(AIM Ticker: LND.L)

LONDON, Sept. 28, 2023 /CNW/ – Landore Resources Limited (AIM: LND) (“Landore Resources” or the “Company”) is pleased to announce its unaudited interim results for the six months ended 30 June 2023.

The Company notes that the interim results also include results for the three month period ended 30 June 2023, and associated comparatives, in order to facilitate the Company’s planned forthcoming dual listing on the TSX Venture Exchange (“TSX-V”).

Full copies of the Company’s unaudited interim results for the three and six months ended 30 June 2023 (the “Interim Results”), together with the separate accompanying Management’s Discussion and Analysis (“MD&A”), will shortly be made available to download on the Company’s website at: www.landore.com.

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended by virtue of the Market Abuse (Amendment) (EU Exit) Regulations 2019.

General

The following MD&A of Landore Resources Limited (the “Company”, the “Group” or “Landore”) should be read in conjunction with the unaudited condensed interim consolidated financial statements for the three and six months ended 30 June, 2023 with comparatives for the three and six month periods ended 30 June, 2022 and the notes thereto. The Company’s unaudited condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”). Unless otherwise stated, all amounts discussed herein are denominated in British Pounds.

Overview

The Company is quoted on AIM with the trading symbol LND.L. The Company is based in Guernsey in the Channel Islands and its 100 per cent. owned operating subsidiary, Landore Resources Canada Inc. (“Landore Canada”), is engaged in the exploration and development of a portfolio of precious and base metal properties in North America.

Financial Results:

The financial results for the six months to 30 June 2023 show a loss before income tax of £822,251 (30 June 2022: £794,385), and for the three months ended 30 June 2023 a loss of £771,560 (30 June 2022: £308,022). Exploration costs for the six months ended 30 June 2023 were £242,502 (30 June 2022: £398,341), and for the three months ended 30 June 2023 £142,752 (30 June 2022 £248,834).

The Company’s cash and cash equivalents balance was £397,109 at 30 June, 2023 compared to £1,235,528 at 31 December, 2022.

The Junior Lake Property:

The Junior Lake property, 100 per cent. owned by Landore Canada, is located in the province of Ontario, Canada, approximately 235 kilometres north-northeast of Thunder Bay and is host to the BAM Gold Deposit, the B4-7 Nickel-Copper-Cobalt-PGEs deposit and the adjacent Alpha PGEs zone. Junior Lake also contains the VW Nickel deposit and numerous other highly prospective mineral occurrences including lithium.

BAM Gold Deposit:

Works to-date have brought the BAM Gold Project’s In-Situ NI 43-101 compliant resource to 49,231,000 tonnes (t) at 1.0 grams/tonne (g/t) for 1,496,000 ounces of gold (oz Au) including 30,965,000t at 1.0g/t for 1,029,000 ounces gold in the Indicated Category (February 2022 mineral resource estimate, at a 0.3g/t cut-off).

On 9 May 2022, Landore announced a positive preliminary economic assessment (“PEA”) which indicated that under certain conditions the BAM Gold Project generates pre-tax and post-tax NPVs of, respectively, US$333.6M and US$231.2M and pre-tax and post-tax real IRRs of 87.4% and 66.7%. The BAM Gold Project has an after-tax simple pay back of 1.25 years from the start of production or 2.25 years from the start of the project.

Landore Canada’s focus for the remainder of 2023 and going forward is on advancing its highly prospective BAM Gold Project, targeting a two-million-ounce resource together with completing a Pre-Feasibility Study, concentrating on:

• The underground potential at BAM as identified by CUBE in its May 2022 resource upgrade and presentation.
• Advancing the existing Inferred resource into an Indicated Resource together with infilling the exploration targets to the immediate east and west of the current resource.
• Commencing a pre-feasibility study to advance the BAM Gold Project towards production.

Gold-Strategic Metals Exploration:

Exploration drilling in 2022 over a distance of 8 kilometres westwards along strike from the BAM Gold and B4-7 Nickel- Copper-Cobalt-PGEs Deposits successfully intersected gold and strategic metals mineralisation in all areas including the highly prospective Felix-Grassy Pond Prospects located from 1100W to 5000W. Drilling also infilled and extended the Carrot Top zone located 7 to 8 kilometres west of the BAM Gold Deposit to allow modelling for resource purposes.

During 2022 a soil-till sampling programme was completed in the Felix Lake, Lamaune Gold and Carrot Top Ni-Cu-Co- PGEs prospect areas to build on Landore Canada’s extensive dataset of soil sampling results along the Junior Lake shear zone. Soil sampling covering 16 kilometres from the Placer Dome Gold prospect in the west, to east of the BAM Gold Deposit successfully confirmed the presence of highly anomalous gold occurrences and trends on the Felix prospect and south of Felix westwards into the Lamaune Gold area, identifying direct drill targets.

Preparatory work is currently underway to follow up on the promising drill and soil results with the aim of expanding the BAM Gold Deposit to the west and east, as well as further delineating strategic metals trends.

The continued rapid growth of the BAM Gold Deposit together with the possible future development of the other known gold prospects along this highly prospective 31 kilometre long Archean greenstone belt bodes well for the future of the Junior Lake Property potentially hosting a multi-million ounce gold deposit.

Junior Lake Lithium Prospects:

On 6 March 2023, Landore announced that it had entered into an option agreement with Green Technology Metals Limited (“GT1”) which provides GT1 with the right to purchase an 80 per cent. interest (the “Option”) in certain tenements which contain Lithium prospects in return for staged payments over three years to Landore Canada totalling C$2,500,000 in cash and an additional C$1,500,000 either in cash or by issuing Landore Canada with new common shares in GT1 (the “Lithium Claim Blocks”).

The Lithium Claim Blocks, located in the northern part of the Junior Lake Property, consist of 10,856 hectares and host a number of lithium-bearing pegmatites, with three drill-ready prospects identified from previous exploration activity, the historical Despard Lithium deposit, the Swole Lake spodumene-bearing pegmatite and Tape Lake pegmatites, both discovered by Landore Canada. As an exploration asset, the Lithium Claim Blocks currently generate no revenues or profits and as at 31 December 2022 and 30 June 2023, for accounting purposes, had a book value of nil.

The consideration received by the Company pursuant to the Option agreement will be applied towards the Group’s working capital requirements, specifically the advancement of the BAM Gold Project to the Pre-Feasibility Stage.

The spread of a novel strain of coronavirus (“COVID-19”) and measures taken to contain the spread of the virus caused significant disruption to Landore Canada’s exploration activities during the first half of 2020. By mid-2020 the Company resumed Canadian operations, and since then has successfully operated in accordance with Canadian Government’s COVID-19 guidelines.

The Group believes that a successful project is best achieved through maintaining close working relationships with First Nations and other local communities. This social ideology is at the forefront of the Group’s exploration initiatives and the Company seeks to establish and maintain co-operative relationships with First Nations communities, hiring local personnel and using local contractors and suppliers where possible. Careful attention is given to ensure that all exploration activity is performed in an environmentally responsible manner and abides by all relevant mining and environmental acts. Landore Canada takes a conscientious role towards its operations and is aware of its social responsibilities and its environmental duties.

28 September 2023

Unaudited Condensed Interim Consolidated Statement of Comprehensive Income

For the three and six months ended 30 June 2023

The above Unaudited Condensed Interim Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

Unaudited Condensed Interim Consolidated Statement of Financial Position

As at 30 June 2023

The above Unaudited Condensed Interim Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

Unaudited Condensed Interim Consolidated Statement of Changes in Equity

For the six months ended 30 June 2023

 

The above Unaudited Condensed Interim Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

Unaudited Condensed Interim Consolidated Statement of Cash Flows

For the six months ended 30 June 2023

The above Unaudited Condensed Interim Consolidated Statement of Cash Flow should be read in conjunction with the accompanying notes.

1.          General information

The Company was registered in Guernsey, Channel Islands on 16 February 2005 with registered number 42821 under the Companies (Guernsey) Law, 2008. The Company is quoted on the AIM with the trading symbol LND.L. The principal activity, mainly in Canada, is mineral exploration including the identification, acquisition and development of technically and economically sound mineral projects either alone or with joint venture partners.

2.          Basis of accounting and accounting policies

The unaudited condensed interim consolidated financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting (“IAS 34”) and do not include all of the information required in annual financial statements. These unaudited condensed interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended 31 December 2022.

The condensed interim consolidated interim financial statements have not been audited and have been prepared on the historical cost basis. The principal accounting policies adopted are consistent with those adopted in the audited annual consolidated financial statements for the year ended 31 December 2022.

The unaudited condensed interim consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries and collectively the “Group”) made up to 30 June 2023.

Changes in accounting policies

New and revised standards that are effective for annual periods beginning on or after 1 January 2023 have been adopted in these unaudited condensed interim consolidated financial statements.

During the financial period, the Group has adopted the following new IFRSs (including amendments thereto), which became effective for the first time:

The Company’s management have reviewed the application of the amendments and have concluded that there is no impact on these unaudited condensed interim consolidated financial statements.

3.          Basis of consolidation

The unaudited condensed interim consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries and collectively the “Group”) made up to 30 June 2023. Control is achieved where the Company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. The financial statements of subsidiaries are included in the unaudited condensed interim consolidated financial statements from the date that control commences until control ceases.

On acquisition, the assets and liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition. Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill. Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired (i.e., discount on acquisition) is credited to the Statement of Comprehensive Income in the period of acquisition.

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

The Directors consider that the Company exerts control over its subsidiaries by virtue of its ownership of 100% of the share capital in each of those companies and therefore 100% of the voting rights and rights to variable returns from its involvement with those companies (apart from Lamaune Iron Inc. which is owned 90.2%). The Directors therefore consider that the Company has control over the companies it identifies as its subsidiaries in accordance with IFRS 10.

4.          Going concern

Note 15 to the unaudited condensed interim consolidated financial statements includes the Group’s objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments; and its exposures to credit risk and liquidity risk.

Due to the location of the Group’s principal assets, it is well protected from the effects of any potential COVID-19 resurgence on its operations. Whilst the Group is exposed to any wider economic implications from any further restrictions, the Board believes that its interests in a range of precious metals combined with the drilling progress achieved in 2022 provide a significant hedge to the potential exposure to any further COVID-19 impacts. The Group’s operations during the period were unaffected by the pandemic which has now abated.

As at 30 June 2023, the Group had cash balances of £397,109. In addition, the Group is due to receive the following further sums:

• A cash payment of C$250,000 and a convertible cash payment of C$500,000 on or before 24 November 2023;
• A cash payment of C$500,000 and a convertible cash payment of C$750,000 on or before 24 May 2024; and
• Furthermore, a cash payment of C$500,000 is due in March 2024 in relation to the option for the sale of the Lithium Claim Blocks.

Whilst the Group has reported a comprehensive loss after tax for the period ended 30 June 2023 amounting to approximately £0.85m, the above mentioned expected further receipts, plus the £600,000 (before expenses) via the fundraising announced on 29 June 2023, together with cash balances held at the period end means that the Board is satisfied that the Group has sufficient cash to meet its operational requirements for a period of at least 12 months from the date of approval of these unaudited condensed interim consolidated financial statements.

The Group currently has no debt. Future development activities to continue to grow the Group’s resources can be adjusted based on the Group’s ability to raise additional funds as necessary.

The unaudited condensed interim consolidated financial statements have been prepared on a going concern basis with a reasonable expectation that the Group has adequate resources to continue in operational existence for a period of at least 12 months from the date of approval of these unaudited condensed interim consolidated financial statements.

5.          Taxation

The Company is taxed at the company standard rate of 0%.

The Company’s subsidiary, Landore Resources Canada Inc., is subject to Canadian Federal tax. No tax has been provided in the accounts of Landore Resources Canada Inc. since there were no taxable profits generated by the company during the year.

Landore Resources Canada Inc. has potential deferred tax assets of approximately C$17m (31 December 2022: C$17m) which are not recognised at the end of the period. These deferred tax assets are in relation to exploration expenditures which are carried forward to be utilised against future profits.

Landore Resources Canada Inc. also has a subsidiary, Brancote US Inc. which is subject to taxation in the United States.

6.            Mineral properties

 

6.1          Junior Lake

Junior Lake is a nickel, copper, platinum group metals, iron, gold, and lithium property located north of Thunder Bay in Northern Ontario, Canada, wholly owned by the Group. The Junior Lake property also encompasses the Lamaune property block and the Swole property block.

On 5 March 2023, Landore Resources Canada entered into an agreement with Green Technology Metals Limited (“GT1”) which provides GT1 with the right to purchase an 80 per cent. interest (the “Option”) in certain tenements which contain Lithium prospects, located within the Junior Lake Property, (the “Lithium Claim Blocks”). Under the terms of the Option, GT1 has the right to purchase an 80 per cent. interest in the Lithium Claim Blocks, in return for staged payments over three years to Landore Resources (“Staged Payments”) totalling C$2,500,000 in cash and an additional C$1,500,000 either in cash or by issuing Landore Resources with new common shares in GT1 as set out below:

• Initial cash payment of C$500,000 (within 5 business days of execution of the option agreement (the “Effective Date”)) (received);
• Cash payment of C$500,000 on or before the date which is 12 months after the Effective Date;
• Cash payment of C$500,000, plus a further C$500,000 payable either in cash or through the issue of new shares in GT1 to Landore (at GT1’s election) on or before the date which is 24 months after the Effective Date; and
• Cash payment of C$1,000,000, plus a further C$1,000,000 payable either in cash or through the issue of new shares in GT1 to Landore Canada (at GT1’s election) on or before the date which is 36 months after the Effective Date.

6.2          Miminiska Lake

Miminiska Lake is a gold exploration project located east of Pickle Lake in Northern Ontario, Canada. Following the April 2018 conversion of all claims in the province of Ontario, the property consists of a southern block (“Miminiska Lake”), and a northern block (“Keezhik Lake”). Both blocks are wholly owned by the Group (collectively, the “Property”). On 5 May 2021, the Group entered into an agreement with Lithoquest Resources Inc. (“Lithoquest”) granting Lithoquest the exclusive right and option (the “Option”) to acquire a 100% interest in and to the Property and all of Landore Resource’s rights, licences and permits appurtenant thereto or held for the specific use and enjoyment thereof, including all of Landore Resource’s interest in the underlying agreements by paying to Landore Resources the staged sum of C$1,375,000 cash and an additional sum of C$2,625,000 in cash or in new Lithoquest common shares (hereinafter referred to as “Convertible Cash”), to be paid as follows:

i.  C$25,000 cash on the execution and delivery of the option agreement (received);

ii.  an additional C$100,000 cash within ten business days following the date (the “Effective Date”) of acceptance of the agreement by the TSX Venture Exchange (the “TSXV”) (received);

iii.  an additional C$250,000 cash and C$400,000 in Convertible Cash to be paid within six months of the Effective Date (received);

iv.  an additional C$250,000 cash and C$500,000 in Convertible Cash to be paid within 12 months of the Effective Date (received);

v.  an additional C$250,000 cash and C$750,000 in Convertible Cash to be paid within 18 months of the Effective Date; and

vi.  an additional C$500,000 cash and C$1,000,000 in Convertible Cash to be paid within 24 months of the Effective Date.

On 30 November 2022, an amendment agreement was signed with Storm Exploration Inc. (“Storm”) (formerly named Lithoquest Resources Inc.) to amend the payment schedule, resulting in the following revised remaining payments:

vii.  an additional $250,000 cash and $250,000 in Convertible Cash to be paid within 19 months of the Effective Date (received);

viii.  an additional C$250,000 cash and C$500,000 in Convertible Cash to be paid within 25 months of the Effective Date (received); and

ix.  an additional C$500,000 cash and C$500,000 in Convertible Cash to be paid within 31 months of the Effective Date.

On 31 January 2023, Landore Resources received a further payment under the Lithoquest Option, comprising of C$251,824 cash and 2,175,939 new common shares in Storm to the value of C$248,176.

In addition, Landore Resources agreed to further amend the terms of the Option such that Storm could now acquire a 100% interest in the Property by making staged payments to Landore Resources totalling C$1,625,000 in cash and an additional C$2,400,000 either in cash or new common shares in Storm (previously these payments from inception were to comprise C$1,375,000 in cash and C$2,625,000 in Convertible Cash), with the remaining payments to be made in accordance with the revised schedule below:

(i)  a cash payment of C$250,000 and a Convertible Cash payment of C$500,000 on or before 24 July 2023; and

(ii)  a cash payment of C$500,000 and a Convertible Cash payment of C$750,000 on or before 24 January 2024.

Storm has exclusive discretion to determine if each tranche of the Convertible Cash payments is settled in cash or in new Storm shares.

Following receipt of the remaining Cash payments, Convertible Cash payments and exercise of the Option by Storm, Landore Resources shall be entitled to receive a 2% net smelter returns royalty (“NSR”) from the Property. Storm will retain the right to reduce the NSR to 1% by paying Landore Resources the sum of C$1,000,000 in cash.

On 5 July 2023, Landore Resources and Storm agreed to a further variation of four months to the scheduling of each of the remaining payments due from Storm in respect of the pre-existing option arrangement as follows:

(i)  a cash payment of C$250,000 and a Convertible Cash payment of C$500,000 on or before 24 November 2023; and

(ii)  a cash payment of C$500,000 and a Convertible Cash payment of C$750,000 on or before 24 May 2024.

6.3          Frond Lake

Frond Lake is a gold property located east of Pickle Lake in Northern Ontario, Canada. The property is comprised of a number of patented claims contiguous to the east of the Wottam Property. The Frond Lake property claims are wholly owned by the Group subject to a 2% NSR to the original owners of the property.

6.4          Wottam

Wottam is a gold property located east of Pickle Lake in Northern Ontario, Canada. The property is wholly owned by the Group and includes a number of claims contiguous between the Miminiska and Frond properties.

6.5          Lessard

Lessard is a zinc and copper property located north of Chibougamau in Quebec, Canada. The property is wholly owned by the Group.

6.6          Swole Lake

Swole Lake is host to nickel, copper, platinum group metals and lithium occurrences. The Swole Lake mining claim, wholly owned by the Group, is consolidated into the greater Junior Lake property. The Swole Lake legacy claim is subject to a 2% NSR royalty to the original holder of the claim.

Sale of Net Smelter Returns Royalty (“NSR”)

On 28 October 2022, the Group entered into an agreement with Green Technology Metals Limited whereby Landore Resources sold its 3% Net Smelter Royalty (“Root Lake NSR”) on the Root Lake Property, Ontario (the “Root Lake NSR”).

In consideration for the sale of the 3% NSR, the Group received cash proceeds of C$3,000,000.

Purchase of Net Smelter Returns Royalty (“NSR”)

On 21 September 2020, the Group entered into a Royalty Purchase Agreement with Stares Contracting Corp., Stephen Stares, Michael Stares and James Dawson (the “Agreement”), whereby Landore Resources acquired one-half of the 2% NSR (the “Lamaune NSR”) that is held on Landore Canada’s 90.2% owned Lamaune Lake Property, Ontario.

In consideration for the purchase of 1% of the Lamaune NSR, the Group made a cash payment of C$75,000 and issued 227,733 new ordinary shares in Landore Resources at a price of 19.25 pence per share, for total consideration of C$149,964.

7.            Loss per share

The loss per share is based on the loss for the relevant period and the weighted number of ordinary shares in issue during the relevant period.

The potential ordinary shares which arise as a result of the options in issue are not dilutive under the terms of IAS 33 because they would not increase the loss per share. Accordingly, there is no difference between the basic and dilutive loss per share.

The loss per share and diluted loss per share for the periods concerned were:

8.            Property, plant and equipment

9.            Non-current asset investments

Investments consist of 7,688,009 (31 December 2022: 7,929,009) common shares of Storm Exploration Inc. (formerly known as Lithoquest Resources Inc. – a publicly traded company listed on the TSX Venture Exchange) received pursuant to the Miminiska property option agreement (see note 6.2).

Company

At 30 June 2023, the Company held interests in the issued share capital of the following subsidiary undertakings which have all been included in the consolidated interim financial statements:

10.       Trade and other receivables

11.       Trade and other payables: amounts falling due within one year

12.       Share capital

Movements in the Group’s share capital of no par value ordinary shares during the period were as follows:

Issue costs of £Nil (2022: £Nil) were incurred when issuing shares.

The total gross cash proceeds received from the shares issued in the period under review amounted to £Nil (Year to 31 December 2022: £1,746,927).

13.          Share-based payment reserve

13.1 Share options reserve

 

No options were exercised during the period (Year to 31 December 2022: 300,000).

No share options lapsed in the period (Year to 31 December 2022: 1,325,000).

All of the above options vested in full on the grant date other than 2,400,000 options issued in July 2020 which vested in January 2021. 7,350,000 options were exercisable at both 30 June 2023 and 31 December 2022.

The weighted average exercise prices relating to the above movements in the number of share options are as follows:

The estimated fair value of the options issued during the prior period was calculated by applying the Black-Scholes pricing model.

The model inputs were:

The expected volatility is wholly based on the historic volatility of the Company’s share price (calculated based on the average life of the share options).

The movements on the share options reserve are detailed below:

13.2 Share options reserve – warrants

 

In consideration of the then broker’s services as part of a February 2021 share placing and subscription, 700,000 warrants were issued. The warrants were exercisable until February 2023 at £0.45 each.

Costs that were settled by way of the issue of warrants were directly attributable to the issue of shares and therefore charged against share premium in accordance with IAS 32.

The weighted average exercise prices relating to the movements in the number of warrants are as follows:

The movements on the warrant reserve are detailed below:

14.       Related party transactions

Helen Green, a Director of the Group, is also a Director of Saffery Champness Management International Limited (“SCMIL”) and Rysaffe International Services Limited (“Rysaffe”). SCMIL were paid £143,891 (Six months to 30 June 2022: £99,821) in the period in respect of its role in performing administrative duties for the Group and Rysaffe was paid £5,000 (Six months to 30 June 2022: £5,000) in respect of its role as Secretary. An amount of £83,016 (31 December 2022: £24,510) was owed to SCMIL at the period end and the amount owing to Rysaffe was £Nil (31 December 2022: £Nil). All transactions are at market value.

Key management includes the Company’s directors, officers and any employees with authority and responsibility for planning, directing and controlling the activities of an entity, directly or indirectly.

Compensation awarded to key current and former management includes the following:

The Group does not have any single ultimate controlling party. In addition, the Directors are reimbursed authorised travel expenses, office costs and sundry items amounting to £48,985 (2022: £39,242) incurred on the Group’s behalf. 

In July 2022, William Humphries subscribed for 300,000 shares at the issue price of £0.161 per share.

In July 2022, William Humphries, Glenn Featherby, Charles Wilkinson, Helen Green, Huw Salter and Michele Tuomi received 500,000, 250,000, 50,000, 50,000, 50,000 and 250,000 share options respectively, exercisable at £0.25 each. William Humphries and Charles Wilkinson, former Chief Executive Officer and Non-Executive Chairman, respectively, stepped down from the Board on conclusion of the Company’s Annual General Meeting held on 29 June 2023.

15.          Financial instruments/Financial risk management

In the course of its business, the Group is exposed primarily to liquidity risk. As the Company grows it is expected that capital management risk, liquidity risk, foreign exchange risk, credit risk and interest rate risk will also become focuses of the Group’s financial risk management policies.

Capital management risk

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders, to provide adequate resources to fund its exploration activities with a view to providing returns to its investors and to maintain sufficient financial resources to mitigate against risk and unforeseen events.

The Company meets its capital needs by equity financing. The Group sets the amount of capital it requires in proportion to risk. The Group manages its capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.

The objectives will be achieved by maintaining and adding value to existing extraction projects and identifying new exploration projects, adding value to these projects and ultimately taking them through to potential future production and cash flow, either with partners or by the Group’s own means.

The Group monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented on the face of the statement of financial position. Capital for the reporting periods under review is summarised in the consolidated statement of changes in equity and at the period end is £217,321.

The Group sets the amount of capital in proportion to its overall financing structure, i.e., equity and financial liabilities. The Group manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders in the future, return capital to shareholders or issue new shares.

Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group attempts to accurately forecast the cash flow requirements of its ongoing operations and ensures that it has sufficient funding in place to meet these needs. The Group currently uses equity finance as its main source of funding.

Accounts payable and accrued liabilities are due within the current operating period.

Foreign currency risk

The Group primarily operates in Canada but reports its financial results in GBP Sterling. It manages the potential exposure to fluctuations in the GBP Sterling to Canadian Dollar exchange rate by holding its main asset, being its cash reserves, in GBP Sterling. Cash is converted to Canadian Dollars to meet the expenditure requirements of its Canadian business only when required. Currently, the Group’s net asset position is not significantly impacted by movements in the exchange rate.

As the Group remains a development phase entity it only has small and infrequent foreign currency transaction exposures.

In addition, the market for metals is principally denominated in United States dollars. As the Group has not reached the production stage it does not currently engage in active hedging to minimise exchange rate risk, although this will remain under review.

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments. The Group does not hold collateral as security.

Credit risk from balances with banks and financial institutions is managed by the Board. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty.

Counterparty credit limits are reviewed by the Board on a regular basis. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through potential counterparty failure.

The maximum exposure at the period end was £68,331 (31 December 2022: £110,890). No financial assets are credit impaired or past due.

Ongoing global economic uncertainty arising from the economic climate is being monitored by the Board but is not affecting the Company at present.

Interest rate risk

The Group has insignificant exposure to interest rate fluctuations.

Financial instruments

The Group’s financial instruments consist of cash, trade and other receivables, other financial assets and trade and other payables.

The Group characterises inputs used in determining fair value using a hierarchy that prioritises inputs depending on the degree to which they are observable. The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value. The three levels of the fair value hierarchy are as follows:

• Level 1: inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Active markets are those in which transactions occur in sufficient frequency and volume to provide pricing information on an ongoing basis.
• Level 2: inputs, other than quoted prices, that are observable, either directly or indirectly. Level 2 valuations are based on inputs, including quoted forward prices for commodities, market interest rates, and volatility factors, which can be observed or corroborated in the marketplace.
• Level 3: inputs are less observable, unavoidable or where the observable data does not support the majority of the instruments’ fair value.

As at 30 June 2023, there were no changes in levels in comparison to 31 December 2022. The fair values of financial instruments are summarised as follows:

Other financial assets are measured at Level 1 inputs of the fair value hierarchy on a recurring basis.

The carrying value of trade and other receivables and trade and other payables approximate their fair value because of the short-term nature of these instruments. The Group assessed that there were no indicators of impairment for the financial assets.

16.          Lease commitments

As at 30 June 2023, the Group had no significant lease commitments (31 December 2022: None).

17.          Contractual commitments

As at 30 June 2023, the Group had no significant contractual obligations (31 December 2022: None).

18.       Administrative expenses

19.       Other income

20.          Subsequent events

As announced on 29 June 2023 with closing on 20 July 2023, the Company raised £600,000 before expenses by way of a placing 6,666,667 new ordinary shares of nil par value each in the capital of the Company (the “Placing Shares”) at a price of 9 pence per share (the “Placing”). The Placing successfully completed upon admission of the Placing Shares to trading on AIM on 20 July 2023 (“Admission”).

Every Placing Share has one warrant attached, resulting in the issue of 6,666,667 warrants, with each warrant having the right to acquire one new Ordinary Share at an exercise price of 18 pence on or before the second anniversary of Admission of the Placing Shares.

The Placing was arranged by Novum Securities Limited (“Novum”) which assumed the role of Joint Broker to the Company. Accordingly, in connection with the Placing, the Company agreed to issue 400,000 ‘broker’ warrants to Novum, giving them the right to acquire such number of new ordinary shares at an exercise price of 9 pence per share for a period of two years from the date of Admission of the Placing Shares.

Of the 6,666,667 Placing shares, 611,111 shares were subscribed for by certain Directors. William Humphries acquired 277,778 shares and Glenn Featherby 333,333 shares. They also received the associated investor warrants referred to above.

On 29 June 2023, following completion of the Company’s Annual General Meeting (“AGM”), William Humphries and Charles Wilkinson stepped down from the Board and relinquished their roles as Chief Executive Officer and Non-Executive Chairman respectively. Huw Salter, previously Non-Executive Director, assumed the role of Non-Executive Chairman of the Company also with effect from conclusion of the AGM.

On 5 July 2023, Storm and Landore Resources agreed a further amendment to the pre-existing option agreement, details of which are set out in note 6.2.

On 21 July 2023, Claude Lemasson was appointed as a Director and the Company’s new Chief Executive Officer. On 4 July 2023, upon joining the Company’s management team, Claude was awarded options over 2,000,000 ordinary shares, exercisable from 4 July 2024 for a period of four years, at a price of £0.0875 each.

On 3 August 2023, the Company’s shareholders approved certain amendments and updates to the Company’s existing articles of incorporation to facilitate such dual listing process on the TSX Venture Exchange and add certain additional corporate governance and shareholder protections as required under Canadian securities laws.

SOURCE Landore Resources Canada Inc.

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