Company Announcements

As we move forward, our primary focus remains on advancing exploration and development at our flagship Pilot Mountain Project. The successful capital raises, strengthened market presence, and partnerships we have built over the past year provide a solid foundation for future growth. With increasing demand for critical military minerals such as tungsten - especially in the energy transition and high-tech industries - Guardian is uniquely positioned.

With the rebranding as Guardian Metal Resources now complete, this transition underscores our commitment to working diligently towards the U.S. defence metal reshoring efforts, in particular for tungsten. I would like to take this opportunity to express my sincere gratitude to our shareholders, partners, and team members for their unwavering support and dedication during the last year. Together, we are well-positioned to achieve even greater success in the years ahead.

Post Year End:

On 18 June 2024 the Company announced the intention to change its name to Guardian Metal Resources Plc, formerly Golden Metal Resources Plc. This took effect on 8 July 2024.

On 15 July 2024 the Company announced the strategic appointment of R. Michael Jones as Strategic Advisor to the company and Jeff Snyder as Operations Manager.

On 15 August, the Company announced completion of a strategic fundraising raising £2,154,074.58 (US $2,750,000) through the issue of 7,978,054 new ordinary shares of 1.0p each ("Subscription Shares"), representing 6.7% of the enlarged issued share capital of the Company at an issue price of 27p per share.

Further exploration updates were provided at the Company's flagship Pilot Mountain Project including the delineation of new multiple geophysical targets believed to be related to buried porphyry alteration and mineralisation at depth. Exploration and development drilling has been ongoing at the Project since May.

On 31 October 2024, the Company announced that it had entered into a binding letter of intent with Hinkinite Resources LLC to acquire an option for the acquisition of the Tempiute Tungsten Mine and Mill, located in Nevada, Las Vegas.

Notice of Annual General Meeting and Distribution of Accounts to Shareholders

The Company announces that its annual general meeting ("AGM") will be held at Temple Chambers, 3-7 Temple Avenue, London EC4Y 0DT at 14:00 on 11 December 2024.

The annual report and financial statements for the year ended 30 June 2024, Notice of AGM and Form of Proxy will be posted today to eligible shareholders. Electronic copies will be shortly available on the Company's website at: https:/https://www.guardianmetalresources.com/. 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 

FOR THE YEAR ENDED 30 JUNE 2024

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2024

The financial statements of Guardian Metal Resources plc, company number 13351178, were approved by the board of Directors and authorised for issue on 14 November 2024.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

AS AT 30 JUNE 2024

CONSOLIDATED STATEMENT OF CASHFLOWS

AS AT 30 JUNE 2024

Significant non-cash transactions during the year

During the year, the Company settled expenses totalling US$142k (2023: US$225k) via the issue of shares, or via warrant exercises. This amount has been deducted from the proceeds from the issue of share capital.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

1.         Reporting entity

Guardian Metal Resources plc is a public company limited by shares which is incorporated and domiciled in England and Wales. The address of the Company's registered office is Salisbury House, London Wall, London, EC2M 5PS. The consolidated financial statements of the Company as at and for the year ended 30 June 2024 include the Company and its subsidiaries. The Company is the parent company of Golden Metal Resources LLC, Pilot Metals Inc. and BFM Resources Inc., and the subsidiaries are registered and domiciled in the U.S. The Group is primarily involved in the exploration and exploitation of mineral resources in the U.S.

2.         Going concern

The financial statements are prepared on a going concern basis. In assessing whether the going concern assumption is appropriate, the Directors have taken into account all relevant available information about the current and future position of the Group, including current level of resources and the required level of spending on exploration and corporate activities. As part of the assessment, the Directors have also considered the potential for continuing option and warrant exercises, the ability to raise new funding, disposal of business interests and the potential of U.S. government grants in respect of the Pilot Mountain project, whilst maintaining an acceptable level of cash flows for the Group to meet all commitments.

The Directors believe the measures they have available will result in sufficient working capital and cash flows to continue in operational existence. Taking this into consideration, the Company has therefore adopted the going concern basis of accounting in the preparation of the financial statements.

3.         Intangible assets - Prospecting and exploration rights

Rights acquired with subsidiaries are recognised at fair value at the date of acquisition. Other rights acquired and development expenditure is recognised at cost.

The Group recognises expenditure as exploration and evaluation assets when it determines that those assets will be successful in finding specific mineral resources (IFRS 6 assets). Expenditure included in the initial measurement of exploration and evaluation assets and which are classified as intangible assets relate to the acquisition of rights to undertake topographical, geological, geochemical and geophysical studies, exploratory drilling, trenching, sampling and other activities to evaluate the technical feasibility and commercial viability of extracting a mineral resource.

Capitalisation of pre-production expenditure ceases when the mining property is capable of commercial production.

When a project is deemed not feasible, related costs are expensed as incurred. Costs incurred include any costs pertaining to technical and administrative overheads. Administration costs that are not directly attributable to a specific exploration area are expensed as incurred, and subsequently capitalised if it is reasonably certain that a resource will be defined.

Capitalised development expenditure will be measured at cost less accumulated amortisation and impairment losses.

4.         Operating expenses

Auditor's remuneration in respect of the Company amounted to US$37k (year ended 30 June 2023: US$35k).

5.         Intangible assets 

Intangible assets relate to exploration and evaluation project costs capitalised as at 30 June 2024. Additions to project costs during the year ended 30 June 2024 were in relation to projects in Nevada, USA. The exploration projects comprise of the Pilot Mountain Project, Golconda Summit Project, Stonewall Project and Garfield Project. The Group is the operator of the Golconda Summit Project and this is held under an earn-in right from the mineral claim owner under an option agreement.

Pilot Mountain is the Company's flagship project and considerable progress was made across the project during the period. Following the completion of a high-resolution Induced Polarization (IP) survey completed during the previous period, results were announced which included the delineation of multiple exploration targets designated for further exploration. Following up on this, ground magnetics was completed principally over the Desert Scheelite deposit area which led to the discovery of a significant magnetic anomaly located immediately south of this target area. Notice level permits were then obtained and within the period, the Company's first ever diamond drilling programme commenced with visually encouraging results achieved.

Garfield was advanced considerably during the previous period. This includes several ground-based work programmes which were subsequently followed up with further staking increasing the overall size and prospectivity of the project. Multiple porphyry targets were generated by follow up geophysical surveys and in particular at the High-Grade and Power-Line Zones. Inversions completed over the magnetic results confirmed the presence of two buried and sizeable magnetic anomalies which are found directly underneath considerable zones of copper anomalism (in rock and soil) at surface within the two zones. The Pamlico Gold Zone was also discovered during the period which presented both high-grade copper/silver and gold at surface within this area.

Kibby Basin was acquired via staking by the Group in July 2023. Subsequent to that, a full detailed historical data compilation was completed with the results of that work released shortly thereafter. The results highlighted a untested conductor within the project which is found stratigraphically below multiple lithium rich intervals which were interested by a previous operator within the basin.

Guardian Metal is also the operator of the Golconda Summit Project which is held under an earn-in right from the mineral claim owner under an option agreement. No work was completed on the Golconda Summit Project during the period.

During the previous year, no work was completed on the Stonewall Project.

6.         Trade and other receivables

7.         Share capital

The shares have attached to them full voting, dividend, and capital distribution (including winding up) rights; they do not confer any rights of redemption.

On 2 August 2023, the Company agreed with two suppliers of professional and marketing services with invoices totalling $66,732 (£52,500), that that their fees would be settled via the issue of 617,647 new ordinary shares of 1.0p each ("fee shares") valued at 8.5p per share. 

On 11 March 2024, the Company completed a strategic raise of $955,485 (£750,000), before issue costs, through the issue of 5,000,000 new ordinary shares of 1.0p each ("subscription shares") in a subscription from Purebond Ltd at an issue price of 15p per share.

On 10 June 2024, the Company completed a strategic raise of $644,466 (£506,250), through the issue of 2,250,000 new ordinary shares of 1.0p each ("subscription shares") in a subscription from Purebond Ltd at an issue price of 22.5p per share.

During the year ended 30 June 2024, the Company received notice to exercise warrants over 16,159,263 new ordinary shares of 1p each at an exercise price of 10.75p per warrant share, which raised £1,737,121 for the Company.

During the year ended 30 June 2024, the Company received notice to exercise warrants over 805,052 new ordinary shares of 1p each at an exercise price of 17.00p per warrant share, raising an additional $173,588 (£136,859) for the Company. At the year-end date, the Company had received funds for these warrants exercised, however the shares were issued just after 30 June 2024 and therefore this amount is included in the shares to be issued line within the Company and Group statements of financial position.

8.         Earnings per share

Basic and diluted loss per share

The calculation of basic and diluted loss per share is based on the loss attributable to ordinary shareholders of US$1,376k (2023: US$848k), and a weighted average number of ordinary shares in issue of 89,803,058 (2023: 63,422,112). The basic and diluted earnings per share are the same given the loss for the year, making the outstanding share options and warrants anti-dilutive.

9.                     Trade and other payables

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR.

For further information please visit https://www.goldenmetalresources.com/or contact: