining and understanding of the Group’s policies and procedures regarding compliance with laws
and regulations; and
Making enquiries of Management and those charged with governance as to whether there was any
correspondence from regulators in so far as the correspondence related to the audit risks identified;
we also considered the significant laws and regulations to be the applicable accounting framework, UK law and
regulations, the AIM Listing Rules and the associated mining, environmental and taxation laws and regulations
of Sweden, Kosovo and Finland.
The Group is also subject to laws and regulations where the consequence of non-compliance could have a
material effect on the amount or disclosures in the financial statements, for example through the imposition of
fines or litigations. We identified such laws and regulations to be the health and safety legislation, licensing and
environmental regulations.
45
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF BEOWULF MINING PLC (continued)
Our procedures in respect of the above included:
Review of minutes of meetings of those charged with governance for any instances of non-compliance
with laws and regulations;
Review of correspondence with regulatory and tax authorities for any instances of non-compliance with
laws and regulations;
Testing the financial statement disclosures to supporting documentation; and
Review of financial statement disclosures and agreeing to supporting documentation;
Review of legal expenditure accounts to understand the nature of expenditure incurred;
Requesting that the Swedish component auditor involved tax specialists from their local team to
evaluate the component’s compliance with relevant local tax legislation considered of most significance
to the Group’s operations.
Fraud
We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk
assessment procedures included:
Enquiry with management and those charged with governance, being the Audit Committee, regarding
any known or suspected instances of fraud;
Obtaining an understanding of the Group’s policies and procedures relating to:
- Detecting and responding to the risks of fraud; and
-
Internal controls established to mitigate risks related to fraud.
Review of minutes of meetings of those charged with governance for any known or suspected instances
of fraud;
Discussion amongst the engagement team members as to how and where fraud might occur in the
financial statements;
Performing analytical procedures to identify any unusual or unexpected relationships that may indicate
risks of material misstatement due to fraud; and
Considering remuneration incentive schemes and performance targets and the related financial
statement areas impacted by these.
Based on our risk assessment, we considered the area most susceptible to fraud to be management override of
controls.
Our procedures in respect of the above included:
Testing a sample of journal entries throughout the year, which met defined risk criteria, by agreeing to
supporting documentation.
Addressing the risk of management override of controls, performing targeted journal entry testing
based on identified characteristics the audit team considered could be indicative of fraud, for example
unusual journal entries made directly to exploration assets and cash.
Critically assessing areas of the financial statements which include judgment and estimates, as set out
in note 1 to the financial statements and in the key audit matter noted above.
Testing consolidation entries to assess their validity.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team
members including component engagement teams who were all deemed to have appropriate competence and
capabilities and remained alert to any indications of fraud or non-compliance with laws and regulations
throughout the audit. For component engagement teams, we also reviewed the result of their work performed
in this regard.
Our audit procedures were designed to respond to risks of material misstatement in the financial statements,
recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not
detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery,
misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and
the further removed non-compliance with laws and regulations is from the events and transactions reflected in
the financial statements, the less likely we are to become aware of it.
46
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF BEOWULF MINING PLC (continued)
A further description of our responsibilities is available on the Financial Reporting Council’s website at:
www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the 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.
Anne Sayers (Senior Statutory Auditor)
For and on behalf of BDO LLP, Statutory Auditor
London, UK
17 May 2024
BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).
47
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
CONSOLIDATED INCOME STATEMENT
Continuing operations
Administrative expenses
Impairment of exploration assets
Operating loss
Gain on disposal of investment
Finance costs
Finance income
Grant income
Recovery of impairment on listed investment
Loss before tax
Tax expense
Loss for the year
Loss attributable to:
Owners of the parent
Non-controlling interests
Note
2023
£
2022
£
8
3
3
6
5
(2,501,263)
(350,158)
(1,806,582)
(36,988)
(2,851,421)
(1,843,570)
-
(197,724)
7,923
96,750
6,563
21,951
(304,806)
176
84,797
-
(2,937,909)
(2,041,452)
-
-
(2,937,909)
(2,041,452)
15
(2,863,959)
(73,950)
(1,948,459)
(92,993)
(2,937,909)
(2,041,452)
Loss per share attributable to the ordinary equity holder of the
parent:
Basic and diluted (pence)
7
(0.26)
(0.23)
The notes on pages 56 to 91 form part of these financial statements
48
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Loss for the year
(2,937,909)
(2,041,452)
Note
2023
£
2022
£
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Exchange losses arising on translation of foreign operations
(196,950)
(32,945)
(196,950)
(32,945)
Total comprehensive loss
(3,134,859)
(2,074,397)
Total comprehensive loss attributable to:
Owners of the parent
Non-controlling interests
15
(3,032,416)
(102,443)
(2,020,889)
(53,508)
(3,134,859)
(2,074,397)
The notes on pages 56 to 91 form part of these financial statements
49
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Company Number 02330496
Note
ASSETS
NON-CURRENT ASSETS
Intangible assets
Property, plant and equipment
Investments
Loans and other financial assets
Right-of-use asset
CURRENT ASSETS
Trade and other receivables
Cash and cash equivalents
TOTAL ASSETS
EQUITY
SHAREHOLDERS' EQUITY
Share capital
Share premium
Capital contribution reserve
Share based payment reserve
Merger reserve
Translation reserve
Accumulated losses
Non-controlling interests
TOTAL EQUITY
LIABILITIES
CURRENT LIABILITIES
Trade and other payables
Lease liability
Borrowings
NON-CURRENT LIABILITIES
Lease liability
TOTAL LIABILITIES
8
9
10
11
12
13
14
16
18
18
18
18
18
18
15
19
20
21
20
2023
£
2022
£
14,873,326
87,755
6,563
5,209
63,158
15,036,011
152,004
905,555
1,057,559
13,002,465
129,715
-
5,181
19,279
13,156,640
220,427
1,776,556
1,996,983
16,093,570
15,153,623
11,571,875
27,141,444
46,451
903,766
137,700
(1,457,872)
(23,235,514)
15,107,850
8,317,106
24,689,311
46,451
516,098
137,700
(1,289,415)
(20,323,414)
12,093,837
514,430
568,732
15,622,280
12,662,569
433,662
22,575
-
456,237
15,053
15,053
471,290
625,730
10,840
1,845,947
2,482,517
8,537
8,537
2,491,054
TOTAL EQUITY AND LIABILITIES
16,093,570
15,153,623
The financial statements were approved and authorised for issue by the Board of Directors on 17 May 2024 and
were signed on its behalf by:
Mr Ed Bowie – Director
The notes on pages 56 to 91 form part of these financial statements
50
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
COMPANY STATEMENT OF FINANCIAL POSITION
Company Number 02330496
Note
ASSETS
NON-CURRENT ASSETS
Property, plant and equipment
Investments
Loans and other financial assets
CURRENT ASSETS
Trade and other receivables
Cash and cash equivalents
TOTAL ASSETS
EQUITY
SHAREHOLDERS' EQUITY
Share capital
Share premium
Capital contribution reserve
Share based payment reserve
Merger reserve
Accumulated losses
TOTAL EQUITY
LIABILITIES
CURRENT LIABILITIES
Trade and other payables
Borrowings
TOTAL LIABILITIES
9
10
11
13
14
16
18
18
18
18
18
19
21
2023
£
2022
£
964
3,967,878
12,839,865
16,808,707
49,155
794,909
844,064
834
3,645,181
11,084,289
14,730,304
53,284
1,667,840
1,721,124
17,652,771
16,451,428
11,571,875
27,141,444
46,451
903,766
137,700
(22,276,683)
17,524,553
8,317,106
24,689,311
46,451
516,098
137,700
(19,317,455)
14,389,211
128,218
-
128,218
216,270
1,845,947
2,062,217
TOTAL EQUITY AND LIABILITIES
17,652,771
16,451,428
As permitted by Section 408 of the Companies Act 2006, the income statement of the parent Company is not
presented as part of these financial statements. The parent Company's loss for the financial year was £2,959,228
(2022: loss of £1,372,662).
These financial statements were approved and authorised for issue by the Board of Directors on 17 May 2024
and were signed on its behalf by:
Mr Ed Bowie – Director
The notes on pages 56 to 91 form part of these financial statements
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t
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
CONSOLIDATED STATEMENT OF CASH FLOWS
Cash flows from operating activities
Loss before income tax
Depreciation of property, plant and equipment
Equity-settled share-based transactions
Impairment of exploration costs
Loss on disposal of property, plant and equipment
Gain on disposal of right of use assets
Finance income
Finance cost
Grant income
Gain on sale of investment
Amortisation of right-of-use assets
Unrealised foreign exchange losses
Recovery of impairment on listed investment
Decrease/(increase) in trade and other receivables
Decrease in trade and other payables
Note
4
4
9
3
3
6
12
2023
£
(2,937,909)
43,276
387,668
350,158
643
(58)
(7,923)
197,724
(96,750)
-
29,478
86,637
(6,563)
(1,953,619)
61,395
(277,400)
2022
£
(2,041,452)
45,133
240,537
36,988
-
-
(176)
304,806
(84,797)
(21,951)
6,384
55,337
-
(1,459,191)
(36,535)
(43,827)
Net cash used in operating activities
(2,169,624)
(1,539,553)
Cash flows from investing activities
Purchase of intangible assets
Purchase of property, plant and equipment
Payments for improvements of right of use assets
Disposal of investments
Grant receipt
Grant repaid
Interest received
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Payment of share issue costs
Lease principal
Lease interest paid
Proceeds from borrowings, net of issue costs
Interest paid
8
9
4
6
3
16
20
20
21
(2,308,473)
(7,052)
(33,121)
-
96,750
-
7,923
(1,536,674)
(34,397)
-
21,951
84,797
(39,849)
176
(2,243,973)
(1,503,996)
4,373,056
(704,587)
(21,228)
(2,420)
-
-
-
-
(6,347)
(264)
1,554,381
(10)
Net cash from financing activities
3,644,821
1,547,760
Decrease in cash and cash equivalents
Cash and cash equivalents at beginning of year
Effect of foreign exchange rate changes
(768,776)
1,776,556
(102,225)
(1,495,789)
3,336,134
(63,789)
Cash and cash equivalents at end of year
905,555
1,776,556
The notes on pages 56 to 91 form part of these financial statements
54
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
COMPANY STATEMENT OF CASH FLOWS
Cash flows from operating activities
Loss before income tax
Expected credit losses
Equity-settled share-based transactions
Depreciation of property, plant and equipment
Loss on disposal of property, plant and equipment
Finance income
Finance cost
Gain on disposal of investment
Unrealised foreign exchange losses
Recovery of impairment on listed investment
Decrease/(increase) in trade and other receivables
(Decrease)/increase in trade and other payables
Note
11
3
2023
£
(2,959,228)
1,001,537
321,534
233
643
(7,655)
195,304
-
86,637
(6,563)
(1,367,558)
4,129
(88,052)
2022
£
(1,372,662)
5,336
173,344
278
-
(170)
304,529
(21,951)
55,337
-
(855,959)
(12,099)
101,779
Net cash used in operating activities
(1,451,481)
(766,279)
Cash flows from investing activities
Loans to subsidiaries
Interest received
Financing of subsidiary
Grant repaid
Purchase of property, plant and equipment
Disposal of investments
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Payment of share issue costs
Proceeds from borrowings
11
3
10
20
4
16
21
(2,757,113)
7,655
(250,000)
-
(1,006)
-
(909,975)
170
(1,200,000)
(39,849)
-
21,951
(3,000,464)
(2,127,703)
4,373,056
(704,587)
-
-
-
1,554,381
Net cash from financing activities
3,668,469
1,554,381
Decrease in cash and cash equivalents
Cash and cash equivalents at beginning of year
Effect of foreign exchange rate changes
(783,476)
1,667,840
(89,455)
(1,339,601)
3,075,741
(68,300)
Cash and cash equivalents at end of year
794,909
1,667,840
The notes on pages 56 to 91 form part of these financial statements
55
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Material accounting policy information
Nature of operations
Beowulf Mining plc (the “Company”) is domiciled in England. The Company's registered office is 201 Temple
Chambers, 3-7 Temple Avenue, London, EC4Y 0DT. These consolidated financial statements comprise the
Company and its subsidiaries (collectively the “Group” and individually “Group companies”). The Group is
engaged in the acquisition, exploration and evaluation of natural resources assets and has not yet generated
revenues.
The principal accounting policies applied in the preparation of these consolidated financial statements are set
out below:
Going concern
As at 31 December 2023, the Group had a cash balance of £0.91 million (2022: £1.78 million) and the Company
had a cash balance of £0.79 million (2022: 1.67 million).
As disclosed in Note 28, on 16 February 2024, in conjunction with the Company’s right issue, the Company
entered into a short-term bridging loan of SEK 10 million (approx. £724k) with the underwriters of the rights issue
to ensure that the Company has sufficient financial resources to continue advancing its projects ahead of the
right issue being finalised. The bridging loan accrues interest of 1.5% per 30-day period and is repayable on 31
May 2024. The bridging loan was repaid early in April 2024 using part of the proceeds from the capital raise on
the right issue, noted below.
On 3 April 2024 the Company announced the completion of the capital raise with a total of £4.3 million (SEK 56.3
million) gross raised to fund the development of the Company’s assets through their next key valuation
milestones. The net funds raised after the loan repayment and share issue transaction costs are £3.0 million (see
note 28).
Therefore, at the date of this report, based on management prepared cashflow forecasts, the Directors are
confident that the Group and Company has raised sufficient capital to fund the Group’s key projects and
investments for the period to June 2025 but note that further funds will be required within a few months post
this date to allow the Group and Company to realise its assets and discharge its liabilities in the normal course of
business. There are currently no agreements in place and there is no certainty that the funds will be raised within
the appropriate timeframe. These conditions indicate the existence of a material uncertainty which may cast
significant doubt over the Group’s and the Company’s ability to continue as going concerns and therefore, the
Group and the Parent Company may be unable to realise their assets and discharge their liabilities in the normal
course of business. The Directors will continue to explore funding opportunities at both asset and corporate
levels. The Directors have a reasonable expectation that funding will be forthcoming based on their past
experience and therefore believe that the going concern basis of preparation is deemed appropriate and as such
the financial statements have been prepared on a going concern basis. The financial statements do not include
any adjustments that would result if the Group and the Company were unable to continue as going concerns.
Basis of preparation
The consolidated and individual Company financial statements have been prepared in accordance with UK
adopted international accounting standards. The policies have been consistently applied to both the parent
Company and Group. The financial statements are presented in GB Pounds Sterling. They are prepared on the
historical cost basis or the fair value basis where the fair valuing of relevant assets and liabilities has been applied.
Merger relief under s612 of the Companies Act 2006 removes the requirement to credit the share premium
account and where the conditions are met, the relief must be applied. However, it allows the investment to be
accounted for at the nominal value of the shares issued or the fair value of the consideration. Where the
investment is to be recorded at fair value, then the credit will be to the merger relief reserve.
56
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Material accounting policy information (continued)
The conditions to qualify for merger relief are:
the consideration for shares in another company includes issued shares;
on completion of the transaction, the company issuing the shares will have secured at least a 90% equity
holding in the other company.
Merger relief was required to be applied in acquisition of Grafintec, in which the Company obtained 100% of the
share capital of Grafintec for shares issued by the Company. Further details of this acquisition are outlined in
note 10.
New standards, amendments and interpretations
Standards and interpretations adopted during the year
Information on new standards, amendments and interpretations that are relevant to the Group and Company
annual report and accounts is provided below:
IFRS 17 Insurance Contracts
Deferred Tax related to Assets and Liabilities arising from a Single Transaction – amendments to IAS 12
Disclosure of Accounting Policies – amendments to IAS 1 and IFRS Practice Statement 2
Definition of Accounting Estimates – amendments to IAS 8
The Group did not have to change its accounting policies or make retrospective adjustments as a result of
adopting these new standards and amendments and they did not have a material impact.
Standards, amendments and interpretations that are not yet effective
There are a number of standards, amendments to standards, and interpretations which have been issued by the
IASB that are effective in future accounting periods that the Group has decided not to adopt early.
The following amendments are effective for the period beginning 1 January 2024:
Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or
Non-current
IFRS 16 Leases (Amendment – Liability in a Sale and Leaseback)
IAS 1 Presentation of Financial Statements (Amendment – Non-current Liabilities with Covenants)
Significant accounting judgements, estimates and assumptions
Beowulf Mining Plc is currently assessing the impact of these new accounting standards and amendments.
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the amounts reported for income and expenses during the year and the amounts
reported for assets and liabilities at the balance sheet date. However, the nature of estimation means that the
actual outcomes could differ from those estimates. The estimates and underlying assumptions are reviewed on
an on-going basis. Revisions to accounting estimates are recognised in the period in which the revision is made.
Control of Vardar Group
Judgement is exercised in assessing the control of the Vardar Group and, in respect of the Parent Company, the
recoverability of the loans made to subsidiary undertakings.
The Company is assessed to have control by virtue of its shareholding in Vardar Minerals Limited, which was
61.1% at 31 December 2023 (2022: 59.5%).
57
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Material accounting policy information (continued)
Significant accounting judgements, estimates and assumptions (continued)
Exploration costs capitalisation
The Group has to apply judgement in determining whether exploration and evaluation expenditure should be
capitalised within intangible assets as exploration costs or expensed. The Group has a policy of capitalising all
costs which relate directly to exploration costs (as set out above). Management apply judgement in determining
if Directors’ remuneration costs are directly attributable to a specific exploration area (project) and should be
capitalised or expensed as incurred. The total value of exploration costs capitalised as at each of the reporting
dates is set out in Note 8.
Exploration assets
The Pitkäjärvi licence was renewed in 2021 and expires on 26 April 2024, a further extension was applied for on
15 March 2024 and remains subject to approval.
The licences for Mitrovica and Viti expired on 27 January 2024. New licence applications were submitted, and
confirmation of receipt was provided on 22 February 2024, which remain subject to approval. With the licence
applications formally lodged with ICMM, no other party may apply for licences over the same area.
Management considers that in each case licence conditions have been met and are confident applications or
renewals will be accepted by receiving authorities.
The Board has considered the impairment indicators as outlined in the Group’s accounting policies and having
done so is of the opinion that no impairment provisions are required for Group’s main assets, Kallak, Aitolampi,
Mitrovica and Viti.
The licence for Åtvidaberg is not expected to be renewed when it expires in 2024 and therefore has been fully
impaired in the year (see note 8).
Sources of estimation and uncertainty
Valuation of share-based payments
Accounting for some equity-settled share-based payment awards required the use of valuation models to
estimate the future share price performance of the Company. These models require the Directors to make
assumptions regarding the share price volatility, risk free rate and expected life of awards in order to determine
the fair values of the awards at grant date (see note 17).
Expected credit losses
The Company, in applying the ECL model under IFRS 9, must make assumptions when implementing the forward-
looking ECL model. This model is required to be used to assess the intercompany loans receivable from
subsidiaries for impairment.
Estimations were made regarding the credit risk of the counterparty and the underlying probability of default in
each of the credit loss scenarios. The scenarios identified by management included Production, Divestment, Fire-
sale and Failure. These scenarios considered technical data, necessary licences to be awarded, the Company’s
ability to raise finance, and ability to sell the project. A reasonable change in the probability weightings of both
the downside scenarios of failure and fire-sale of 3% would result in further impairment of £789,297 (2022:
£626,927).
58
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Material accounting policy information (continued)
Basis of consolidation
(i)
Subsidiaries and acquisitions
The consolidated financial statements incorporate the financial statements of the Company and entities
controlled by the Company (and its subsidiaries) made up to 31 December each year. Control is recognised
where an investor is exposed, or has rights, to variable returns from its investment with the investee, and has
the ability to affect these returns through its power over the investee.
The results of subsidiaries acquired or disposed of during the year are included in the statement of
comprehensive income from the effective date of acquisition, or up to the effective date of disposal, as
appropriate.
Non-controlling interests in subsidiaries are presented separately from the equity attributable to equity owners
of the parent Company. When changes in ownership in a subsidiary do not result in a loss of control, the non-
controlling shareholders’ interests are initially measured at the non-controlling interests’ proportionate share of
the subsidiaries net assets. Subsequent to this, the carrying amount of non-controlling interests is the amount of
those interests at initial recognition plus the non-controlling interests’ share of subsequent changes in equity.
Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling
interests having a deficit balance.
(ii)
Transactions eliminated on consolidation
Intra-Group balances and any unrealised gains and losses or income and expenses arising from intra-Group
transactions are eliminated in preparing the consolidated financial statements.
Intangible assets – deferred exploration costs
All costs incurred prior to the application for the legal right to undertake exploration and evaluation activities on
a project are expensed as incurred. Each asset is evaluated annually at 31 December, to determine whether there
are any indications that impairment exists.
Exploration and evaluation costs arising following the application for the legal right, are capitalised on a project-
by-project basis, pending determination of the technical feasibility and commercial viability of the project. Costs
incurred include appropriate employee costs and costs pertaining to technical and administrative overheads.
Exploration and evaluation activities include:
•
•
•
•
•
•
researching and analysing historical exploration data;
gathering exploration data through topographical, geochemical and geophysical studies;
exploratory drilling, trenching and sampling;
determining and examining the volume and grade of the resource;
surveying transportation and infrastructure requirements; and
conducting market and finance studies.
Administration costs that are not directly attributable to a specific exploration area are expensed as incurred.
Exploration costs are carried at historical cost less any impairment losses recognised. When a project is deemed
to no longer have commercially viable prospects to the Group, exploration costs in respect of that project are
deemed to be impaired and written off to the statement of comprehensive income. Once the decision for
investment is taken, the assets will be assessed for impairment and to the extent that these are not impaired,
will be classified as development assets. At the point that production commences these assets will be
depreciated.
59
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Material accounting policy information (continued)
Intangible assets – capitalised development costs
Development costs that are directly attributable to the GAMP project are recognised as intangible assets where
the following criteria are met:
it is technically feasible to complete the intangible asset so that it will be available for use;
management intends to complete the intangible asset and use or sell it;
there is an ability to use or sell the intangible asset;
it can be demonstrated how the intangible asset will generate probable future economic benefits;
adequate technical, financial and other resources to complete the development and to use or sell the
intangible asset are available, and;
the expenditure attributable to the intangible asset during its development can be reliably measured.
Directly attributable costs that are capitalised as part of intangible assets include employee costs and an
appropriate portion of relevant overheads.
Capitalised development costs are recorded as intangible assets and amortised from the point at which the asset
is ready for use.
Impairment
Whenever events or changes in circumstance indicate that the carrying amount of an asset may not be
recoverable an asset is reviewed for impairment. An asset’s carrying value is written down to its estimated
recoverable amount (being the higher of the fair value less costs to sell and value in use) if that is less than the
asset’s carrying amount.
Impairment reviews for exploration costs are carried out on a project by project basis, with each project
representing a potential single cash generating unit. An impairment review is undertaken when indicators of
impairment arise such as:
title to the asset is compromised;
(i) unexpected geological occurrences that render the resource uneconomic;
(ii)
(iii) variations in mineral prices that render the project uneconomic;
(iv) substantive expenditure on further exploration and evaluation of mineral resources is neither
budgeted nor planned; and
the period for which the Group has the right to explore has expired and is not expected to be renewed.
(v)
Property, plant and equipment
Items of property, plant and equipment are stated at historical cost less accumulated depreciation.
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful
life.
Office equipment
Computer equipment
Motor vehicles
Machinery and equipment - 20 to 25 per cent on reducing balance
- 25 per cent on reducing balance
-
25 per cent on reducing balance
- 20 per cent on reducing balance
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet
date.
60
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Material accounting policy information (continued)
Leased assets
When entering into a contract the Group assesses whether or not a lease exists. A lease exists if a contract
conveys a right to control the use of an identified asset under a period of time in exchange for consideration.
Leases of low value items and short-term leases (leases of less than 12 months at the commencement date) are
charged to the profit or loss on a straight-line basis over the lease term in administrative expenses.
The Group recognises right-of-use assets at cost and lease liabilities at the lease commencement date based on
the present value of future lease payments. The right-of-use assets are amortised on a straight-line basis over
the length of the lease term. The lease liabilities are recognised at amortised cost using the effective interest rate
method. Discount rates used reflect the incremental borrowing rate specific to the lease.
Investments in subsidiaries
Investments in subsidiary undertakings are stated at cost less provision for any impairment in value.
Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at call with banks, and other short term highly
liquid investments with original maturities of three months or less.
Financial assets
The Group classifies its financial assets at amortised cost and at fair value through profit or loss. Management
determines the classification of its financial assets at initial recognition.
Amortised cost
The Group’s financial assets held at amortised cost comprise trade and other receivables, cash and cash
equivalents and loans and other financial assets in the consolidated statement of financial position.
These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an
active market. They arise principally through financial assets where the objective is to hold their assets in order
to collect contractual cash flows and the contractual cash flows are solely payments of the principal and interest.
They are initially recognised at fair value plus transaction costs that are directly attributable to their acquisition
or issue and are subsequently carried at amortised cost using the effective interest rate method, less provision
for impairment.
Impairment provisions for trade receivables are recognised based on the simplified approach within IFRS 9 using
the lifetime ECLs. During this process the probability of the non-payment of the trade receivables is assessed.
This probability is then multiplied by the amount of the expected loss arising from default to determine the
lifetime ECL for the trade receivables. For trade receivables, which are reported net; such provisions are recorded
in a separate provision account with the loss being recognised within administrative expenses in the consolidated
statement of comprehensive income. On confirmation that the trade receivable will not be collectable, the gross
carrying value of the asset is written off against the associated provision.
Expected credit loss provisions for other receivables are recognised based on a forward-looking expected credit
loss model. The methodology used to determine the amount of the provision is based on whether there has been
a significant increase in credit risk since initial recognition of the financial asset. For those where the credit risk
has not increased significantly since initial recognition of the financial asset, twelve month expected credit losses
along with gross interest income are recognised. For those for which credit risk has increased significantly,
lifetime expected credit losses along with the gross interest income are recognised. For those that are
determined to be credit impaired, lifetime expected credit losses along with interest income on a net basis are
recognised.
61
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Material accounting policy information (continued)
Fair value through profit or loss
The Group’s financial assets held at fair value through profit or loss comprise equity investments held. These are
carried in the statement of financial position at fair value (refer to fair value hierarchy below). Subsequent to
initial recognition, changes in fair value are recognised in the statement of comprehensive income.
Financial liabilities
The Group’s financial liabilities include trade and other payables and borrowings. All financial liabilities are
recognised initially at fair value, net of transaction costs incurred, and are subsequently stated at amortised cost,
using the effective interest method.
Borrowings include convertible debt with settlement terms that fail the fixed for fixed criterion and are treated
as containing an embedded derivative liability, where this is recognised the loan value is allocated between the
derivative value and the loan residual which is carried at amortised cost. Borrowings are derecognised when the
obligation is extinguished.
Unless otherwise indicated, the carrying values of the Group’s financial liabilities measured at amortised cost
represents a reasonable approximation of their fair values.
Share capital
Financial instruments issued by the Group are classified as equity only to the extent that they do not meet the
definition of a financial liability or financial asset.
Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.
Where equity instruments are issued as part of an acquisition they are recorded at their fair value on the date of
acquisition.
The Group's ordinary shares are classified as equity instruments.
Taxation
Current tax, including UK corporation tax and foreign tax, is provided at amounts expected to be paid (or
recovered) using the tax rates and laws that have been enacted or substantively enacted by the balance sheet
date.
Deferred tax is recognised, using the liability method, in respect of temporary differences between the carrying
amount of the Group’s assets and liabilities and their tax base.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax
assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same
taxation authority. Any remaining deferred tax asset is recognised only when, on the basis of all available
evidence, it can be regarded as probable that there will be suitable taxable profits, within the same jurisdiction,
in the foreseeable future against which the deductible temporary difference can be utilised.
Deferred tax is determined using tax rates that are expected to apply in the periods in which the asset is realised
or liability settled, based on tax rates and laws that have been enacted or substantively enacted by the balance
sheet date.
Current and deferred tax is recognised in the profit or loss, except when the tax relates to items charged or
credited directly in equity, in which case the tax is also recognised directly in equity.
62
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Material accounting policy information (continued)
Foreign currencies
The individual financial statements of each Group entity are presented in the currency of the primary economic
environment in which the entity operates (its functional currency). For the purpose of the consolidated financial
statements, the results and financial position of each entity are expressed in GB Pounds Sterling which is the
presentation currency for the Group and Company financial statements. The functional currency of the Company
is the GB Pounds Sterling.
In preparing the financial statements of the individual entities, transactions in currencies other than the entity’s
functional currency (foreign currencies) are recorded at the rates of exchange prevailing on the dates of the
transactions. At each balance sheet date, monetary items denominated in foreign currencies are retranslated at
the rates prevailing at the balance sheet date.
Exchange differences arising on the settlement of monetary items and on the retranslation of monetary items
are included in the statement of comprehensive income for the period.
For the purpose of presenting consolidated financial statements, the assets and liabilities of the Group’s foreign
operations are expressed in GB Pounds Sterling using exchange rates prevailing at the balance sheet date. Income
and expense items are translated at the average exchange rates for the period. Exchange differences arising, if
any, are classified as other comprehensive income and are transferred to the Group’s translation reserve.
Foreign currency movements arising from the Group’s net investment, which comprises equity and long-term
debt, in subsidiary companies whose functional currency is not the GB Pounds Sterling are recognised in the
translation reserve, included within equity until such time as the relevant subsidiary company is sold, whereupon
the net cumulative foreign exchange difference relating to the disposal is transferred to profit and loss.
Share-based payment transactions
Where equity settled share options are awarded to employees, the fair value of the options at the date of grant
is charged to the income statement over the vesting period. Non-market vesting conditions are taken into
account by adjusting the number of equity instruments expected to vest at each balance sheet date so that,
ultimately, the cumulative amount recognised over the vesting period is based on the number of options that
eventually vest. Market vesting conditions are factored into the fair value of all options granted. As long as all
other vesting conditions are satisfied, a charge is made irrespective of whether market vesting conditions are
satisfied. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
Where terms and conditions of options are modified before they vest, the increase in the fair value of the options,
measured immediately before and after the modification, is also charged to the income statement over the
remaining vesting period.
Where equity instruments are granted to persons other than employees, the income statement or share
premium account, if appropriate, are charged with the fair value of goods and services received.
Government grants
Government grants received on capital expenditure are generally deducted in arriving at the carrying amount of
the asset purchased. Grants for revenue expenditure are recorded gross in the Group income statement.
63
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Employees and directors
Group
Company
2023
£
1,156,604
182,611
20,832
1,360,047
2022
£
794,969
138,192
10,691
943,852
Wages and salaries
Social security costs
Other benefits
Directors’ remuneration is as follows:
Directors’ emoluments, including salary and fees
Payments for loss of office
Shared-based payments
2023
£
637,755
56,454
15,401
709,610
2023
£
443,157
210,000
321,534
974,691
2022
£
308,543
45,632
6,554
360,729
2022
£
315,097
-
173,345
488,442
Further details pertaining to Directors’ remuneration can be found in the Directors’ remuneration report on
page 33.
The remuneration of the highest paid Director who served during the year was Kurt Budge which consisted of
base salary of £210,000 (2022: £210,000).
The average monthly number of employees and Directors during the year was as follows:
Directors
Employees
3. Finance income and costs
Finance income:
Deposit account interest
Finance costs:
Interest on lease liabilities
Interest on loans and borrowings
Other interest paid
Group
2023
Number
3
12
2023
£
7,923
7,923
2,420
195,304
-
197,724
Group
2022
Number
3
10
Company
2023
Number
Company
2022
Number
3
-
3
-
Group
Company
2022
£
176
176
267
304,529
10
304,806
2023
£
7,655
7,655
-
195,304
-
195,304
2022
£
170
170
-
304,529
-
304,529
64
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Loss before tax and auditor’s remuneration
a. The loss before tax is stated after charging:
Depreciation of property, plant and equipment (note 9)
Amortisation of right-of-use asset (note 12)
Share-based payment expense
Foreign exchange differences
Loss on disposal of property, plant and equipment (note 9)
Gain on disposal of right of use assets (note 12)
Gain on disposal of investment1
Recovery of impairment on listed investments2
Impairment of exploration costs (note 8)
2023
£
43,276
29,478
387,668
58,035
643
(58)
-
6,653
350,158
2022
£
45,133
6,353
240,537
68,302
-
-
21,951
-
36,988
1Gain on disposal of investment relates to shares held in Sunvest Corporation Limited, which were previously impaired in full.
2Recovery of impairment on listed investments related to shares held in Marula Mining Plc, which were previously impaired in
full.
b. Auditor’s remuneration
Fees payable to the Group’s auditor for the audit of the consolidated
financial statements
Fees payable to the Group auditor for other services:
- audit of subsidiaries pursuant to legislation
- review of quarterly financial statements
- tax compliance services
5.
Income tax
Analysis of tax expense
2023
£
2022
£
103,290
57,005
-
3,240
-
106,530
6,000
3,208
11,826
78,039
No liability to UK corporation tax arose on ordinary activities for the year ended 31 December 2023 or for the
year ended 31 December 2022.
Factors affecting the tax expense
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is
explained below:
2023
£
2022
£
Loss on ordinary activities before income tax
(2,937,909)
(2,041,452)
Tax thereon at a UK corporation tax rate of 23.5% (2022: 19%)
Effects of:
Non-deductible expenditure
Tax losses not recognised
Losses of overseas subsidiaries to be carried forward
(690,409)
(387,876)
75,615
390,715
224,079
-
32,936
241,390
113,550
-
65
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
5.
Income tax (continued)
The main rate of UK corporation tax for the year ended 31 December 2023 and up to 1 April 2023 was 19 per
cent. From 1 April 2023, the main rate of UK corporation tax increased to 25 per cent, resulting in an effective
tax rate of 23.5% for the year ended 31 December 2023. The Group has estimated UK losses of £16,656,271
(2022: £14,993,653) and foreign losses of £5,780,656 (2022: £4,659,376) available to carry forward against future
trading profits. The value of unrecognised deferred tax assets in respect of the UK losses amounts to £4,164,068
(2022: £3,748,413) and foreign losses of £1,041,936 (2022: £804,730). The Directors believe that due to the
uncertainty over when the tax losses will be utilised it is appropriate not to recognise a deferred tax asset at this
time.
6. Grant income
Business Finland
2023
£
96,750
96,750
2022
£
84,797
84,797
Grafintec is participating in project titled “BATCircle – the development of a Finland-based Circular Ecosystem of
Battery Metals”. BATCircle is part of the European Union (“EU”) Strategic Energy Technology Programme. The
project is being administered by Business Finland and a 50 per cent contribution to a budget of €791,000
(approximately £700,000) for Phase 2 and €224,900 (approximately £200,000) Phase 1. The funds will be used
for graphite purification and spheroidization test work, and the further assessment of Grafintec’s graphite for
battery applications. The funding is released by the administrator as incurred with Phase 1 running from 1 January
2019 to 31 January 2020 and Phase 2 running from 1 January 2021 to 31 December 2023. In the year to 31
December 2023, £96,750 has been recognised as grant income (2022: £84,797).
7. Basic and diluted loss per share
The calculation of basic and diluted loss per share at 31 December 2023 was based on the loss attributable to
ordinary shareholders of £2,863,959 (2022: £1,948,459) and a weighted average number of Ordinary Shares
outstanding during the year ended 31 December 2023 of 1,084,958,359 (2022: 831,710,636) calculated as
follows:
2023
£
2022
£
Loss attributable to ordinary shareholders
(2,863,959)
(1,948,459)
Weighted average number of ordinary shares
2023
Number
2022
Number
Number of shares in issue at the beginning of the year
Effect of shares issued during year
Weighted average number of ordinary shares in issue for the year
831,710,636
253,247,723
1,084,958,359
831,710,636
-
831,710,636
The diluted earnings per share is identical to the basic loss per share as the exercise of warrants and options
would be anti-dilutive.
Following the year end, the Company issued 52,326,758 new Ordinary shares as consideration for the
consolidation of ownership of Vardar Minerals Limited. The calculation of loss per share has not been adjusted
as the issue of shares does not affect the amount of capital used to produce profit or loss for the year.
66
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
8.
Intangible assets – Group
COST
At 1 January 2022
Additions for the year – cash
Additions for the year – non-cash
Foreign exchange movements
Impairment
At 31 December 2022
At 1 January 2023
Additions for the year – cash
Additions for the year – non-cash
Foreign exchange movements
Impairment
At 31 December 2023
NET BOOK VALUE
At 31 December 2023
At 31 December 2022
Exploration
costs
£
11,235,656
1,536,674
314,272
(47,149)
(36,988)
13,002,465
13,002,465
2,232,694
98,208
(185,376)
(350,158)
14,797,833
Other
intangible
assets
£
-
-
-
-
-
-
-
75,779
-
(286)
-
75,493
Total
£
11,235,656
1,536,674
314,272
(47,149)
(36,988)
13,002,465
13,002,465
2,308,473
98,208
(185,662)
(350,158)
14,873,326
14,797,833
13,002,465
75,493
-
14,873,326
13,002,465
The net book value of exploration costs is comprised of expenditure on the following projects:
Kallak
Åtvidaberg
Ågåsjiegge
Pitkäjärvi
Karhunmaki
Rääpysjärvi
Mitrovica
Viti
Emas
Luopioinen
Shala
2023
£
2022
£
9,481,130
-
-
1,667,854
55,935
174,060
2,527,239
680,331
41,693
4,812
164,779
14,797,833
7,666,563
358,694
7,718
1,641,836
56,089
148,430
2,430,150
687,065
1,663
4,257
-
13,002,465
Total Group exploration costs of £14,797,833 are currently carried at cost in the financial statements. The Group
will need to raise funds and/or bring in joint venture partners to further advance exploration and development
work. An amount of £183,034 was recorded against the projects for services provided by the Directors during
the year (2022: £262,684).
In Sweden, on 24 January 2023, the Company announced the positive economic results of the Kallak North
Scoping Study. Management have considered that there is no current risk associated with Kallak and thus have
not impaired the project.
67
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
8.
Intangible assets – Group (continued)
In Finland, the development of downstream capabilities is a key part of Grafintec's strategy. During the year, the
Company announced the results of a PFS, envisaging importing Spherical Purified Graphite (“SPG”) and producing
an initial 20,000 tonne per annum of Coated Spherical Graphite (“CSPG”), for sale to anode manufacturers. The
economics of the study were extremely positive with an after-tax NPV8 of US$242 million, an Internal Rate of
Return of 39 per cent, and a Payback Period of 2.4 years.
To support a sustainable graphite anode value chain in Finland, Grafintec is focused on expanding its resource
footprint and increasing its raw materials' inventory, primary and recycled, feeding downstream processing,
leveraging renewable power, targeting net zero CO2 emissions across the supply chain.
The Company's most advanced natural flake graphite project, Aitolampi, has an Indicated and Inferred Mineral
Resource of 26.7 Mt at 4.8 per cent TGC for 1,275,000 tonnes of contained graphite. In addition to Aitolampi, the
Company has other graphite exploration prospects, including Rääpysjärvi for which positive exploration results
were announced during the prior year.
In Kosovo, Vardar has three exploration licence areas, Mitrovica, Viti and Shala. Significant progress continues
to be made in Kosovo. The Company has also made further investments to fund drilling and taking the Company’s
ownership of Vardar to approximately 61.1 per cent.
The focus of activity in 2023 was on low-cost exploration including mapping, sampling and drone magnetic
surveys to identify and refine exploration targets.
In the year, an impairment provision of £350,158 was recognised for project costs capitalised for projects at
Ågåsjiegge and Åtvidaberg (2022: £36,988 in project Merivaara) on the basis that licence at Ågåsjiegge was
relinquished early and the licence at Åtvidaberg will not be renewed. In respect of the other licence areas, no
impairment indicators have been identified. The impairment is charged as an expense and included within the
consolidated income statement.
Other intangible assets capitalised are development costs incurred following the feasibility of GAMP project. This
development has attained a stage that it satisfies the requirements of IAS 38 to be recognised as intangible asset
in that it has the potential to completed and used, provide future economic benefits, its costs can be measured
reliably and there is the intention and ability to complete. The development costs will be held at cost less
impairment until the completion of the GAMP project at which stage they will be transferred to the value of the
Plant.
68
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
9. Property, plant and equipment
Group
Cost
At 1 January 2022
Additions
Foreign exchange movements
At 31 December 2022
Depreciation
At 1 January 2022
Charge for year
Foreign exchange movements
At 31 December 2022
Group
Cost
At 1 January 2023
Additions
Disposals
Reclassification
Foreign exchange movements
At 31 December 2023
Depreciation
At 1 January 2023
Charge for year
Disposals
Foreign exchange movements
At 31 December 2023
Net book value
At 31 December 2023
At 31 December 2022
Office
equipment
£
2,975
-
(21)
2,954
1,787
1,006
36
2,829
Office
equipment
£
2,953
-
-
1,806
(126)
4,633
2,829
741
-
(102)
3,468
1,165
125
Machinery
&
equipment
£
98,830
31,667
3,349
133,846
48,436
24,053
1,708
74,197
Machinery
&
equipment
£
133,846
6,046
-
5,524
(5,255)
140,161
74,197
22,886
-
(2,752)
94,331
45,830
59,649
Computer
equipment
£
1,499
-
-
1,499
387
278
-
665
Computer
equipment
£
1,499
1,006
(1,499)
-
-
1,006
665
233
(856)
-
42
964
834
Total
£
249,849
34,397
2,749
286,995
116,421
45,133
(4,274)
157,280
Total
£
286,994
7,052
(1,499)
-
(11,532)
281,015
157,280
43,276
(856)
(6,440)
193,260
87,755
129,715
Motor
vehicles
£
146,545
2,730
(579)
148,696
65,811
19,796
(6,018)
79,589
Motor
vehicles
£
148,696
-
-
(7,330)
(6,151)
135,215
79,589
19,416
-
(3,586)
95,419
39,796
69,107
69
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
9. Property, plant and equipment (continued)
Company
Cost
At 1 January 2022
At 31 December 2022
Depreciation
At 1 January 2022
Charge for year
At 31 December 2022
Company
Cost
At 1 January 2023
Additions
Disposals
At 31 December 2023
Depreciation
At 1 January 2023
Charge for year
Disposals
At 31 December 2023
Net book value
At 31 December 2023
At 31 December 2022
Computer
equipment
£
1,499
1,499
387
278
665
Computer
equipment
£
1,499
1,006
(1,499)
1,006
665
233
(856)
42
964
834
Total
£
1,499
1,499
387
278
665
Total
£
1,499
1,006
(1,499)
1,006
665
233
(856)
42
964
834
70
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
10. Investments
Cost
At 1 January 2022
Acquisitions
At 31 December 2022
At 1 January 2023
Acquisitions
Recovery of impairment
At 31 December 2023
Listed investments
Group and
Company
listed
investments
£
-
-
-
-
-
6,563
6,563
Company
Shares in
subsidiaries
£
2,377,988
1,267,193
3,645,181
3,645,181
322,697
-
3,967,878
The listed investment includes equity investment in Marula Mining Plc which is recognised at fair value.
Shares in subsidiaries
Further investments in the share capital of subsidiaries of Vardar constitute additions during the year of £250,000
(2022: £1,200,000) to increase the Company’s shareholding in Vardar from 59.5% to 61.1%. The share capital of
Vardar was reclassified to share capital of subsidiaries following control being obtained on 1 April 2019. The basis
for control was assessed on the on the Group’s ability to exercise power over Vardar through combination of the
increased investment in Vardar and the appointment of the CEO as Investor Director, which conveyed
substantive rights to direct the actions of Vardar that would ultimately affect the returns of the investee.
The additional investment during the year includes a share-based payment expense of £66,134 in relation to
share options granted to employees of the Company’s subsidiaries Grafintec and JIMAB.
Included within the brought forward investment is 100 per cent of the share capital of Grafintec, that was
acquired during the year ended 31 December 2016 and holds a portfolio of four early-stage graphite exploration
projects. At the time of acquisition, Beowulf paid for 100 per cent of the share capital of Grafintec by issuing 2.55
million ordinary shares in the Company, with two further tranches of 2.1 million ordinary shares to be issued on
achievement of certain performance milestones.
The first tranche of 2.1 million ordinary shares was issued on the anniversary of 24 months from the date of the
acquisition, in accordance and Mr Blomqvist having worked for the Company as a full-time employee during that
period. The second tranche of shares will be issued on completion of a bankable feasibility study on one of the
graphite projects in the portfolio.
The total number of ordinary shares that may be issued, if all performance milestones are achieved, is 6.75
million ordinary shares. Beowulf will issue up to a further 2.1 million additional consideration shares in the form
of a share-based payment transaction to the former owner, Rasmus Blomqvist. The share-based payments fall
within the scope of IFRS 2 and are fair valued at the grant date based on the estimated number of shares that
will vest. The fair value has been prepared using a Black-Scholes pricing model including a share price of 6.4
pence, option life of two years, volatility of 49.79 per cent and a risk-free rate of 0.698 per cent.
There was nil consideration recognised in the financial statements for the year ended 31 December 2023, (2022:
£Nil). No further share-based payment expense for the consideration shares was capitalised to intangibles in the
year ended 31 December 2023 (2022: £Nil).
71
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
10. Investments (continued)
The remaining investment in subsidiaries includes the share capital of the Company’s directly owned subsidiaries,
listed below.
Step up interest in Vardar Minerals
The investment in Vardar gives the Company exposure to a portfolio of exploration licences situated in the
European Tertiary calc-alkaline Tethys Arc most notable for its lead-zinc-silver mining districts, as well as recent
porphyry related copper and gold discoveries. On 12 March 2023, a further investment of £250,000 was made
to increase the Company’s shareholding in Vardar from 59.5% to 61.1%.
Further investment in Vardar was recognised as an increase to accumulated losses of £48,141 (2022: £297,201).
The Group consists of the following subsidiary undertakings:
Name
Grafintec Oy
Jokkmokk Iron Mines AB
Beowulf Mining Sweden AB
Wayland Copper Limited
Wayland Sweden AB
Vardar Minerals Ltd
UAV Geophysics (UK) Ltd
Vardar Geoscience BVI Ltd
Vardar Geoscience Kosovo L.L.C
Vardar Exploration Kosovo L.L.C
(1) Indirectly held
(2) Effective interest
Activity
Mineral exploration
Mineral exploration
Mineral exploration
Holding company
Mineral exploration
Mineral exploration
Dormant
Incorporated
Finland
Sweden
Sweden
UK
Sweden
UK
UK
British Virgin Islands Holding company
Kosovo
Kosovo
Mineral exploration
Mineral exploration
2023
% holding
100%
100%
100%
65.25%
(1)(2)65.25%
61.1%
(1)(2) 61.1%
(1)(2) 61.1%
(1)(2) 61.1%
(1)(2) 61.1%
2022
% holding
100%
100%
100%
65.25%
(1)(2)65.25%
59.5%
(1)(2)59.5%
(1)(2)59.5%
(1)(2)59.5%
(1)(2)59.5%
The registered offices of the subsidiary undertakings as are follows:
Name
Grafintec Oy
Jokkmokk Iron Mines AB
Beowulf Mining Sweden AB
Wayland Copper Limited
Wayland Sweden AB
Vardar Minerals Limited
UAV Geophysics (UK) Ltd
Vardar Geoscience BVI Ltd
Vardar Geoscience Kosovo L.L.C
Vardar Exploration Kosovo L.L.C
Registered office
Plåtslagarevägen 35 A 1, 20320 Turku, Finland
Storgatan 36, 921 31, Lycksele, Sweden
Storgatan 36, 921 31, Lycksele, Sweden
201 Temple Chambers, 3-7 Temple Avenue, London
Storgatan 36, 921 31, Lycksele, Sweden
35-39 Maddox Street, London, England
Stapeley House, London Road, Nantwich, United Kingdom
Trident Chambers, P.O. Box 146, Wickhams Cay 1 Road Town,
British Virgin Islands
Rifat Berisha 23/10, Pristina, Republic of Kosovo
Rifat Berisha 23/10, Pristina, Republic of Kosovo
Details on the non-controlling interest in subsidiaries is given in note 15.
72
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
11. Loans and other financial assets
Group
At 1 January 2022
Foreign exchange movements
At 31 December 2022
At 1 January 2023
Foreign exchange movements
At 31 December 2023
Company
At 1 January 2022
Advances made in the year
ECLs in year
At 31 December 2022
At 1 January 2023
Advances made in the year
ECLs in year
At 31 December 2023
Loans to
group
undertakings
£
10,176,866
909,975
(5,336)
11,081,505
11,081,505
2,757,113
(1,001,537)
12,837,081
Financial
assets
£
2,784
-
-
2,784
2,784
-
-
2,784
Reconciliation of provisions against receivables arising from lifetime ECLs
ECLs
Total provision arising from ECLs
31
December
2022
£
Current year
movement
£
2,106,249
2,106,249
1,001,537
1,001,537
Financial
fixed
assets
£
5,247
(66)
5,181
5,181
28
5,209
Total
£
10,179,650
909,975
(5,336)
11,084,289
11,084,289
2,757,113
(1,001,537)
12,839,865
31
December
2023
£
3,107,786
3,107,786
The Directors have also assessed the cash flow scenarios of the above considerations. Estimations were made
regarding the credit risk of the counterparty and the underlying probability of default in each of the credit loss
scenarios. The scenarios identified by management included Production, Divestment, Fire-sale and Failure. These
scenarios considered technical data, necessary licences to be awarded, the Company’s ability to raise finance,
and ability to sell the project. The expected credit loss is calculated based on the Fire-Sale and Failure outcomes,
being the outcomes with an expected value of less than the carrying value of loans. The expected credit loss
increased due to the impairment of Ågåsjiegge and Åtvidaberg in the year and a reassessment of expected
recoverability of the loans to the subsidiaries. A reasonable change in the probability weightings of 3% to failure
and fire-sale would result in further impairment of £789,297 (2022: £626,927)
Further details of the transactions in the year are shown within related parties disclosure note 25.
73
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
12. Right of use assets
Group
Cost
At 1 January
Additions
Disposals
Foreign exchange movements
At 31 December
Amortisation
At 1 January
Charge
Disposals
Foreign exchange movements
At 31 December
Net book value
At 31 December
13. Trade and other receivables
Buildings
2023
£
Buildings
2022
£
29,774
77,924
(11,493)
(2,305)
93,900
10,496
29,478
(9,577)
345
30,742
11,100
17,506
-
1,169
29,775
3,701
6,353
-
442
10,496
63,158
19,279
Other receivables
VAT
Prepayments and accrued income
Group
Company
2023
£
88,180
51,315
12,509
152,004
2022
£
78,148
121,284
20,995
220,427
2023
£
-
37,515
11,640
49,155
2022
£
-
32,289
20,995
53,284
Included in other receivables is a deposit of £17,724 held by Finnish regulatory authorities (2022: £17,724).
14. Cash and cash equivalents
Group
2023
£
2022
£
Company
2023
£
2022
£
Bank accounts
905,555
905,555
1,776,556
1,776,556
794,909
794,909
1,667,840
1,667,840
74
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
15. Non-controlling interests
The Group has material non-controlling interests arising from its subsidiaries Wayland Copper Limited and Vardar
Minerals Limited. These non-controlling interests can be summarised as follows;
Balance at 1 January
Total comprehensive loss allocated to NCI
Effect of step acquisitions
Total
Wayland Copper Limited
Vardar Minerals Limited
Total
2023
£
568,732
(102,443)
48,141
514,430
2023
£
(164,573)
679,003
514,430
2022
£
325,039
(53,508)
297,201
568,732
2022
£
(163,666)
732,398
568,732
Wayland Copper Limited is a 65.25% per cent owned subsidiary of the Company that has material non-controlling
interests (“NCI”).
Summarised financial information reflecting 100 per cent of the Wayland’s relevant figures is set out below:
Administrative expenses
Loss after tax
Loss allocated to NCI
Other comprehensive loss allocated to NCI
Total comprehensive loss allocated to NCI
Current assets
Current liabilities
Net liabilities
Net cash outflow
2023
£
(2,315)
(2,315)
(805)
(102)
(907)
2022
£
(2,931)
(2,931)
(1,019)
(155)
(1,174)
12,973
(486,563)
(473,590)
15,298
(486,280)
(470,982)
-
(725)
Non-controlling interest
(164,573)
(163,666)
75
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
15. Non-controlling interests (continued)
Vardar Minerals Limited, a 61.1% per cent owned subsidiary of the Company that has material non-controlling
interests (“NCI”).
Summarised financial information reflecting 100 per cent of the Vardar Minerals relevant figures is set out below:
Administrative expenses
Loss after tax
Loss allocated to NCI
Other comprehensive income allocated to NCI
Total comprehensive loss allocated to NCI
Current assets
Non-current assets
Current liabilities
Net assets
Net cash (outflow)/inflow
Non-controlling interest
2023
£
(112,400)
(112,400)
(73,145)
(28,391)
(101,536)
20,195
2,388,133
(142,686)
2,265,642
2022
£
(199,197)
(199,197)
(91,974)
39,640
(52,334)
109,099
2,186,253
(214,294)
2,081,058
(51,783)
34,043
679,003
732,398
76
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
16. Share capital
Number
Share
capital
£
At 1 January 2023
Issue of new shares
At 31 December 2023
831,710,636
325,476,827
1,157,187,463
8,317,106
3,254,769
11,571,875
Share
premium
£
24,689,311
2,452,1331
27,141,444
Total
£
33,006,417
5,706,902
38,713,319
Number
Share
capital
£
Share
premium
£
Total
£
At 1 January 2022
At 31 December 2022
831,710,636
831,710,636
8,317, 106
8,317, 106
24,689,311
24,689,311
33,006,417
33,006,417
All issues are for cash unless otherwise stated.
1Includes issue costs of £1,202,696 of which £704,587 was paid in cash and £498,109 in ordinary shares of the
company.
The par value of all Ordinary Shares in issue is £0.01.
The Company has removed the limit on the number of shares that it is authorised to issue in accordance with the
Companies Act 2006.
There were 325,476,827 shares issued in 2023. There were no shares issued in 2022.
77
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
17. Share-based payments
During the year ended 31 December 2023, 12,250,000 options were granted (2022: 23,250,000). The options
outstanding as at 31 December 2023 have an exercise price in the range of 1.00 pence to 7.35 pence (2022: 1.00
pence to 7.35 pence) and a weighted average remaining contractual life of 5 years, 294 days (2022: 7 years, 98
days).
The share-based payments expense for the options for the year ended 31 December 2023 was £387,668 (2022:
£240,537).
The fair value of share options granted and outstanding were measured using the Black-Scholes model, with the
following inputs:
Fair value at grant date
Share price
Exercise price
Expected volatility
Expected option life
Contractual option life
Risk free interest rate
2023
0.52p
1.68p
2.06p
55.2%
2.5 years
5 years
4.800%
2022
3.59p
4.00p
1.00p
100.0%
6 years
10 years
4.520%
2022
3.59p
4.00p
1.00p
100.0%
6 years
10 years
4.520%
2019
1.15p
5.65p
7.35p
51.89%
2 years
10 years
0.718%
The options issued will be settled in the equity of the Company when exercised and have a vesting period of one
year from date of grant.
Reconciliation of options in issue
Outstanding at 1 January
Granted during the year
Lapsed during the year
Outstanding at 31 December
Exercisable at 31 December
Number
2023
32,500,000
12,250,000
-
44,750,000
37,250,000
No warrants were granted during the year (2022: Nil).
Weighted
average
exercise
price(£’s)
2023
0.055
0.021
-
0.046
0.042
Number
2022
13,750,000
23,250,000
(4,500,000)
32,500,000
11,750,000
Weighted
average
exercise
price(£’s)
2022
0.089
0.048
0.120
0.055
0.060
78
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
18. Reserves
The following is a description of each of the reserve accounts that comprise equity shareholders'
funds:
Share capital
The share capital comprises the issued ordinary shares of the Company at par.
Share premium
The share premium comprises the excess value recognised from the issue of ordinary
shares above par value.
Capital contribution reserve
The capital contribution reserve represents historic non-cash contributions to the
Company from equity holders.
Share-based payment reserve Cumulative fair value of options charged to the consolidated income statement net
of transfers to the profit or loss reserve on exercised and cancelled/lapsed options.
Translation reserve
Cumulative gains and losses on translating the net assets of overseas operations to
the presentation currency.
Merger reserve
The balance on the merger reserve represents the fair value of the consideration
given in excess of the nominal value of the ordinary shares issued in an acquisition
made by the issue of shares where the transaction qualifies for merger relief under
the Companies Act 2006.
Accumulated losses
Accumulated losses comprise the Group's cumulative accounting profits and losses
since inception.
19. Trade and other payables
Current:
Trade payables
Social security and other taxes
Other payables
Accruals
Group
Company
2023
£
307,909
14,631
29,900
81,222
433,662
2022
£
448,045
34,493
24,834
118,358
625,730
2023
£
43,511
13,224
851
70,632
128,218
2022
£
148,567
22,771
2,142
42,790
216,270
79
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
20. Lease liability
Nature of leasing activities
Vardar Geoscience leases buildings located in Str. Highway Prishtina Mitrovice Village Shupkove No.2, Kosovo.
Jokkmokk Mining leases office premises located in 962 31 Jokkmokk, Sweden.
2023
No.
2
2023
£
2022
No.
1
2022
£
22,575
10,840
15,053
8,537
37,628
19,377
Buildings
£
7,491
17,506
264
(6,611)
727
19,377
43,126
2,420
(23,648)
(1,974)
(1,673)
37,628
Number of active leases
Lease liability at year end
Group
Current
Lease liability
Non-current
Lease liability
Total lease liability
Analysis of lease liability
Group
At 1 January 2022
Additions
Interest expense
Lease payments
Foreign exchange movements
At 31 December 2022
Additions
Interest expense
Lease payments
Lease disposals
Foreign exchange movements
At 31 December 2023
80
2023
£
22,575
15,053
-
37,628
2022
£
-
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
20. Lease liability (continued)
Analysis of gross value of lease liabilities
Maturity of the lease liabilities is analysed as follows:
Within 1 year
Later than 1 year and less than 5 years
After 5 years
At 31 December 2023
The total cash outflow for leases in 2023 was £25,637 (2022: £6,611).
21. Borrowings
Opening balance
Funds advanced, net of commission
and transaction costs
Finance costs
Effect of FX
Funds repaid
Group
2023
£
2022
£
Company
2023
£
1,845,947
-
1,845,947
-
1,554,381
-
1,554,381
195,304
(2,818)
(2,038,433)
-
304,529
(12,963)
-
1,845,947
195,304
(2,818)
(2,038,433)
-
304,529
(12,963)
-
1,845,947
On 3 July 2022, the Company secured a bridging loan from Nordic investors of SEK 22 million, gross of commission
and transaction costs (approximately: £1.76 million). The loan had a fixed interest rate of 1.5 percent per stated
30-day period during the duration. Accrued interest was compounding. The loan had a commitment fee of 5 per
cent and a maturity date of 28 February 2023.
The loan and accrued interest were repayable at any time prior to the maturity date. If the loan and accrued
interest was not repaid by maturity date, at the latest, the creditors had the right to offset a minimum of SEK 1
million at a time of the loan and accrued interest into SDRs at a price per SDR calculated with a 15 per cent
discount on the volume weighted average price of the SDR during the preceding 5 trading days to the conversion
decision.
The loan was accounted for using an amortised cost using an effective rate of interest. The conversion feature
contained within the loan is considered an embedded derivative and was not assessed to be significant given the
available inputs.
During the year, it became apparent that due to the timing of the receipt of the funds from the rights issue the
Company would not be in a position to pay back the bridging loan facility at its maturity. The outcome of this is
that the holder of the loan enforced the penalty interest for entering another 30-day period, which was circa 1
million SEK. The loan principal and interest totalling £2.04m was repaid via a deduction to the gross proceeds
from the Rights Issue.
81
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
22. Changes in liabilities from financing activities
Group
Leases
£
Borrowings
£
Total
£
Opening balance 1 January 2023
19,377
1,845,947
1,865,324
Cash movements
Lease payments
Total
Non-cash movements
Lease additions
Lease disposals
Finance cost
Funds repaid
Effect of FX
Closing balance 31 December 2023
Group
Opening balance 1 January 2022
Cash movements
Borrowings advances
Lease payments
Total
Non-cash movements
Lease additions
Finance cost
Effect of FX
Closing balance 31 December 2022
Company
(23,648)
(4,271)
-
1,845,947
(23,648)
1,841,676
43,126
(1,974)
2,420
-
(1,673)
37,628
Leases
£
7,491
-
(6,611)
880
17,506
264
727
19,377
-
-
195,304
(2,038,433)
(2,818)
-
Borrowings
£
-
43,126
(1,974)
197,724
(2,038,433)
(4,491)
37,628
Total
£
7,491
1,554,381
-
1,554,381
1,554,381
(6,611)
1,555,261
-
304,529
(12,963)
1,845,947
Borrowings
£
17,506
304,793
(12,236)
1,865,324
Total
£
Opening balance 1 January 2023
1,845,947
1,845,947
Non-cash movements
Funds repaid
Finance cost
Effect of FX
Closing balance 31 December 2023
(2,038,433)
195,304
(2,818)
-
(2,038,433)
195,304
(2,818)
-
82
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
22. Changes in liabilities from financing activities (continued)
Company
Opening balance 1 January 2022
Cash movements
Borrowings advances
Total
Non-cash movements
Finance cost
Effect of FX
Closing balance 31 December 2022
23. Financial instruments
Borrowings
£
-
Total
£
-
1,554,381
1,554,381
1,554,381
1,554,381
304,529
(12,963)
1,845,947
304,529
(12,963)
1,845,947
The Group and Company’s financial instruments comprise cash and cash equivalents, loans and other financial
assets, trade and other receivables, trade and other payables, borrowings and lease liabilities that arise directly
from its operations.
The Group and Company hold the following financial instruments:
At 31 December 2023
Financial assets
Cash and cash equivalents
Trade and other receivables
Other financial assets
Financial liabilities
Trade and other payables
Lease liability
At 31 December 2023
Financial assets
Cash and cash equivalents
Loans to group undertakings
Other financial assets
Financial liabilities
Trade and other payables
At 31 December 2023
Group
Fair value
through profit
and loss
£
-
-
6,563
6,563
-
-
-
Company
Fair value
through profit
and loss
£
-
-
6,563
6,563
-
-
Held at
amortised cost
£
905,555
90,965
5,209
1,001,729
420,808
37,628
458,436
Held at
amortised cost
£
794,909
12,837,080
2,784
13,634,773
116,743
116,743
83
Total
£
905,555
90,965
11,772
1,008,292
420,808
37,628
458,436
Total
£
794,909
12,837,080
9,347
13,641,336
116,743
116,743
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
23. Financial instruments (continued)
At 31 December 2022
Financial assets
Cash and cash equivalents
Trade and other receivables
Loans to group undertakings
Other financial assets
Financial liabilities
Trade and other payables
Borrowings
Lease liability
Group
Company
Held at
amortised
cost
£
1,776,556
78,148
-
5,181
1,859,885
591,237
1,845,947
19,377
2,456,561
Held at
amortised
cost
£
1,667,840
-
11,081,505
2,784
12,752,129
Total
£
1,667,840
-
11,081,505
2,784
12,752,129
195,328
1,845,947
-
2,041,275
195,328
1,845,947
-
2,041,275
Total
£
1,776,556
78,148
-
5,181
1,859,885
591,237
1,845,947
19,377
2,456,561
The carrying values of the Group’s financial liabilities measured at amortised cost represents a reasonable
approximation of their fair values.
The main purpose of these financial instruments is to finance the Group’s and Company’s operations. The Board
regularly reviews and agrees policies for managing the level of risk arising from the Group’s financial instruments
as summarised below.
a) Market risk
Market risk is the risk that changes in market prices, such as commodity prices, foreign exchange rates, interest
rates and equity prices will affect the Group’s and Company’s income or the value of its holdings in financial
instruments.
i)
Foreign exchange risk
The Group operates internationally and is exposed to currency risk arising on cash and cash equivalents,
receivables and payables denominated in a currency other than the respective functional currencies of the Group
entities, which are primarily Swedish Krona, Euro and Sterling. The Group manages foreign currency risk by
paying for foreign denominated invoices in the currency in which they are denominated. The Group’s and
Company’s net exposure to foreign currency risk at the reporting date is as follows:
Group
2023
£
2022
£
Company
2023
£
2022
£
Net foreign currency financial
assets:
Swedish Krona
Euro
Total net exposure
427,207
(25,804)
401,403
1,560,383
(32,396)
1,527,987
484,839
(2,960)
481,879
1,655,334
(2,906)
1,652,428
84
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
23. Financial instruments (continued)
Sensitivity analysis
A 10 per cent strengthening of sterling against the Group’s primary currencies at 31 December 2023 would have
decreased equity and profit or loss by the amounts shown below:
Group
Swedish Krona
Euro
Total
Company
Swedish Krona
Euro
Total
Profit or loss
2023
£
(42,721)
2,580
(40,141)
2022
£
(156,038)
3,240
(152,798)
Profit or loss
2023
£
(48,484)
296
(48,188)
2022
£
(165,533)
291
(165,242)
Equity
2023
£
(42,721)
2,580
(40,141)
Equity
2023
£
(48,484)
296
(48,188)
2022
£
(156,038)
3,240
(152,798)
2022
£
(165,533)
291
(165,242)
A 10 per cent weakening of sterling against the Group’s primary currencies at 31 December 2023 would have
an equal but opposite effect on the amounts shown above.
ii)
Interest rate risk
The Group’s and Company’s policy is to retain its surplus funds on the most advantageous term of deposit
available up to a 12-month maximum duration. Given that the Directors do not consider that interest income is
significant in respect of the Group’s and Company’s operations no sensitivity analysis has been provided in
respect of any potential fluctuations in interest rates.
Interest rate risk is the risk that the value of a financial instrument or cash flows associated with the instrument
will fluctuate due to changes in market interest rates. Interest rate risk arises from interest bearing financial
assets and liabilities that the Group uses. The Group’s interest-bearing financial liability in the year is the bridging
loan finance entered into in the prior year and repaid in the current year; this was at a fixed rate of interest. The
interest-bearing financial liability in the prior year was the bridging loan finance, which was at a fixed rate of
interest.
b) Credit risk
The Group's principal financial assets are the cash and cash equivalents and loans and receivables, as recognised
in the statement of financial position, and which represent the Group's maximum exposure to credit risk in
relation to financial assets. The Group and Company policy for managing its exposure to credit risk with cash and
cash equivalents is to only deposit surplus cash with financial institutions that hold a Standard & Poor’s, BBB-
rating as a minimum.
The Company has made unsecured interest-free loans to its subsidiaries. Although they are repayable on
demand, they are unlikely to be repaid until the projects are successful and the subsidiaries start to generate
revenues. An assessment of the expected credit loss arising on intercompany loans is detailed in note 11.
85
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
23. Financial instruments (continued)
The amounts used by the subsidiaries are as follows:
Jokkmokk Iron Mines AB
Beowulf Mining Sweden AB
Grafintec Oy
Total
Reconciliation of provisions against receivables arising from lifetime ECLs
2023
£
2022
£
10,105,806
-
2,656,618
12,762,424
8,407,039
368,306
2,304,786
11,080,131
ECLs
Total provision arising from ECLs
ECLs
Total provision arising from ECLs
1 January
2023
£
2,106,249
2,106,249
1 January
2022
£
2,100,913
2,100,913
Movement
in the year
£
1,001,537
1,001,537
Movement
in the year
£
5,336
5,336
31
December
2023
£
3,107,786
3,107,786
31
December
2022
£
2,106,249
2,106,249
The Directors have also assessed the cash flow scenarios of the above considerations. Estimations were made
regarding the credit risk of the counterparty and the underlying probability of default in each of the credit loss
scenarios. The scenarios identified by management included Fire-sale and Failure. These scenarios considered
technical data, necessary licences to be awarded, the Company’s ability to raise finance, and ability to sell the
project. A reasonable change in the probability weightings of 3% would result in further impairment of £789,297
(2022: £626,927).
i) Commodity price risk
The principal activity of the Group is the exploration for iron ore in Sweden, graphite in Finland and other
prospective minerals in Kosovo, and the principal market risk facing the Group is an adverse movement in the
price of such commodities/industrial minerals. Any long-term adverse movement in market prices would affect
the commercial viability of the Group’s various projects. The Board looks to mitigate this risk through the
diversification of different prospective minerals.
c) Liquidity risk
To date the Group and Company have relied on shareholder funding and loan funding to finance operations. As
the Group and Company have finite cash resources and no material income, the liquidity risk is significant and is
managed by controls over expenditure and cash resources. The Group and Company have minimal exposure to
liquidity risk as trade and other payables all have a maturity of less than one year, the only exception being the
lease liability per note 21. The rationale for the preparation of the accounts on a going concern basis is detailed
in the Report of the Directors.
86
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
23. Financial instruments (continued)
The undiscounted contractual maturities of the Group’s financial liabilities are set out below:
31 December 2023
Trade and other payables
Borrowings
Lease liabilities
31 December 2022
Trade and other payables
Borrowings
Lease liabilities
d) Capital management
Less than 3
months
£
433,662
-
6,282
439,944
Less than 3
months
£
625,730
1,845,947
3,912
2,475,589
Between 3
and 12
months
£
-
-
17,940
17,940
Between 3
and 12
months
£
-
-
7,685
7,685
Between 1
and 2 years
£
-
-
15,597
15,597
Between 1
and 2 years
£
-
-
8,773
8,773
The Groups capital structure consists of issued capital and reserves, accumulated losses and non-controlling
interest.
The Board’s policy is to preserve a strong capital base in order to maintain investor, creditor and market
confidence and to safeguard the future development of the business, whilst balancing these objectives with the
efficient use of capital. The Group and Company’s net debt ratio for the year ended 31 December 2023 was
below what the Board would consider to be sustainable, furthermore, this ratio should be considered an outlier
as it arose due to the timing of the fundraising completed. This is further discussed in Note 21.
The Group does not have any externally imposed capital requirements.
Group
Net working capital
Cash and cash equivalents
Trade and other payables
Lease liabilities
Borrowings
Net cash/(debt)
Total equity
2023
£
905,555
(433,662)
(37,628)
-
434,265
2022
£
1,776,556
(625,730)
-
(1,845,947)
(695,121)
15,622,280
12,662,569
Net cash/(debt) to equity ratio
2.78%
(5.49%)
87
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
23. Financial instruments (continued)
Company
Net working capital
Cash and cash equivalents
Trade and other payables
Borrowings
Net cash/(debt)
Total equity
2023
£
794,909
(128,218)
-
666,691
2022
£
1,667,840
(216,270)
(1,845,947)
(394,377)
17,524,553
14,389,211
Net cash/(debt) to equity ratio
3.80%
(2.74%)
24. Segment reporting
The Group has only one primary business activity being the exploration for, and the development of iron ore,
graphite and other mineral deposits. The Group also reports by geographical reportable segment in the countries
in which it operates. The Group’s exploration and development activities are focused on three countries, Sweden,
Finland and Kosovo, with support provided from the UK headquarters. In presenting information on the basis of
geographical reportable segments, the loss for the year, key statement of financial position data, property, plant
and equipment additions and deferred exploration additions is based on the geographical location of the assets.
The Group has adopted IFRS 8 ‘Operating Segments’. IFRS 8 requires operating segments to be identified on the
basis of internal reports that are regularly reviewed by the chief operating decision maker to allocate resources
and assets.
2023
Sweden
£
Finland
£
Kosovo
£
UK
£
Total
£
Intangible assets
Other non-current assets
Current assets
Liabilities
Finance income
Finance costs
Grant income
Gain on disposal of investment
Intangible asset additions
Impairment
Expenses1
Loss for the year
Total comprehensive loss
9,481,130
57,747
72,699
(159,504)
(268)
1,686
-
-
1,898,312
350,158
549,084
548,816
660,187
1,944,354
-
132,412
(39,950)
-
-
(96,750)
-
208,876
-
404,362
307,612
345,386
3,372,349
93,721
6,218
(114,247)
-
734
-
-
299,493
-
85,707
85,707
133,511
-
11,217
846,230
(157,589)
(7,655)
195,304
-
(6,563)
-
-
2,009,992
1,995,774
1,995,775
14,797,833
162,685
1,057,559
(471,290)
(7,923)
197,724
(96,750)
(6,563)
2,406,681
350,158
3,049,145
2,937,909
3,134,859
88
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
24. Segment reporting (continued)
2022
Sweden
£
Finland
£
Kosovo
£
UK
£
Total
£
Intangible assets
Other non-current assets
Current assets
Liabilities
Finance income
Finance costs
Grant income
Gain on disposal of investment
Intangible asset additions
Impairment
Loss for the year
Total comprehensive loss
8,032,977
2,674
83,341
(178,095)
(6)
10
-
-
684,396
-
160,268
160,262
386,566
1,852,274
-
88,542
(29,339)
-
-
(84,797)
-
175,269
36,988
379,748
294,951
196,831
3,117,214
146,752
72,381
(166,475)
-
267
-
-
991,281
-
157,829
157,829
62,591
-
4,749
1,752,719
(2,117,145)
(170)
304,529
-
(21,951)
-
-
1,450,531
1,428,410
1,428,409
13,002,465
154,175
1,996,983
(2,491,054)
(176)
304,806
(84,797)
(21,951)
1,850,946
36,988
2,148,376
2,041,452
2,074,397
1Expenses include administrative expenses, impairment and finance costs.
25. Related party disclosures
Transactions with subsidiaries
During the year, cash advances of £2,153,998 (2022: £524,614) were made to Jokkmokk Iron Mines AB and net
settled costs of £33,643 with the Company (2022: net settled costs £194,754). The advances are held on an
interest free inter-group loan which has no terms for repayment. At the year end the inter-Group loan amounted
to £12,179,315 (2022: £9,991,673).
Beowulf Mining Sweden AB received cash advances of £31,879 (2022: £7,320) and expenses paid on behalf of
£22,318 (2022: net settled costs of £118). The advances are held on an interest free inter-Group loan which has
no terms for repayment. At the year end the inter-Group loan amounted to £790,632 (2022: £781,071).
Grafintec Oy received cash advances of £430,213 (2022: £180,287) and net settled costs of £30,918 (2022: net
settled costs of £1,507) with the Company. The advances are held on an interest free inter-Group loan which has
no terms for repayment. At the year end the inter-Group loan amounted to £3,202,436 (2022: £2,741,305).
Vardar received cash advances of £68,572 (2022: £nil) and net settled costs of £1,374 (2022: net settled costs of
£nil) with the Company. The advances are held on an interest free inter-Group loan which has no terms for
repayment. At the year end the inter-Group loan amounted to £100,155 (2022: £nil).
In accordance with its service agreement, Grafintec charges Beowulf Mining plc for time incurred by its staff on
exploration projects held by other entities in the Group. In turn Beowulf Mining plc recharges the other entities
involved.
In addition, Beowulf Mining plc charges entities in the Group for time and expenses spent by Directors on
providing services. An arm’s length margin has been included at entity level, but this is subsequently eliminated
on consolidation.
The Company has made unsecured interest-free loans to its subsidiaries. Although they are repayable on
demand, they are unlikely to be repaid until the projects becomes successful and the subsidiaries start to
generate revenues. An assessment of the expected credit loss arising on intercompany loans is detailed in note
11.
89
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
25. Related party disclosures (continued)
Transactions with other related parties
Key management personnel include all Directors and those who have authority and responsibility for planning,
directing and controlling the activities of the entity, the aggregate compensation paid to key management
personnel of the Company is set below.
Short-term employee benefits (including employers’ national insurance
contributions)
Loss of office
Post-retirement benefits
Share-based payments
Insurance
2023
£
847,791
210,000
67,288
321,534
526
1,447,139
2022
£
711,962
-
44,764
173,345
887
930,958
Loss of office comprises a settlement amount in relation to Kurt Budge’s resignation, which was agreed on 21
July 2023. It represents the remainder of the notice period due to Mr Budge as he was continued to be paid until
the date the agreement was reached.
26. Capital commitments
As an exploration and development company, the Company has a portfolio of exploration projects held through
subsidiary companies relevant to the local operations of the business. All of the Company’s business interests
carry financial commitments to remain in good standing which are funded directly by the Company.
All the subsidiary companies require timely submission of regulatory filings, financial accounts and tax
submissions. All exploration projects are held under exploration licences and permits, against which during the
year renewals are expected to be processed with associated renewal fees attaching.
27. Contingent liabilities
At 31 December 2023, the Company has a possible obligation to pay up to two years annual salary (£420,000)
to Ed Bowie in the event of a change in control.
28. Events after the reporting date
On 16 February 2024, the Company announced its intention to conduct a preferential rights issue of SDRs in
Sweden and a UK retail offer of ordinary shares and partially secured capital raise up to approximately SEK 100
million (approximately £7.5million). The rights issue is underwritten to maximum value of SEK 50 million, subject
to customary adjustments.
On 16 February 2024, in conjunction with the rights issue, the Company has entered into a short-term loan
agreement with the Underwriters to provide SEK 10 million to ensure the Company has sufficient financial
resources to continue advancing its projects over the coming weeks. The loan carries an interest charge of 1.5
per cent per month and has a commitment fee of 5 per cent. If the loan and accrued interest is not repaid by
maturity date, at the latest, the creditors have the right to offset a minimum of SEK 1 million at a time of the loan
and accrued interest into SDRs at a price per SDR calculated with a 15 per cent discount on the volume weighted
average price of the SDR during the preceding 5 trading days to the conversion decision. In case of default, the
loan will accrue additional default interest of 2.5 per cent per month.
90
BEOWULF MINING PLC
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
28. Events after the reporting date (continued)
On 3 April 2024 the Company announced the completion of the capital raise with a total of £4.3 million (SEK 56.3
million) gross raised to fund the development of the Company’s assets through their next key valuation
milestones. The net funds raised after the loan repayment and share issue transaction costs are £3.0 million.
On 9 April 2024, the Company announced the completion of consolidation of 100 per cent ownership of Vardar
Minerals Ltd from the currently held 61.1 per cent interest through the issue of 52,326,761 Ordinary share in the
Company. The new shares are subject to a 12-month lock-in agreement from the 8 April 2024 and will be issued
at the same time as shares issued in connection with the proposed capital raise.
On 14 May 2024 there were 1,574,658,777 Swedish Depository Receipts representing 81.07% per cent of the
issued share capital of the Company. The remaining issued share capital of the Company is held in the UK.
91
COMPANY INFORMATION
Directors
Secretary
Registered Number & Office
Mr E Bowie
Mr C Davies
Mr J Röstin
Mr M Schauman
ONE Advisory Limited
Finnish Office
Swedish Registered Address
Grafintec Oy
Akademigatan 1,
20500 Åbo
Finland
All subsidiary companies
Storgatan 36,
921 31 LYCKSELE
Sweden
Incorporated in England and Wales
02330496 (England & Wales)
Beowulf Mining plc
201 Temple Chambers
3-7 Temple Avenue
London EC4Y 0DT
Registrars
Neville Registrars Ltd
Neville House,18 Laurel Lane
Halesowen
West Midlands
B63 3DA
Auditors
Nominated Adviser & Broker
Joint Broker
BDO LLP
55 Baker Street
London
W1U 7EU
SP Angel Corporate Finance LLP
Prince Frederick House
35-39 Maddox Street
London
W1S 2PP
Shard Capital Partners LLP t/a Alternative
Resource Capital
8-10 Hill Street
London
W1J 5NQ
UK Bank
Public Relations UK
Swedish Custodian Bank
The Royal Bank of
Scotland
Piccadilly Circus Branch
48 Haymarket
London
SW1Y 4SE
BlytheRay Communications
Limited
4-5 Castle Court
London
EC3V 9DL
Skandinaviska Enskilda
Banken AB
ST M7
106 40 Stockholm
Sweden
Solicitors
BHW Solicitors
1 Smith Way
Grove Park
Enderby
Leicestershire
LE19 1SX
Website:
https://beowulfmining.com/
92
Perivan.com
268571