Company registration number 11495063 (England and Wales)
WEARDALE LITHIUM LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024
PAGES FOR FILING WITH REGISTRAR
WEARDALE LITHIUM LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 9
WEARDALE LITHIUM LIMITED
BALANCE SHEET
AS AT
31 AUGUST 2024
31 August 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
3
2,337,386
1,644,953
Tangible assets
4
8,477
16,527
2,345,863
1,661,480
Current assets
Debtors
5
108,275
112,319
Cash at bank and in hand
674,199
1,434,004
782,474
1,546,323
Creditors: amounts falling due within one year
6
(63,210)
(134,213)
Net current assets
719,264
1,412,110
Net assets
3,065,127
3,073,590
Capital and reserves
Called up share capital
8
5,911
5,890
Share premium account
2,958,103
2,838,596
Share options reserve
8
24,153
24,153
Profit and loss reserve
76,960
204,951
Total equity
3,065,127
3,073,590

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 31 August 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 20 May 2025 and are signed on its behalf by:
Mr Julian Hammond
Director
Company Registration No. 11495063
WEARDALE LITHIUM LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2024
- 2 -
Called up share capital
Share premium account
Share options reserve
Profit and loss reserve
Total equity
Notes
£
£
£
£
£
Balance at 1 September 2022
5,890
2,843,018
19,731
(200,686)
2,667,953
Year ended 31 August 2023:
Profit and total comprehensive income for the year
-
-
-
405,637
405,637
Share options granted in the year
-
(4,422)
4,422
-
0
-
Balance at 31 August 2023
5,890
2,838,596
24,153
204,951
3,073,590
Year ended 31 August 2024:
Loss and total comprehensive expense for the year
-
-
-
(127,991)
(127,991)
Issue of share capital
8
21
119,507
-
-
119,528
Balance at 31 August 2024
5,911
2,958,103
24,153
76,960
3,065,127
WEARDALE LITHIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024
- 3 -
1
Accounting policies
Company information

Weardale Lithium Limited is a private company limited by shares incorporated in England and Wales. The registered office is Venture House, Aykley Heads Business Centre, Durham, County Durham, United Kingdom, DH1 5TS.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of professional services is recognised in the accounting period in which the services are rendered when the outcome of contract can be estimated reliably.

WEARDALE LITHIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 4 -
1.4
Intangible fixed assets other than goodwill

Intangible assets other than goodwill relate entirely to the exploration and evaluation expenditure on the company's lithium mining project. When the company incurs expenditure on extractive projects that have not reached the stage of commercial production, the costs of acquiring the rights to such projects and subsequent exploration and evaluation costs are capitalised and recorded on the balance sheet within intangible exploration and evaluation assets where the expected recovery of costs is considered probable by the successful exploitation or sale of the asset.

 

Exploration and evaluation expenditure comprise costs directly attributable to:

 

 

General overheads are expensed immediately. Depreciation on property, plant and equipment used on the exploration and evaluation project is capitalised within the exploration and evaluation assets whilst the project is in progress.

Exploration and evaluation assets are not amortised.

 

Where a feasibility study indicates that the future recovery of costs is not probable, full provision is made in respect of any capitalised costs. Where exploration project is abandoned, the relevant capitalised expenditure is written off in full.

 

Exploration expenditure incurred prior to the company obtaining permitting rights is expensed as incurred.

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and machinery
3 years
Computer equipment
3 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset and is credited or charged to profit or loss.

1.6
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less.

1.7
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

WEARDALE LITHIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial assets

Basic financial assets, including trade and other debtors, cash and bank balances are recognised at transaction price.

Classification of financial liabilities

Basic financial liabilities, including trade and other creditors are recognised at transaction price.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.8
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs.

 

Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.9
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled, or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.10
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

WEARDALE LITHIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 6 -
1.11
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using valuation techniques. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

1.12
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.13
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Total
4
4
3
Intangible fixed assets
Exploration and evaluation assets
£
Cost
At 1 September 2023
1,644,953
Additions
692,433
At 31 August 2024
2,337,386
Amortisation and impairment
At 1 September 2023 and 31 August 2024
-
0
Carrying amount
At 31 August 2024
2,337,386
At 31 August 2023
1,644,953
WEARDALE LITHIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
3
Intangible fixed assets
(Continued)
- 7 -

Exploration and evaluation assets relate to the exploration and evaluation expenditure incurred on lithium exploration project.

4
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 September 2023
24,295
Additions
56
At 31 August 2024
24,351
Depreciation and impairment
At 1 September 2023
7,768
Depreciation charged in the year
8,106
At 31 August 2024
15,874
Carrying amount
At 31 August 2024
8,477
At 31 August 2023
16,527

£7,093 (2023: £6,915) of the depreciation charged in the year was capitalised within exploration and evaluation assets (note 3).

5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
-
0
1,201
Corporation tax recoverable
26,148
43,264
Other debtors
82,127
67,854
108,275
112,319
6
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
41,705
105,384
Taxation and social security
255
255
Other creditors
21,250
28,574
63,210
134,213
WEARDALE LITHIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 8 -
7
Share-based payment transactions

On 2 July 2021, the company granted share options to its directors with the objective to deliver long-term growth in shareholder value. Under the terms of the share options agreements, the option holders can subscribe to a variable number of company's ordinary shares at £0.001 per ordinary share. The number of shares to which the option holders can subscribe is determined by the market price of the shares. The options vested on the date of grant and are exercisable at any time before the end of the exercise period being the date of exit. The date of exit is defined as a transaction whereby a party or parties acting in concert obtain a controlling interest in the company.

 

On the date of grant the options were valued at their exercise price of £0.001 per ordinary share due to the lack of history of share issues and trading. At 31 August 2024, the total number of ordinary shares to which these option holders could subscribe was 620,662 (2023: 618,483).

 

On 26 April 2022, the company granted 22,422 share options to Marechale Capital Plc for assisting with the first equity fund raising round and introducing new investors to the company. The options vested on the date of grant date and are exercisable at £3 per ordinary share any time before the end of the exercise period being the date of exit.

 

In September 2022, the company granted share options to its new directors. Under the terms of the share options agreements, the option holders can subscribe to a variable number of company's ordinary shares at £0.001 per ordinary share. The number of shares to which the option holders can subscribe is determined by the market price of the shares and at 31 August 2024 it was nil. The options vested on the date of grant and are exercisable at any time before the end of the exercise period being the date of exit.

 

In May 2023, the company granted 2,290 share options to Marechale Capital Plc for assisting with the second equity fund raising round and introducing new investors to the company. The options vested on the date of grant and are exercisable at £5.50 per ordinary share any time before the end of the exercise period being the date of exit. The total share-based payment charge in respect of these options recognised in 2023 was £4,422 and was netted against the share premium account as issue costs directly related to the equity fund raising.

 

A reconciliation of movement in share options during the year is shown below:

Number of share options
Weighted average exercise price
2024
2023
2024
2023
Number
Number
£
£
Outstanding at 1 September
643,195
640,905
0.125
0.106
Granted during the year
2,179
2,290
-
5.500
Outstanding at 31 August
645,374
643,195
0.125
0.125
Exercisable at 31 August
645,374
643,195
0.125
0.125
WEARDALE LITHIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
7
Share-based payment transactions
(Continued)
- 9 -

The fair value of the share options granted during the year was determined using the Black-Scholes model.

Inputs were as follows:
2024
2023
Weighted average share price (£)
-
5.50
Weighted average exercise price (£)
-
5.50
Expected volatility (%)
-
30.00
Expected life (years)
-
5.00
Risk free rate (%)
-
4.57
8
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.1p each
5,911,067
5,890,315
5,911
5,890

On 31 August 2024, the company raised £124,512 through the issue of 20,752 new ordinary shares of £0.001 each. The company incurred £4,984 of issue costs directly related to the equity fund raising which have been netted against the share premium account.

9
Operating lease commitments
Lessee

At the reporting end date, the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

2024
2023
£
£
7,842
16,452
10
Ultimate controlling party

Mark Tellwright is considered to be the ultimate controlling party of the company by virtue of his 71.90% shareholding in the company.

11
Events after the reporting date

In April 2025, the company raised £318,905 through Advanced Subscription. These funds will automatically convert into the company's new ordinary shares at the next Qualifying Funding Round at a subscription price per share that is a 25% discount to the aggregate price paid by any subscribers in the Qualifying Funding Round. If there is no Qualifying Funding Round or in the vent of exit, the funds shall convert into the company's new ordinary shares at a price of £4.50 per share.

 

2024-08-312023-09-01falsefalsefalse20 May 2025CCH SoftwareCCH Accounts Production 2024.310The principal activity of the company is exploration and development of lithium from underground brines in Weardale, County Durham.
Mr Stewart DicksonMr Julian HammondMr Peter RobinsonMs Amilha Young2025-05-20
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