Both of the above have been posted on the Company's website www.braddaheadltd.com and are also available on SEDARplus (www.sedarplus.ca/landingpage).
Financial and operational highlights for the first quarter
- the Company commenced sonic drilling at the Basin project on 16 March 2023, with up to 25 holes planned at Basin East Extension ("BEE"), Basin East ("BE") and Basin North ("BN");
- Highlights from the first set of assay results received during May 2023 includes:
- 63.12m @ 954ppm Li in BES-23-03 with 24.32m @ 1,327ppm
- 66.92m @ 1,077ppm Li in BES-23-04, with 18.30m @ 1,602 ppm
- 63.71m @ 944ppm Li in BES-23-05, with 32.93m @ 1,029ppm
- The highest-grade assay received to date of 2,676ppm Li over 1.8m was recorded in hole BES-23-05 at a depth of 109.32m.
- Concluded a claims dispute mediation with Arizona Lithium Limited ("AZL"). Following the settlement, AZL will transfer 66 federal lode unpatented mining claims to Bradda Head, and Bradda Head will transfer 55 federal lode unpatented mining claims to AZL, increasing the total land package in the Wikieup area to approximately 46km2. The Company expects the transfer of title to be completed during H2 2023;
- Completed a maiden drill programme at the Company's San Domingo pegmatite project on 10 March 2023. Highlights from second and third/final set of assays include:
- Central Claims
- 9.54m @ 1.85% Li2O, 3.02m @1.49% Li2O, and 2.90m @ 3.03% Li2O in SD-DH23-037
- 7.35m @ 0.68% Li2O, 4.79m @ 0.87% Li2O, 3.20m @ 1.22% Li2O, and 3.21m @ 0.75% Li2O in SD-DH23-036
- 9.85m @ 0.86% Li2O in SD-DH23-034
- 4.02m @ 1.27% Li2O in SD-DH23-035
- 5.94m @ 1.22% Li2O in SD-DH23-046
- 4.72m @ 0.67% Li2O in SD-DH23-038a
- Northern Claims
- 3.75m @ 2.37% Li2O, 0.85m @ 2.44% Li2O, 1.10m @ 0.82% Li2O, and 0.67m @ 1.77% Li2O in SD-DH22-025
- 6.52m @ 1.24% Li2O in SD-DH23-041
- 2.74m @ 2.12% Li2O in SD-DH23-042
- 1.77m @ 1.10% Li2O in SD-DH23-040
- The Company strengthened its land package at the San Domingo project by acquiring a 100% interest in three inlier lode claims in the middle of its Central San Domingo claim block, for a total increase in land area owned by 60 acres;
- Appointed Panmure Gordon (UK) as joint broker, with Panmure having a wealth of expertise in the mining and the lithium space.
Ian Stalker, Chairman of Bradda Head, commented:
"The first quarter of the financial year has been very busy for the Company. Drilling finished at our San Domingo pegmatite asset, with promising assay results received which have been used to design a second drill programme in the district, which commenced during Q2 2023. We also commenced our fourth drill programme at our Basin lithium in clay project during March 2023, with very promising assay results received to date, which include our highest-grade assay received to date. Post quarter end, drilling at Basin finished with the results being fed into an upgraded Mineral Resource Estimate which is anticipated in mid-September 2023.
The pace of development will continue through the the second half of the year, and we look forward to updating our shareholders as we receive the exploration results."
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (EU No.596/2014) AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPONTHE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOWCONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDEINFORMATION.
For further information please visit the Company's website: www.braddaheadltd.com
For further information, please contact:
| Bradda Head Lithium Limited | +44 (0) 1624 639 396 |
Ian Stalker, Chairman Denham Eke, Finance Director | |
| |
Beaumont Cornish (Nomad) James Biddle/Roland Cornish | +44 20 7628 3396 |
| |
| Panmure Gordon (Joint Broker) | +44 20 7886 2500 |
John Prior Hugh Rich | |
| |
| Shard Capital (Joint Broker) | +44 207 186 9927 |
Damon Heath Isabella Pierre | |
| |
| Red Cloud (North American Broker) | +1 416 803 3562 |
| Joe Fars | |
| |
| Tavistock (PR) | + 44 20 7920 3150 |
Nick Elwes Adam Baynes | braddahead@tavistock.co.uk |
About Bradda Head Lithium Ltd.
Bradda Head Lithium Ltd. is a North America-focused lithium development group. The Company currently has interests in a variety of projects, the most advanced of which are in Central and Western Arizona: The Basin Project (Basin East Project, and the Basin West Project) and the Wikieup Project.
The Basin East Project has an Indicated Mineral Resource of 21.2 Mt at an average grade of 891 ppm Li and 3.5% K for a total of 100 kt LCE and an Inferred Mineral Resource of 73.3 Mt at an average grade of 694 ppm Li and 3.2% K for a total of 271 kt LCE. In the rest of the Basin Project SRK has estimated an Exploration Target of between 300 to 1,300 Mt of material grading between 600 to 850 ppm Li which is equivalent to a range of between 1 to 6 Mt LCE. The Group intends to continue to develop its three phase one projects in Arizona, whilst endeavouring to unlock value at its other prospective pegmatite and brine assets in Arizona, Nevada, and Pennsylvania. All of Bradda Head's licences are held on a 100% equity basis and are in close proximity to the required infrastructure.
The Mineral Resource statement for the Basin Project was authored by Martin Pittuck, CEng, MIMMM, FGS who works for SRK Consulting (UK) Ltd, an independent mining consultancy. Mr. Pittuck has over 25 years' experience undertaking and reviewing Mineral Resource estimates and has worked on lithium clay estimates for over 5 years. Mr. Pittuck consents to the inclusion of the technical information in this press release and context in which they appear. Reference is made to the report entitled "Independent technical report on the Basin and Wikieup Lithium clay projects, Arizona, USA" dated October 18, 2022 with an effective date of June 10, 2022 was prepared by Martin Pittuck, CEng, MIMMM, FGS, and Kirsty Reynolds MSci, PhD, FGS and reviewed by Nick Fox MSc, ACA, MIMMM. The Report is available for review on SEDARplus (www.sedarplus.ca/landingpage) and the Company's website www.braddaheadltd.com.
Bradda Head is quoted on the AIM of the London Stock Exchange with the ticker of BHL, on the TSX Ventures exchange with a ticker of BHLI, and on the US OTCQB market with a ticker of BHLIF.
Forward-Looking Statements
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. This News Release includes certain "forward-looking statements" which are not comprised of historical facts. Forward-looking statements include estimates and statements that describe the Company's future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as "believes", "anticipates", "intends to", "expects", "estimates", "may", "could", "would", "will", or "plan". Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to the Company, the Company provides no assurance that actual results will meet management's expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward looking information in this news release includes, but is not limited to, following: The Company's objectives, goals or future plans. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to: failure to identify mineral resources; failure to convert estimated mineral resources to reserves; delays in obtaining or failures to obtain required regulatory, governmental, environmental or other project approvals; political risks; future operating and capital costs, timelines, permit timelines, the market and future price of and demand for lithium, and the ongoing ability to work cooperatively with stakeholders, including the local levels of government; uncertainties relating to the availability and costs of financing needed in the future; changes in equity markets, inflation, changes in exchange rates, fluctuations in commodity prices; delays in the development of projects, capital and operating costs varying significantly from estimates; an inability to predict and counteract the effects of COVID-19 on the business of the Company, including but not limited to the effects of COVID-19 on the price of commodities, capital market conditions, restriction on labour and international travel and supply chains; and the other risks involved in the mineral exploration and development industry, and those risks set out in the Company's public documents filed on SEDAR. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.
Bradda Head Lithium Limited
Management discussion and analysis for the three-month period ended May 31, 2023
This management's discussion and analysis ("MD&A") reports on the operating results and financial condition of the Company for the three-month ended May 31, 2023, and is prepared as of August 31, 2023. The MD&A should be read in conjunction with Bradda Head Lithium Limited's (the "Company" or "Bradda Head") audited consolidated financial statements for the year ended February 28, 2023, and the notes thereto which were prepared in accordance with International Financial Reporting Standards ("IFRS").
All dollar amounts referred to in this MD&A are expressed in United States dollars except where indicated otherwise.
(a) Overview
Bradda Head Lithium Limited was incorporated on October 28, 2009, in the British Virgin Islands under the British Virgin Islands Companies Act with registered number 1553975 with the name Copper Development Corporation. On October 5, 2015, the Company changed its name from Copper Development Corporation to Life Science Developments Limited, and on April 18, 2018, the Company changed its name to Bradda Head Holdings Limited. On September 15, 2021, the Company changed its name to Bradda Head Lithium Limited.
The Company has one business segment, being mineral exploration. The Company is focused on appraising and developing lithium mining projects within North America and currently has interests in a variety of projects in the United States.
Corporate and Exploration Highlights
Exploration Highlights
Set forth in this section is a description of the Company's material mineral projects. All scientific and technical data contained in this MD&A has been reviewed and approved by Joey Wilkins, B.Sc., P.Geo., who is Chief Operating Officer at Bradda Head and a Qualified Person as defined by National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101").
Arizona Sedimentary Hosted Lithium Projects
Basin Project
On 16 March 2023, the Company commenced sonic drilling at the Basin project. As part of the 2023 Basin drill programme, the Company expects to drill up to 25 holes in the coming months at Basin East Extension ("BEE"), Basin East ("BE") and Basin North ("BN"). The goal of the 2023 Basin drill programme is to increase coverage over as much of the Project's 17km2 area as possible. To date, approximately 1.4km2 of the area has been drilled, leading to a Mineral Resource of 371kt of LCE, as noted below.
During the drilling programme the Company will continue to guarantee that all efforts are focused on ensuring that work is carried out in these areas with as little disturbance as possible. Bradda Head is using sonic drilling, which is more environmentally sensitive as it uses very little water compared to diamond core or reverse circulation drilling.
During May 2023, the assay results from the first five drill holes were received. This set of results delivered the highest grade assays from all four drill programmes to date, and confirms that lithium bearing clay continues and thickens to the west, northwest and north into its BEE lease.
Highlights from the first set of assay results includes:
- 63.12m @ 954ppm Li in BES-23-03 with 24.32m @ 1,327ppm
- 66.92m @ 1,077ppm Li in BES-23-04, with 18.30m @ 1,602 ppm
- 63.71m @ 944ppm Li in BES-23-05, with 32.93m @ 1,029ppm
The highest-grade assay received to date of 2,676ppm Li over 1.8m was recorded in hole BES-23-05 at a depth of 109.32m.
The first four drill holes (south of the creek) located in BEE and BE have continued to demonstrate that the upper clay unit is significantly higher grade than the lower clay unit, and thickens to the North and North-west direction into BEE. Drill holes 05, 06 and 07 (the first on the north side of the Creek) confirm this, have a similar upper clay thickness to drill holes 03 and 04, and also demonstrate the upper clay thickens to the north, northwest, and west as well towards Basin West ("BW"). Drill hole 07, on the western border of BEE and BW, confirms the upper clay unit continues to thicken to the west, which is very positive for resource expansion potential into BW. The total upper clay unit is 78m, 67m, 69m, and 79m, thick for an average of 73m, in drill holes 03, 04, 05, and 06 respectively. To put that in context, the average thickness of the upper clay unit is 34m in all the previous 34 holes that intercepted upper clay in the last 3 drill programmes (2018, 2021 and 2022).
The Company expects to provide the geological results of the remaining drill holes and assays when received, and a revised resource estimate will follow once the drill programme is completed.
Positive progress is also being made on the metallurgical testing side of our lithium-bearing clays at Basin. New and existing technologies are being trialled, which may qualify for funding grants under the Biden administration's recent clean energy initiatives.
Basin East 2023 Mineral Resource Estimate
Classification | Domain | Tonnes | Mean Grade | Contained Metal |
Mt | Li (ppm) | K (%) | LCE (kt) | K (Mt) |
Indicated | Upper Clay | 16.0 | 738 | 3.6 | 63 | 0.6 |
Upper Clay HG | 5.2 | 1,354 | 3.0 | 38 | 0.2 |
Lower Clay | - | - | - | - | - |
Sub Total | 21.2 | 891 | 3.5 | 100 | 0.7 |
Inferred | Upper Clay | 31.7 | 767 | 3.6 | 129 | 1.2 |
Upper Clay HG | 2.3 | 1,448 | 3.5 | 18 | 0.1 |
Lower Clay | 39.3 | 592 | 2.9 | 124 | 1.1 |
Sub Total | 73.3 | 694 | 3.2 | 271 | 2.4 |
Total | 94.5 | 738 | 3.3 | 371 | 3.1 |
- Mineral Resource statement has an effective date of 13 October 2022.
- A Mineral Resource is reported using a cut-off grade of 300 ppm Li and constraining the model to an optimised open pit shell, which was generated using the following assumptions: lithium carbonate metal prices of 18,000 USD/tLCE; State of Arizona royalty (selling cost) of 6%; operating costs of 5,000 USD/ tLCE or 27 USD/ tore; Li recovery of 75%; mining dilution and recovery of 5% and 95%; and pit slope angle of 45°.
- Tonnages are reported in metric units.
- Rounding as required by reporting guidelines may result in apparent summation differences between tonnes, grade and contained metal content.
- Conversion factor of Li metal to lithium carbonate equivalent (LCE) = 5.323
Wikieup Project
On March 1, 2023, the Company announced the conclusion of a claims dispute mediation with Arizona Lithium Limited ("AZL"). The mediation process was initiated by Bradda Head during 2021 (as disclosed in the AIM Admission document and the Company's Listing Application for purposes of its listing on the TSX Venture Exchange). A final binding confidential settlement agreement and mutual release has been executed. Bradda Head and AZL reached a mutually agreeable claim exchange, allowing both parties to proceed with the development of each of their respective lithium projects in the area.
Following the settlement, AZL will transfer 66 federal lode unpatented mining claims to Bradda Head, and Bradda Head will transfer 55 federal lode unpatented mining claims to AZL. The transfer of the 55 claims to AZL will not have any material effect on the development of the Company's Wikieup lithium project, with the Company holding a total land package in Wikieup area of approximately 46km2. As of May 31, 2023, the process of transfering the claim ownership is still in progress.
The updated claims map can be found on the Company website here: https://www.braddaheadltd.com/media
Arizona Pegmatite District
San Domingo Project
The second and third (being the final) assay results were received during March and May 2023 from the maiden drill programme, which was completed on March 10, 2023, at the Company's San Domingo pegmatite project. Further significant intercepts of high grade lithium bearing minerals have been identified at multiple locations from the second set of assay results. Lithium bearing minerals (spodumene and some lepidolite) have been identified in c.60% of the total holes completed, and importantly the programme has only tested just over 1% of the 23km2 that Bradda Head holds at the San Domingo project.
Out of the planned 7,000m, 7,300m (47 holes completed) have been drilled with positive results demonstrating high-grade intersections.
Highlights from second and third/final set of assays include:
Central Claims
- 9.54m @ 1.85% Li2O, 3.02m @1.49% Li2O, and 2.90m @ 3.03% Li2O in SD-DH23-037
- 7.35m @ 0.68% Li2O, 4.79m @ 0.87% Li2O, 3.20m @ 1.22% Li2O, and 3.21m @ 0.75% Li2O in SD-DH23-036
- 9.85m @ 0.86% Li2O in SD-DH23-034
- 4.02m @ 1.27% Li2O in SD-DH23-035
- 5.94m @ 1.22% Li2O in SD-DH23-046
- 4.72m @ 0.67% Li2O in SD-DH23-038a
Northern Claims
- 3.75m @ 2.37% Li2O, 0.85m @ 2.44% Li2O, 1.10m @ 0.82% Li2O, and 0.67m @ 1.77% Li2O in SD-DH22-025
- 6.52m @ 1.24% Li2O in SD-DH23-041
- 2.74m @ 2.12% Li2O in SD-DH23-042
- 1.77m @ 1.10% Li2O in SD-DH23-040
Large spodumene crystals with scattered lepidolite are observed in all six holes drilled on the Jumbo target. Results from Jumbo include 9.54m @ 1.85% Li2O in SD-DH23-037 and 4.02m @ 1.27% Li2O in SD-DH23-035, both at shallow depths.
Based on the success of Phase 1 at the Northern Claim block, as detailed above, Phase 2 commenced at the Central Claim block, which included a detailed soil survey over the 23km2 San Domingo land package. The wider soil survey programme was completed in late February 2023. The soil sampling assay results received during May 2023 are very promising, showing priority targets along the complete 9km mineralised trend. Bradda Head's geologists have begun ground-truthing the identified soil anomalies, finding new spodumene bearing outcrops not previously recorded, and further strengthening the district scale potential at San Domingo.
In order to further strengthen the land package held at the San Domingo project, the Company acquired 100% of three inlier lode claims in the middle of its Central San Domingo claim block, for a total increase in land area owned by 60 acres. No royalties are associated with the lode claims or any of Bradda's San Domingo claims and leases.
The lode claim owners granted written permission for Bradda Head to drill on their claims prior to acquisition, upon which the final hole, SD-DH23-046, was drilled into a pegmatite (Lower Jumbo Target) and encountered abundant visible spodumene, with assays pending.
The Lower Jumbo mine (which is located on the border of one of the inlier lode claims) has a 1.5m long spodumene cast in outcrop and historic mining that reportedly produced c.155 tonnes at a grade of 5.3% Li2O in the 1950's. The acquisition of the inlier claims allows Bradda Head to fully explore the whole 9km trend without encumbrance.
Nevada Lithium Brine Projects
Wilson Project
A gravity survey was undertaken over the project with lines run East-West. The data and depth of basin is consistent with the MT (magnetotellurics). A decision to drill for brine mineralization is pending.
Eureka Project
No significant work has been undertaken on this project during the 3-month period.
Corporate Highlights
On April 26, 2023, the Company announced the appointment of Panmure Gordon (UK) as joint broker. Panmure have a wealth of expertise in mining and the lithium space, and the Company looks forward to working with them as we progress our work programmes across our portfolio of assets.
Issuance of Stock Options and director share dealings
On April 6, 2023, the Company announced that it awarded a total of 4,800,000 options to acquire ordinary shares (the "Options") at an exercise price of £0.06 to management and certain Board members. Options for management and directors, are subject to the following conditions:
- Options vest immediately;
- The options have no performance or non-performance conditions attached to them;
- Are exercisable for a period of five years from date of issue; and
- The options issued to each participant should lapse upon any participant no longer being an employee or connected person remunerated by the Company.
Directors included in the award are detailed in the table below:
| Director | Total options awarded | Total options held at May 31, 2023 | Total shares held at May 31, 2023 | Total diluted percentage holding at May 31, 2023 |
| Ian Stalker | 1,000,000 | 18,250,000 | 3,870,140 | 5.66% |
| Charlies FitzRoy | 1,000,000 | 11,000,000 | 13,265 | 2.82% |
| Joey Wilkins | 1,500,000 | 1,500,000 | - | 0.38% |
| Piotr Schabik | 250,000 | 1,000,000 | - | 0.26% |
| Total | 3,750,000 | 31,750,000 | 3,883,765 | 9.12% |
On April 14, 2023, James Mellon, a director and shareholder of the Company, acquired 8,000,000 ordinary shares on the open market. The shares were acquired by Galloway Limited, which is indirectly wholly owned by James Mellon and of which Denham Eke is a director.
| Director | Holding of Existing Ordinary Shares | Number of Shares Purchased | Number of Ordinary Shares held following Purchase | Total diluted percentage holding at May 31, 2023 |
| James Mellon | 65,097,004 | 8,000,000 | 73,097,004 | 18.71% |
(b) Selected Financial Information
The following table sets forth selected financial information with respect to the Company for the 3-month period ended May 31, 2023 and the year ended February 28, 2023. The selected financial information has been derived from the audited financial statements for the period indicated. The following should be read in conjunction with the said financial statements and related notes that are available on the Company's website - www.braddaheadltd.com.
The annual financial statements and interim financial statements are presented in US dollars and are prepared in accordance with IFRS, See "Summary Financial Data" and "Currency Information".
Statement of Operations: | |
| | |
| |
Total Operating Expenses (net of other income) | | | (1,143,294 | ) | | | (3,899,858 | ) |
Net Finance income | | | 59,102 | | | | 12,270 | |
Net Loss | | | (1,084,192 | ) | | | (3,887,588 | ) |
Loss per Share (cents) | | | (0.278 | ) | | | (1.018 | ) |
Balance Sheet Data: | | | | | | | | |
Cash & cash equivalents, including cash deposits | | | 4,998,440 | | | | 7,746,519 | |
Total Assets | | | 16,630,429 | | | | 18,198,559 | |
Total Liabilities | | | 549,059 | | | | 1,213,619 | |
Accumulated Deficit | | | (14,535,003 | ) | | | (13,631,433 | ) |
Total Shareholder's Equity | | | 16,081,370 | | | | 16,984,940 | |
MANAGEMENT DISCUSSION AND ANALYSIS: QUARTER ENDED MAY 31, 2023
(c) Introduction
(d) This interim Management Discussion and Analysis (the "interim MD&A") should be read in conjunction with the audited financial statements of the Company for the year ended February 28, 2023, and related notes. This MD&A is made as of August 31, 2023.
(e) Results of Operations for the three-months ended May 31, 2023
The Company's net loss after tax for the three-month period to May 31, 2023 was US$ 1,084,192, compared to a profit of US$ 120,089 for the comparative period ended May 31, 2022. The major expenses for the three-month period ended May 31, 2023 were operational expenses incurred on the Company's exploration projects, and are broken down in the respective projects as follows:
Project | | Expensed Exploration Expenditure | |
| | Three-Month Period Ended May 31, 2023 (Unaudited) US$ | | | Three-Month Period Ended May 31, 2022 (Unaudited) US$ | |
Basin Project | | | 249,399 | | | | 367,757 | |
San Domingo Project | | | 286,782 | | | | 56,758 | |
Wikieup Project | | | 12,274 | | | | 65,542 | |
Other projects | | | 3,413 | | | | 75,769 | |
TOTAL | | | 551,868 | | | | 565,826 | |
During this time period, the Company incurred and capitalised exploration expenditures of US$1,228,739, compared to US$ 607,185for the comparative three-month period to May 31, 2022.
The capitalied exploration costs for the three-month period ended May 31, 2023 have been allocated amongst the Company's exploration projects in approximately the following amounts:
Project | Capitalised exploration costs | Capitalised expenditures for licences and permits | Capitalised exploration costs | Capitalised expenditires for licences and permits |
| Three-Month Period Ended May 31, 2023 (Unaudited) US$ | Three-Month Period Ended May 31, 2023 (Unaudited) US$ | Three-Month Period Ended May 31, 2022 (Unaudited) US$ | Three-Month Period Ended May 31, 2022 (Unaudited) US$ |
| Basin Project | 421,013 | - | 187,714 | 9,740 |
| San Domingo Project | 527,432 | 250,000 | 42,130 | 13,062 |
| Wikieup Project | - | - | 69,722 | - |
| Other Project | - | 30,294 | 13,195 | 271,622 |
| TOTAL | 948,445 | 280,294 | 312,761 | 294,424 |
The exploration expenditures have been primarily costs associated with drilling, assaying, resource and mining consultants, metallurgical testing, environmental studies, project team fees, acquisition of new leases, and annual renewal of existing leases.
General and administrative expenses for the three-month period to May 31, 2023 totalled US$ 1,258,841, compared to US$ 1,205,529 for the comparative three-month period to May 31, 2022. General and administrative expenses are broken down as follows:
Project | | General and administrative expenditures | |
| | Three-Month Period Ended May 31, 2023 (Unaudited) US$ | | | Three-Month Period Ended May 31, 2022 (Unaudited) US$ | |
Auditors' fees | | | 19,600 | | | | 81,841 | |
Directors and management fees and salaries | | | 137,541 | | | | 132,674 | |
Legal and accounting | | | 83,613 | | | | 100,306 | |
Contractor costs | | | 551,868 | | | | 565,826 | |
Professional and marketing costs | | | 204,203 | | | | 307,328 | |
Other administrative costs | | | 262,016 | | | | 17,554 | |
TOTAL | | | 1,258,841 | | | | 1,205,529 | |
During the three-month period to May 31, 2023, there have been no changes in financial performance or other elements that relate to non-core business activities and operations.
(f) Cash flows
During the three-month period ended May 31, 2023, the Company had net cash outflows of US$ 6,790,136, compared to inflows of US$ 9,154,462 during the comparative three-month period to May 31, 2022. Net cash outflows for the current 3-month period ended May 31, 2023, include placing cash amounts on short term deposits, totalling US$ 3,905,582. The cashflows for the two periods are shown below:
| | Three-Month Period Ended May 31, 2023 (Unaudited) US$ | | | Three-Month Period Ended May 31, 2022 (Unaudited) US$ | |
Statement of cashflows | | | | | | |
Cash flows from operating activities | | | (1,581,692 | ) | | | (1,935,866 | ) |
Cash flows from investing activities | | | (1,225,489 | ) | | | (665,856 | ) |
Cash flows from financing activities * | | | (3,846,480 | ) | | | 11,756,184 | |
Net cash flows during the period | | | (6,653,661 | ) | | | 9,154,462 | |
Cash balances at beginning of the period | | | 7,746,519 | | | | 7,327,303 | |
Effect of foreign exchange on cash balances | | | - | | | | (316,171 | ) |
Cash balances at the end of the period | | | 1,092,858 | | | | 16,165,594 | |
* includes US$ 3,905,582 placed on short term deposit.
(g) Liquidity and Capital Resources
As at May 31, 2023, the Company had cash and cash equivalents (including short term cash deposits) of US$ 4,998,440, and a working capital surplus of US$ 5,003,874. As of February 28, 2023, the Company had cash and cash equivalents of US$ 7,746,519, and a working capital surplus of US$ 7,135,119.
(h) Outstanding Share Data
As of May 31, 2023, the following securities were outstanding:
| Shares | 390,609,439 |
| Warrants | 81,698,305 |
| Stock options | 37,831,304 |
| Fully diluted shares outstanding | 510,139,048 |
The Company's objectives when managing capital are to safeguard its ability to continue as a going concern, so that it can continue to provide returns for shareholders, benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
The capital structure of the Company includes cash and cash equivalents, equity attributable to equity holders comprised of contributed equity, reserves and accumulated losses. In order to maintain or adjust the capital structure, the Company may issue new shares, sell assets or adjust the level of activities undertaken by the Company.
The Company monitors capital based on cash flow requirements for operational, exploration and evaluation expenditures. The Company has no debt or other borrowings as at the date of this Application. The Company will continue to use capital market issuances to satisfy anticipated funding requirements.
The availability of equity capital, and the price at which additional equity could be issued, is dependent upon the success of the Company's exploration activities, and upon the state of the capital markets generally. Additional financing may not be available on terms favourable to the Company or at all. If the Company does not receive future financing, it may not be possible for the Company to advance the exploration and development of its mineral exploration properties. If the Company is not able to fund these minimum expenditures, it may not be able to maintain part or all of its mineral exploration property interests. See "Risk Factors".
(i) Off-Balance Sheet Arrangements
The Company does not have any off-balance sheet arrangements.
(j) Transactions with Related Parties
The Company has conducted transactions with officers, directors and persons or companies related to directors or officers and paid or accrued amounts as follows:
Edgewater Associates Limited ("Edgewater")
During the three-month period ended May 31, 2023, Directors' and Officers' insurance was obtained on an arms-length basis through Edgewater, which is a 100% subsidiary of Manx Financial Group ("MFG"). James Mellon and Denham Eke are Directors of both the Company and MFG.
During the period, the premium payable on the policy was US$ Nil (year ended February 28, 2023: US$ 49,318). A total of US$ 1,699 was prepaid as at the period end (February 28, 2023: US$ 14,497).
(k) Critical Accounting Estimates
The preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Such estimates and assumptions affect the carrying value of assets, and impact decisions as to when exploration and development costs should be capitalized or expensed.
As at May 31, 2023, the Company had incurred capitalised exploration expenditures, including capitalised licence and permit costs, of US$ 10,803,005. Changes in management's judgment as to the prospective nature, assessment of the existence or otherwise of economically recoverable reserves, technical feasibility and/or commercial viability of the relevant tenements and the Company's intentions with respect to the relevant tenements, could affect the assessment of the recoverable amount.
The Company regularly reviews its estimates and assumptions: however, actual results could differ from these estimates and these differences could be material.
Bradda Head Lithium Limited
Unaudited Condensed Consolidated Interim Financial Statements
For the three-month period ended May 31, 2023
Condensed Interim Consolidated Statement of Comprehensive Income
for the period ended May 31, 2023
| |
| | | Three-month period ended May 31, 2023 (unaudited) | | | Three-month period ended May 31, 2022 (unaudited) | |
| | Notes | | | US$ | | | US$ | |
Expenses | | | | | | | | | |
General and administrative | | | 2 | | | | (1,258,841 | ) | | | (1,205,529 | ) |
Share based payment and warrant expense | | | 10 | | | | (180,622 | ) | | | (1,194,204 | ) |
Foreign exchange gain/(loss) | | | | | | | 136,475 | | | | (310,522 | ) |
| | | | | | | | | | | | |
Operating loss | | | | | | | (1,302,988 | ) | | | (2,710,255 | ) |
| | | | | | | | | | | | |
Other income | | | | | | | | | | | | |
Warrant fair value re-measurement | | | 11 | | | | 146,585 | | | | 2,830,344 | |
Unrealised gain on Investment at fair value through profit or loss | | | | | | | 13,109 | | | | - | |
| | | | | | | | | | | | |
(Loss)/profit before finance income | | | | | | | (1,143,294 | ) | | | 120,089 | |
| | | | | | | | | | | | |
Finance income | | | | | | | 59,102 | | | | - | |
| | | | | | | | | | | | |
(Loss)/profit before income tax | | | | | | | (1,084,192 | ) | | | 120,089 | |
| | | | | | | | | | | | |
Income tax expense | | | | | | | - | | | | - | |
| | | | | | | | | | | | |
Total comprehensive (loss)/profit for the period | | | | | | | (1,084,192 | ) | | | 120,089 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
Basic and diluted (loss)/profit per share (US cents) | | | 12 | | | | (0.278 | ) | | | 0.04 | |
The accompanying notes are an integral part of these consolidated interim financial statements.
Condensed Interim Consolidated Statement of Financial Position
as at May 31, 2023
| | Notes | | | May 31, 2023 (unaudited) | | | February 28, 2023 (audited) | |
| | | | | US$ | | | US$ | |
Non-Current assets | | | | | | | | | |
Deferred mining and exploration costs | | | 3 | | | | 8,410,296 | | | | 7,461,851 | |
Exploration permits and licences | | | 4 | | | | 2,392,709 | | | | 2,112,415 | |
Plant and equipment | | | 8 | | | | 118,681 | | | | 79,602 | |
Advances and deposits | | | 6 | | | | 50,941 | | | | 104,192 | |
Investment at fair value through profit or loss | | | | | | | 104,869 | | | | 91,761 | |
| | | | | | | | | | | | |
Total non-current assets | | | | | | | 11,077,496 | | | | 9,849,821 | |
| | | | | | | | | | | | |
Current assets | | | | | | | | | | | | |
Cash and cash equivalents | | | | | | | 3,905,582 | | | | 7,746,519 | |
Cash deposits | | | | | | | 1,092,858 | | | | - | |
Advances and deposits | | | 6 | | | | 385,624 | | | | 385,624 | |
Trade and other receivables | | | 6 | | | | 168,869 | | | | 216,595 | |
| | | | | | | | | | | | |
Total current assets | | | | | | | 5,552,933 | | | | 8,348,738 | |
| | | | | | | | | | | | |
Total assets | | | | | | | 16,630,429 | | | | 18,198,559 | |
| | | | | | | | | | | | |
Equity | | | | | | | | | | | | |
Share premium | | | 9 | | | | 30,616,373 | | | | 30,616,373 | |
Retained deficit | | | | | | | (14,535,003 | ) | | | (13,631,433 | ) |
| | | | | | | | | | | | |
Total equity | | | | | | | 16,081,370 | | | | 16,984,940 | |
| | | | | | | | | | | | |
Current liabilities | | | | | | | | | | | | |
Trade and other payables | | | 7 | | | | 465,443 | | | | 983,418 | |
Warrant liability | | | 11 | | | | 83,616 | | | | 230,201 | |
| | | | | | | | | | | | |
Total current liabilities | | | | | | | 549,059 | | | | 1,213,619 | |
| | | | | | | | | | | | |
Total equity and liabilities | | | | | | | 16,630,429 | | | | 18,198,559 | |
The accompanying notes are an integral part of these consolidated interim financial statements.
These condensed interim consolidated financial statements were approved by the Board of Directors on August 30, 2023 and were signed on their behalf by:
Denham Eke
Director
Condensed Interim Consolidated Statement of Changes in Equity
for the period ended May 31, 2023
| | Share premium | | | Retained deficit | | | Total | |
| | US$ | | | US$ | | | US$ | |
| | | | | | | | | |
Balance at March 1, 2023 (audited) | | | 30,616,373 | | | | (13,631,433 | ) | | | 16,984,940 | |
| | | | | | | | | | | | |
Total comprehensive loss for the period | | | | | | | | | | | | |
Loss for the period | | | - | | | | (1,084,192 | ) | | | (1,084,192 | ) |
| | | | | | | | | | | | |
Total comprehensive loss for the period | | | - | | | | (1,084,192 | ) | | | (1,084,192 | ) |
| | | | | | | | | | | | |
Transactions with owners of the Company | | | | | | | | | | | | |
Equity settled share-based payments (note 10) | | | - | | | | 180,622 | | | | 180,622 | |
| | | | | | | | | | | | |
Total transactions with owners of the Company | | | - | | | | 180,622 | | | | 180,622 | |
| | | | | | | | | | | | |
Quarter ended May 31, 2023 (unaudited) | | | 30,616,373 | | | | (14,535,003 | ) | | | 16,081,370 | |
The accompanying notes are an integral part of these consolidated interim financial statements.
Condensed Interim Consolidated Statement of Changes in Equity
for the period ended May 31, 2023 (continued)
| | Share premium | | | Retained deficit | | | Total | |
| | US$ | | | US$ | | | US$ | |
| | | | | | | | | |
Balance at 1 March 2022 (audited) | | | 23,434,385 | | | | (11,177,220 | ) | | | 12,257,165 | |
| | | | | | | | | | |
Total comprehensive profit for the period | | | | | | | | | | |
Profit for the period | | | - | | | | 120,089 | | | | 120,089 | |
| | | | | | | | | | | | |
Total comprehensive income for the period | | | - | | | | 120,089 | | | | 120,089 | |
| | | | | | | | | | |
Transactions with owners of the Company | | | | | | | | | | |
Issue of ordinary shares (note 9 and note 11) | | | 7,581,351 | | | | - | | | | 7,581,351 | |
Share issue costs capitalised (note 9) | | | (547,916 | ) | | | - | | | | (547,916 | ) |
Equity settled share-based payments (note 10) | | | - | | | | 1,194,204 | | | | 1,194,204 | |
| | | | | | | | | | | | |
Total transactions with owners of the Company | | | 7,033,435 | | | | 1,194,204 | | | | 8,227,639 | |
| | | | | | | | | | | | |
Quarter ended 31 May 2022 (unaudited) | | | 30,467,820 | | | | (9,862,927 | ) | | | 20,604,893 | |
The accompanying notes are an integral part of these consolidated interim financial statements.
Condensed Interim Consolidated Statement of Cash Flows
for the period ended May 31, 2023
| | Notes | | | Three-month period ended May 31, 2023 (unaudited) | | | Three-month period ended May 31, 2022 (unaudited) | |
| | | | | US$ | | | US$ | |
Cash flows from operating activities | | | | | | | | | |
(Loss)/profit before income tax | | | | | | (1,084,192 | ) | | | 120,089 | |
| | | | | | | | | | | |
Adjusted for non-cash and non-operating items: | | | | | | | | | | | |
Depreciation | | | 8 | | | | 10,921 | | | | 4,643 | |
Unrealised (gain)/loss on investment | | | | | | | (13,109 | ) | | | - | |
Interest income | | | | | | | (59,102 | ) | | | - | |
Equity settled share based payments expense | | | 10, 11 | | | | 180,622 | | | | 1,194,204 | |
Warrant fair value re-measurement | | | 11 | | | | (146,585 | ) | | | (2,830,344 | ) |
Unrealised FX gain on cash balances | | | | | | | - | | | | 316,171 | |
| | | | | | | | | | | | |
| | | | | | | (1,111,445 | ) | | | (1,195,237 | ) |
| | | | | | | | | | | | |
Change in trade and other receivables | | | | | | | 47,727 | | | | 10,996 | |
Change in trade and other payables | | | | | | | (517,974 | ) | | | (751,625 | ) |
| | | | | | | | | | | | |
Net cash flows used by operating activities | | | | | | | (1,581,692 | ) | | | (1,935,866 | ) |
| | | | | | | | | | | | |
Cash flows from investing activities | | | | | | | | | | | | |
Amounts paid for deferred mining and exploration costs | | | 3 | | | | (948,445 | ) | | | (312,761 | ) |
Amounts paid for licences and permits | | | 4 | | | | (280,294 | ) | | | (294,424 | ) |
Equipment purchased | | | 8 | | | | (50,000 | ) | | | (58,671 | ) |
Advances and deposits - cash returned | | | | | | | 53,250 | | | | - | |
| | | | | | | | | | | | |
Net cash flows used by investing activities | | | | | | | (1,225,489 | ) | | | (665,856 | ) |
| | | | | | | | | | | | |
Cash flows from financing activities | | | | | | | | | | | | |
Cash received from shares and warrants issued | | | 9, 11 | | | | - | | | | 12,304,100 | |
Share issue costs paid | | | 9 | | | | - | | | | (547,916 | ) |
Interest income received | | | | | | | 59,102 | | | | - | |
Bank deposits not considered cash and cash equivalents (net) | | | | | | | (3,905,582 | ) | | | - | |
| | | | | | | | | | | | |
Net cash flows from financing activities | | | | | | | (3,846,480 | ) | | | 11,756,184 | |
| | | | | | | | | | | | |
Increase / (decrease) in cash and cash equivalents | | | | | | | (6,653,661 | ) | | | 9,154,462 | |
| | | | | | | | | | | | |
Cash and cash equivalents at beginning of period | | | | | | | 7,746,519 | | | | 7,327,303 | |
| | | | | | | | | | | | |
Effect of foreign exchange on cash balances | | | | | | | - | | | | (316,171 | ) |
| | | | | | | | | | | | |
Cash and cash equivalents at end of period | | | | | | | 1,092,858 | | | | 16,165,594 | |
The accompanying notes are an integral part of these consolidated interim financial statements.
Bradda Head Lithium Limited
Notes to the condensed consolidated interim financial statements for the period ended May 31, 2023
1 Reporting Entity and basis of preparation
Bradda Head Lithium Limited (the "Company") is a company domiciled in the British Virgin Islands. The address of the Company's registered office is Craigmuir Chambers, Road Town, Tortola, British Virgin Islands. The Company and its subsidiaries together are referred to as the "Group".
The Company is a lithium exploration Group focused on developing its projects in the USA.
These interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting and should be read in conjunction with the last annual consolidated financial statements as at and for the year ended February 28, 2023 ("last annual financial statements"). They do not include all of the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the last annual financial statements.
The financial information in this report has been prepared in accordance with the Company's accounting policies and in consistency with the last annual financial statements. Full details of the accounting policies adopted by the Company are contained in the financial statements included in the Company's annual report for the year ended February 28, 2023, which is available on the Group's website: www.braddheadltd.com, and on SEDARplus (www.sedarplus.ca/landingpage). These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited Consolidated Financial Statements for the year ended February 28, 2023.
2 General and administrative
The Group's general and administrative expenses include the following:
| | Three-month period ended May 31, 2023 (unaudited) US$ | | | Three-month period ended May 31, 2022 (unaudited) US$ | |
| | | | | | |
Auditors' fees | | | 19,600 | | | | 81,841 | |
Directors and management fees and salaries | | | 137,541 | | | | 132,674 | |
Legal and accounting | | | 83,613 | | | | 100,306 | |
Contractor costs | | | 551,868 | | | | 565,826 | |
Professional and marketing costs | | | 204,203 | | | | 307,328 | |
Other administrative costs | | | 262,016 | | | | 17,554 | |
| | | | | | | | |
Total | | | 1,258,841 | | | | 1,205,529 | |
3 Deferred mine exploration costs
The schedule below details the exploration costs capitalised to date:
| | Total | |
| | US$ | |
Cost and net book value | | | |
At February 28, 2022 (audited) | | | 4,183,744 | |
| | | | |
Capitalised during the year | | | 3,278,107 | |
| | | |
At February 28, 2023 (audited) | | | 7,461,851 | |
| | | | |
Capitalised during the period | | | 948,445 | |
| | | | |
At May 31, 2023 (unaudited) | | | 8,410,296 | |
| | | | |
Cost and net book value | | | | |
At May 31, 2023 (unaudited) | | | 8,410,296 | |
At February 28, 2023 (audited) | | | 7,461,851 | |
The recoverability of the carrying amounts of exploration and evaluation assets is dependent on the successful development and commercial exploitation or sale of the respective area of interest, as well as maintaining the assets in good standing. The Group assessed the DMEC relating to areas for which licenses and permits are held, for impairment as at May 31, 2023. The Board concluded that no facts and circumstances have been identified which suggest the recoverable amount of these assets would not exceed the carrying amount and, as such, no impairment was recognised during the period.
During the year ended February 28, 2023, an impairment charge of US$ Nil was recognised.
4 Exploration permits and licences
The schedule below details the exploration permit and licence costs capitalised to date:
| | Total | |
| | US$ | |
Cost and net book value | | | |
At February 28, 2022 (audited) | | | 1,549,076 | |
| | | | |
Capitalised during the year | | | 582,809 | |
Impairment | | | (19,470 | ) |
| | | |
At February 28, 2023 (audited) | | | 2,112,415 | |
| | | | |
Capitalised during the period | | | 280,294 | |
| | | | |
At May 31, 2023 (unaudited) | | | 2,392,709 | |
| | | | |
Cost and net book value | | | | |
At May 31, 2023 (unaudited) | | | 2,392,709 | |
At February 28, 2023 (audited) | | | 2,112,415 | |
The Group assessed the carrying amount of the licences and permits held for impairment as at May 31, 2023. The Board concluded that no facts and circumstances have been identified which suggest the recoverable amount of these assets would not exceed the carrying amount and, as such, no impairment was recognised during the period.
During the year ended February 28, 2023, an impairment charge of US$ 19,470 was recognised as a result of project licences and permits that were not renewed.
5 Investment in subsidiary undertakings
As at May 31, 2023, the Group had the following subsidiaries:
Name of company | Place of incorporation | Ownership interest | Principal activity |
Bradda Head Limited* | BVI | 100% | Holding company of entities below |
Zenolith (USA) LLC | USA | 100% | Holds USA lithium licences and permits |
Verde Grande LLC | USA | 100% | Holds USA lithium licences and permits |
Gray Wash LLC | USA | 100% | Holds USA lithium licences and permits |
San Domingo LLC | USA | 100% | Holds USA lithium licences and permits |
* Held directly by the Company. All other holdings are indirectly held through Bradda Head Limited
The condensed interim consolidated financial statements include the results of the subsidiaries for the full interim period from March 1, 2023 to May 31, 2023, and up to the date that control ceases.
6 Trade and other receivables and advances and deposits
| | May 31, 2023 (unaudited) | | | February 28, 2023 (audited) | |
| | US$ | | | US$ | |
Advances and deposits | | | 50,941 | | | | 104,192 | |
Current
| | May 31, 2023 (unaudited) | | | February 28, 2023 (audited) | |
| | US$ | | | US$ | |
Prepayments and other debtors | | | 168,869 | | | | 216,595 | |
Advances and deposits | | | 385,624 | | | | 385,624 | |
7 Trade and other payables
| | May 31, 2023 (unaudited) | | | February 28, 2023 (audited) | |
| | US$ | | | US$ | |
Trade payables | | | 367,370 | | | | 904,944 | |
Accrued expenses and other payables | | | 98,073 | | | | 78,474 | |
| | | | | | | | |
| | | 465,443 | | | | 983,418 | |
8 Plant and equipment
| | Motor vehicle | | | Total | |
Cost | | US$ | | | US$ | |
As at March 1, 2022 (audited) | | | 55,718 | | | | 55,718 | |
Additions during the year | | | 58,672 | | | | 58,672 | |
| | | | | | | | |
As at February 28, 2023 (audited) | | | 114,390 | | | | 114,390 | |
| | | | | | | | |
Additions during the period | | | 50,000 | | | | 50,000 | |
| | | | | | | | |
As at May 31, 2023 (unaudited) | | | 164,390 | | | | 164,390 | |
| | | | | | |
| | Motor vehicle | | | Total | |
Accumulated depreciation | | US$ | | | US$ | |
As at March 1, 2022 (audited) | | | (1,548 | ) | | | (1,548 | ) |
Depreciation charge for the year | | | (33,240 | ) | | | (33,240 | ) |
| | | | | | | | |
As at February 28, 2023 (audited) | | | (34,788 | ) | | | (34,788 | ) |
| | | | | | | | |
Depreciation charge for the period | | | (10,921 | ) | | | (10,921 | ) |
| | | | | | | | |
As at May 31, 2023 (unaudited) | | | (45,709 | ) | | | (45,709 | ) |
| | | | | | | | |
Carrying amount | | | | | | | | |
As at May 31, 2023 (unaudited) | | | 118,681 | | | | 118,681 | |
As at February 28, 2023 (audited) | | | 79,602 | | | | 79,602 | |
9 Share premium
Authorised
The Company is authorised to issue an unlimited number of nil par value shares of a single class.
| | Shares | | | Share capital | | | Share premium | |
Issued ordinary shares of US$0.00 each | | | | | US$ | | | US$ | |
At February 28, 2023 (audited) | | | | | | | | | |
| | | 317,413,879 | | | | - | | | 23,434,385 | |
| | | | | | | | | | | |
Shares issued for cash | | | 73,195,560 | | | | - | | | | 7,729,904 | |
Share issue costs capitalised | | | - | | | | - | | | | (547,916 | ) |
| | | 390,609,439 | | | | - | | | | 30,616,373 | |
| | | | | | | | | | | | |
At May 31, 2023 (unaudited) | | | 390,609,439 | | | | - | | | | 30,616,373 | |
On 13 April 2022, the Company completed a fundraise, issuing 73,195,560 ordinary shares for gross proceeds of US$ 12.9 million and issued 73,195,560 warrants for ordinary shares to participating shareholders. Refer to note 11.
10 Equity settled share based payments
The cost of equity settled transactions with certain Directors of the Company and other participants ("Participants") is measured by reference to the fair value at the date on which they are granted. The fair value is determined based on the Black-Scholes option pricing model.
Options and warrants
The total number of share options and warrants in issue as at the period end is set out below.
Recipient | Grant Date | | Term in years | | | Exercise Price | | Number at March 1, 2023 (audited) | | Number Issued | | Number Lapsed/ cancelled/expired | | | Number Exercised | | | May 31, 2023 (unaudited) | | | Fair value | |
Options | | |
| | |
| |
| |
| |
| | |
| | |
| | | US$ | |
Directors and Participants | April 2018 | | 5 | | US$ | 0.15668 | | | 1,606,304 | | | - | | | - | | | | - | | | | 1,606,304 | | | | 24,028 | |
Directors and Participants | June 2021 | | 5 | | US$ | 0.048 | | | 18,000,000 | | | - | | | - | | | | - | | | | 18,000,000 | | | | 1,110,556 | |
Directors and Participants | September 2021 | | 5 | | £ | 0.09 | | | 3,500,000 | | | | | | - | | | | - | | | | 3,500,000 | | | | 314,962 | |
Directors and Participants | April 2022 | | 5 | | £ | 0.18 | | | 8,925,000 | | | | | | - | | | | - | | | | 8,925,000 | | | | 1,089,312 | |
Directors and Participants | December 2022 | | 5 | | £ | 0.105 | | | 1,000,000 | | | | | | - | | | | - | | | | 1,000,000 | | | | 273,727 | |
Directors and Participants | April 2023 | | 5 | | £ | 0.060 | | | - | | | 4,800,000 | | | - | | | | - | | | | 4,800,000 | | | | 180,622 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Warrants | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Supplier warrants | July 2021 | | 5 | | £ | 0.0550 | | | 1,818,182 | | | - | | | - | | | | - | | | | 1,818,182 | | | | 124,482 | |
Supplier warrants | July 2021 | | 3 | | £ | 0.0825 | | | 2,254,545 | | | - | | | - | | | | - | | | | 2,254,545 | | | | 8,275 | |
Shareholder warrants | December 2021 | | 2 | | £ | 0.0885 | | | 1,185,687 | | | - | | | - | | | | - | | | | 1,185,687 | | | | 44,858 | |
Supplier warrants | April 2022 | | 2 | | £ | 0.1350 | | | 3,244,331 | | | - | | | - | | | | - | | | | 3,244,331 | | | | 284,918 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | 41,534,049 | | | 4,800,000 | | | - | | | | - | | | | 46,334,049 | | | | 3,455,740 | |
10 Equity settled share based payments (continued)
The amount expensed in the income statement has been calculated by reference to the fair value at the grant date of the equity instrument and the estimated number of equity instruments to vest after the vesting period.
| | Three-month period ended May 31, 2023 (unaudited) US$ | | | Three-month period ended May 31, 2022 (unaudited) US$ | |
Share based payments charge | | | 180,622 | | | | 1,194,204 | |
The inputs used in the measurement of the fair values at grant date of the equity-settled share-based payment plans issued during the period are as follows:
| Award date and exercise price |
Fair value at grant date | £0.030 |
Exercise price | £0.060 |
Weight average expected volatility | 78.50% |
Weighted average expected life (years) | 5 |
Risk-free interest rate (based on comparable companies) | 3.82% |
Terms of the issued options are as follows:
- 4,800,000 options have been granted that vest fully on grant date. All un-exercised options expire after a period of 5 years from admission date. It is assumed that options are exercised within 5 years from date of grant. The applied volatility is based on historical volatility.
11 Warrants
The cost of equity warrants granted during the period are measured by reference to the fair value at the date on which they are granted. The fair value is determined based on the Black-Scholes option pricing model.
During the three-month period ended May 31, 2023, no new warrants were issued.
The total number of warrants in issue as at the period end is set out below.
Recipient | Grant Date | | Term in years | | Exercise Price | | Warrants at March 1, 2023 (audited) | | | Number of Warrants Issued | | | Number of Warrants Lapsed/ cancelled/expired | | | Number of Warrants Exercised | | | Number of Warrants at May 31, 2023 (unaudited) | | | Fair value | |
Warrants | | |
| | | |
| | |
| | |
| | |
| | |
| | | US$ | |
Shareholder warrants | April 2022 | | | 2 | | £0.2100 | | | 73,195,560 | | | | - | | | | - | | | | - | | | | 73,195,560 | | | | 83,616 | |
| | | | | | | | | 73,195,560 | | | | - | | | | - | | | | - | | | | 73,195,560 | | | | 83,616 | |
The fair value applied to the shareholder warrants has been classified as a financial liability. At the date of grant the fair value of shareholder warrants of US$ 4,748,671 was deducted from the gross proceeds raised against share premium. At period end, the warrant liability has been re-measured to fair value, with a corresponding entry to profit and loss of US$ 146,585 (31 May 2022: US$ 2,830,344) within Warrant Fair Value Re-Measurement.
Reconciliation of warrant liability fair value:
| | Fair value | |
| | US$ | |
Balance at March 1, 2023 | | | 230,201 | |
Fair value re-measurement | | | (146,585 | ) |
| | | |
Balance at May 31, 2023 | | | 83,616 | |
11 Warrants (continued)
April 2022 shareholder warrants
Grant date fair value | Award date and exercise price |
Fair value at grant date | £0.0492 |
Exercise price | £0.21 |
Weight average expected volatility | 81.90% |
Weighted average expected life (years) | 2 |
Risk-free interest rate (based on comparable companies) | 0.80% |
May 31, 2023 fair value | Award date and exercise price |
Fair value | £0.00009 |
Exercise price | £0.21 |
Weighted average expected volatility | 79.2% |
Weighted average expected life remaining (years) | 0.88 |
Risk-free interest rate (based on comparable companies) | 4.40% |
As part of the fundraise completed during April 2022, all participating shareholders received a warrant on 1:1 basis for shares acquired. As a result, 73,195,560 warrants have been issued. All un-exercised warrants expire after a period of 2 years from grant date. It is assumed that warrants are exercised within 2 years from date of grant. The applied volatility is based on historical volatility.
12 Basic and diluted loss per share
The calculation of the basic loss per share is based on the earnings attributable to ordinary shareholders divided by the weighted average number of shares in issue during the year.
The calculation of diluted earnings per share is based on the basic earnings per share, adjusted to allow for the issue of shares, on the assumed conversion of all dilutive share options.
An adjustment for the dilutive effect of share options in the current year has not been reflected in the calculation of the diluted loss per share, as the effect would have been anti-dilutive, due the Company recognising a loss for the year.
| | | May 31, 2023 (unaudited) US$ | | | | May 31, 2022 (unaudited) US$ | |
(Loss)/profit for the period | | | (1,084,192 | ) | | | 120,089 | |
| | No. | | | No. | |
Weighted average number of ordinary shares in issue | | | 390,609,439 | | | | 342,690,043 | |
Dilutive element of share options if exercised (note 15) | | | 37,831,304 | | | | 32,031,304 | |
Diluted number of ordinary shares | | | 428,440,743 | | | | 374,721,347 | |
Basic (loss)/earnings per share (cents) | | | (0.278 | ) | | | 0.04 | |
Diluted (loss)/earnings per share (cents) | | | (0.278 | ) | | | 0.04 | |
For the period ended May 31, 2023, the earnings applied are the same for both basic and diluted earnings calculations per share as there are no dilutive effects to be applied.
13 Related party transactions and balances
Edgewater Associates Limited ("Edgewater")
During the three-month period ended May 31, 2023, Directors' and Officers' insurance was obtained on an arms-length basis through Edgewater, which is a 100% subsidiary of Manx Financial Group ("MFG"). James Mellon and Denham Eke are Directors of both the Company and MFG.
During the period, the premium payable on the policy was US$ Nil (year ended February 28, 2023: US$ 49,318). A total of US$ 1,699 was prepaid as at the period end (February 28, 2023: US$ 14,497).
14 Commitments and contingent liabilities
The Group has certain obligations to expend minimum amounts on exploration works on mining tenements in order to retain an interest in them, equating to approximately US$ 432,029 during the next 12 months. This includes annual fees in respect of licence renewals. These obligations may be varied from time to time, subject to approval and are expected to be filled in the normal course of exploration and development activities of the Company.
15 Events after the reporting date
No post balance sheet events have occurred that required disclosure.
ENDS
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SOURCE:Bradda Head Lithium Limited
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