Audited Results for Year Ended 30 September 2025

About this update from Tertiary Minerals Plc

[{"type":"text","content":"\n \n \n                                                                                        \n \n 17 February 2026 \n Tertiary Minerals plc \n   \n (\"Tertiary\" or the \"Company\") \n   \n Tertiary Minerals plc is pleased to announce its Chairman's Statement and audited results for the year ended 30 September 2025. \n   \n The Company will announce posting of its Annual Report and Financial Statements which will also be published on the Company's website, along with Notice of the Annual General meeting, in due course. \n   \n   \n   \n Further Information: \n   \n \n \n \n \n Tertiary Minerals plc \n \n \n \n \n Richard Belcher, Managing Director \n \n \n +44 (0) 1625 838 679 \n \n \n \n \n SP Angel Corporate Finance LLP, Nominated Adviser and Broker \n \n \n \n \n Richard Morrison/Jen Clarke \n \n \n +44 (0) 203 470 0470 \n \n \n \n \n AlbR Capital Limited, Joint Broker \n \n \n \n \n Lucy Williams/Duncan Vasey \n \n \n +44 (0) 207 469 0930 \n \n \n \n \n   \n Market Abuse Regulation \n   \n 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 UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ('MAR'). Upon the publication of this announcement via Regulatory Information Service ('RIS'), this inside information is now considered to be in the public domain. \n   \n Cautionary Note Regarding Forward-Looking Statements \n   \n The news release may contain certain statements and expressions of belief, expectation or opinion which are forward looking statements, and which relate, inter alia, to the Company's proposed strategy, plans and objectives or to the expectations or intentions of the Company's directors. Such forward-looking statements involve known and unknown risks, uncertainties, and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Company to be materially different from such forward-looking statements. Accordingly, you should not rely on any forward-looking statements and, save as required by the AIM Rules for Companies or by law, the Company does not accept any obligation to disseminate any updates or revisions to such forward-looking statements. \n   \n Competent Persons Statement \n   \n The technical information in this release has been compiled and reviewed by Dr Richard Belcher (CGeol, EurGeol) who is a qualified person for the purposes of the AIM Note for Mining and Oil & Gas Companies. Dr Belcher is a chartered fellow of the Geological Society of London and holds the European Geologist title with the European Federation of Geologists. \n \n Chairman's Statement \n   \n Dear Shareholder, \n   \n I am pleased to present your Annual Report for 2025 and to introduce our Strategic Report which gives further details of operational progress in Zambia and Nevada. This report covers the financial year ended 30 September 2025 and significant post-year end developments. \n   \n Zambia \n In Zambia we are fortunate to enjoy joint venture relationships with two of the Country's pre-eminent explorers, copper miner First Quantum Minerals Limited (\"FQM\") and KoBold Metals (\"KoBold\"), a US-based mineral exploration company that couples geoscience, data science, machine learning and artificial intelligence to search for critical minerals. Moreover, our data sharing and technical cooperation agreement with FQM has led directly to our new discovery of copper-silver mineralisation at our exciting Mushima North Project which is now our lead project. \n   \n Mushima North Copper-Silver-Zinc Project \n The importance of this project first became clear in February 2025 when the first silver assays from the 2024 Phase 1 drilling programme at Target A1 revealed silver to be present in high concentrations in association with our previously reported wide intervals of low-grade copper mineralisation. As more assays became available it was clear we had an exciting grass roots discovery on our hands. \n   \n We have since completed two further phases of drilling and delivered results such as 58m grading 49 g/t silver, 0.26% copper and 0.16% zinc (72 g/t silver equivalent or 0.94% copper equivalent ) from just 8m downhole. Mineralisation is shallow and many of the holes drilled so far end in mineralisation. \n   \n The last phase of drilling, Phase 3, was terminated prematurely due to the early onset of seasonal rains, but not before intersecting the best copper results to date and highlighting the potential for higher grade copper mineralisation, particularly at the northern end of the target area such as 97m grading 55 g/t silver, 0.42% copper and 0.19% zinc (91 g/t silver equivalent or 1.18% copper equivalent) from 6m downhole, including 13m grading 77 g/t silver, 1.43% copper and 0.23% zinc (192 g/t silver equivalent or 2.49% copper equivalent) from 84m downhole.   \n   \n The current surface footprint of the mineralisation extends for approximately 450m by 400m, but it remains open to the north/northwest and south/southeast and the potential for primary sulphide mineralisation, underneath the near-surface oxide mineralisation is, as yet, largely untested.  \n   \n It is our ambition to resume drilling as soon as access allows following the end of the wet season, in Q2 2026. In the meantime, we believe we have sufficient information to justify the reporting of a JORC Code compliant Exploration Target which will give us an independent and preliminary evaluation of the target size and grade. Mineralogical and metallurgical testwork continues as we seek to determine the economic drivers for this zone of mineralisation and work towards a Mineral Resource Statement later in 2026. \n   \n To date, our exploration has focussed primarily on Target A1, but Mushima North contains several additional targets in proximity to Target A1 that warrant follow-up and initial drilling. \n   \n Konkola West Copper Project \n At Konkola West, KoBold has now earned the right to a 51% interest having completed two deep drill holes into an underexplored part of the Ilunga Basin seeking extensions to the high-grade copper ore shale that, on adjoining mining leases, supports the major Konkola and Lubambe copper mines. \n   \n The first of these drill holes is believed to have been the deepest drill hole ever drilled on the Zambian Copperbelt (2,711m). Both holes encountered technical problems that prevented them intersecting the target, but we all remain excited for the potential of this project and are delighted that KoBold has committed to sole funding of a third deep hole in the basin in the upcoming field season. \n   \n It takes deep pockets and unwavering commitment to undertake this type of pioneering exploration and we are fortunate to be a part in this. Kobold's reported expenditure on this project in our last financial year totalled some US$3.7 million. \n   \n \n \n   \n Mukai Copper Project \n   \n FQM has the right to earn an interest in this project by reaching various copper resource discovery milestones. Earlier in the reporting period FQM completed three scout diamond drill holes to test for copper mineralisation in the Tirosa Basin close to their large copper mining operations at Sentinel. Anomalous copper intervals were found and further work is under evaluation. Exploration expenditure so far by FQM is approximately US$500,000. \n   \n Nevada, USA \n In early 2025 we received the results from our first drill programme at the Brunton Pass Copper Project . This confirmed that the main target geophysical anomaly is related to sulphide mineralisation. Thick intervals of anomalous copper, mercury and arsenic were intersected in association with this anomaly and over a wide area. However, to date, only the peripheral parts of the IP anomaly have been intersected at depth and the stronger parts of the anomaly remain untested. \n   \n Our working thesis is that we may have drilled within the halo of an epithermal precious metal/ porphyry copper system and that deeper drilling is justified. \n   \n Sweden, Storuman Fluorspar Project \n In early 2025 we submitted a detailed appeal against the Swedish Government's 2004 decision not to grant the exploitation concession for this large deposit of fluorspar. The appeal highlights the potential for co-existence of the project with Sami reindeer herding interests, the position of fluorspar as a critical mineral in the energy transition and precedents set by more recent Government decisions. \n   \n We remain hopeful for a positive decision although the wheels in Government turn slowly and a decision is not expected before at least the end of March 2026. \n   \n Corporate Developments \n In March 2025 we welcomed our new Managing Director, Dr Richard Belcher. Richard brings a wealth of knowledge and experience in the mineral resources sector and over 22 years post PhD geological experience working as a contractor and consulting geologist on a variety of commodities from early stage through to resource definition, with a strong emphasis on Africa and with junior explorers. \n   \n Richard's appointment means that the time was right for me to relinquish my founding role as Executive Chairman and since 1 January 2026 I have continued my involvement with the Company as Non-executive Chairman. \n   \n Funding for our activities in 2025 has come through two placings and a convertible loan following the year end. In June 2025 we raised £375,000 from certain institutional investors. Following publication of the Company's interim results, both myself and Richard Belcher invested on the same terms. A further £100,000 was raised from an existing significant shareholder in October 2025 and in November 2025 we took on a convertible loan in the amount of £450,000 from another supportive shareholder to fund further exploration at Mushima North. The latter structure provides us with increased flexibility as, if shares are issued as a result of conversion in the next twelve months, it is likely to be at a considerable premium to the share price at the time the loan was taken out. \n   \n Corporate Governance \n This year, our Corporate Governance Statement has been expanded to reflect the changes made to various Board Committee Terms of Reference following the adoption of, as far as is practicable for a company of our size, expanded principles now applicable under the new QCA Corporate Governance Code. \n   \n Annual General Meeting \n Our next Annual General Meeting will be held on 19 March 2026 when Richard Belcher, Donald McAlister and myself will be retiring and standing for re-election. \n   \n As is usual, at this AGM we will be seeking approval for two resolutions to allow for the issue of new shares. I urge all shareholders to support and approve these resolutions as, until such time as the Company is self-funding, the Company needs to be able to issue new shares to raise funds to continue with its exploration programmes, the success of which we expect will generate shareholder returns, and to continue as a going concern. \n   \n \n \n   \n Outlook \n The outlook for the main commodities we are exploring for is bullish. Copper prices are being maintained near historically high levels and are forecast to increase due to setbacks at major mining operations in Indonesia and Chile. Silver has also enjoyed a significant rerating, not only on the back of increased industrial demand in solar energy but also as an investment vehicle that is highly leveraged to the increasing price of gold. \n   \n Junior explorers are starting to see the benefit of this upward momentum, whilst the AIM market has lagged behind other stock exchanges, and we welcome the changes being proposed to the AIM Rules to make the AIM market more competitive with the ASX and TSXV as a listing platform for mineral exploration and mining companies. \n   \n In 2026, we intend to aggressively advance the Mushima North discovery and envisage a number of value-adding steps as we head towards the definition of a maiden mineral resource. We also expect to have news on other fronts from new and existing joint ventures on other projects. \n   \n I look forward to the Company reporting further progress in 2026. \n   \n Sincerely, \n   \n   \n   \n Patrick Cheetham \n   \n Non-Executive Chairman \n 16 February 2026 \n \n \n   \n Strategic Report \n   \n Organisation Overview \n   \n Tertiary Minerals plc (ticker symbol 'TYM') is an AIM-traded mineral exploration and development company exploring a portfolio of projects in Zambia and Nevada, USA, with legacy interests in northern Europe. \n   \n Our purpose and strategic focus is to explore and develop, in an efficient and safe way, energy transition and precious metal projects in stable and democratic, mining-friendly jurisdictions, with an aim to increase shareholder value through the discovery and development of economic mineral deposits while optimising opportunity and minimising risk for the benefit of all stakeholders. \n   \n The Company's current principal activities are the identification and acquisition of prospective projects and their exploration and development. The Company currently has a portfolio of highly prospective copper, gold and silver projects in Zambia and in Nevada. \n   \n The Parent Company of the Group is Tertiary Minerals plc. The Group's projects in Nevada are held through a Nevada registered subsidiary, Tertiary Minerals US Inc. and in Sweden though a Swedish branch of UK registered subsidiary Tertiary Gold Limited. In Zambia, the Group has two Zambian registered companies, 96% owned Tertiary Minerals (Zambia) Limited and its 90% owned subsidiary company, Copernicus Minerals Limited. A further subsidiary, UK registered Tertiary (Middle East) Limited, is inactive. The head office for all Group companies is based in Macclesfield in the United Kingdom. \n   \n Company's Business Model \n   \n For exploration projects, the Group prefers to acquire majority or 100% ownership of mineral assets at minimal cost. This typically involves either applying for exploration licences from the relevant authority or negotiating rights with existing project owners for initially low periodic payments and/or expenditure commitments that rise over time as confidence in the project value increases. \n   \n The Group aims to maximise the funds spent on exploration and development, our core value adding activities. The Company currently has four employees, including the Managing Director, who work with and oversee carefully selected and experienced consultants and contractors. The Board of Directors comprises two independent Non-Executive Directors, the Non-Executive Chairman and the Managing Director. \n   \n Administration costs are shared through a Management Services Agreement with Sunrise Resources plc (\"Sunrise\"), whereby Sunrise pays a share of the cost of Tertiary's head office overheads and staff costs. As at 30 September 2025, Tertiary holds 0.28% of the issued ordinary share capital of Sunrise. \n   \n The Company's activities are financed by periodic capital raisings, through share placings or share related financial instruments. When projects become more advanced, or as acquisition opportunities advance, the Board will seek to secure additional funding from a range of various sources, for example debt funding, pre-financing through off-take agreements and joint venture partnerships. \n \n \n   \n Financial Review and Performance \n   \n The Group's assets are all in the earlier stages of the typical exploration-mining development cycle and so the Group has no income other than cost recovery from the Management Services Agreement with Sunrise Resources plc (\"Sunrise\"), payments from joint project arrangements and a small amount of bank interest. Consequently, the Group is not expected to report profits until it is able to profitably develop, dispose of, or otherwise commercialise its exploration and development projects. \n   \n The Group reports a loss of £583,916 for the year (2024: £550,934). This includes administration costs of £767,192 (2024: £670,118) and expensed pre-licence and reconnaissance exploration costs of £17,548 (2024: £43,691). Administration costs include a charge of £5,832 (2024: £28,351) relating to share warrants held by employees and third parties as required by IFRS 2. \n   \n Revenue included £177,619 (2024: £147,718) for the provision of management, administration and office services provided to Sunrise, to the benefit of both companies through efficient utilisation of services. The Group also received income of £22,950 from project arrangements. \n   \n The financial statements show that, as at 30 September 2025, the Group had net current assets of £16,433 (2024: £725,482). This represents the cash position after allowing for receivables and trade and other payables. These amounts are shown in the Consolidated and Company Statements of Financial Position and are also components of the net assets of the Group. Net assets also include various \"intangible\" assets of the Company. As the term suggests, these intangible assets are not cash assets but include this year's and previous years' accrued expenditure on mineral projects where that expenditure meets the criteria set out in Note 1(d) (accounting policies) to the financial statements. \n   \n Expenditure which does not meet the criteria for continued capitalisation set out in Note 1(n), such as pre-licence and reconnaissance costs, are expensed and add to the Company's loss. The loss reported in any year can also include expenditure that was carried forward in previous reporting periods as an intangible asset but which the Board determines is \"impaired\" in the reporting period. \n   \n The extent to which expenditure is carried forward as intangible assets is a measure of the extent to which the value of the Company's expenditure is preserved. \n   \n The intangible asset value of a project does not equate to the realisable or market value of a particular project which will, in the Directors' opinion, be at least equal in value and often considerably higher. Hence the Company's market capitalisation on AIM can be in excess of or less than the net asset value of the Group. \n   \n Details of intangible assets, property, plant and equipment and investments are set out in Notes 8, 9, 10 and 22 of the financial statements. \n   \n The financial statements of a mineral exploration company can provide a moment in time snapshot of the financial health of a company, but the Company's financial statements do not provide a reliable guide to the performance of the Company or its Board and its long-term potential to create value. \n   \n Key Performance Indicators \n   \n The usual financial key performance indicators (\"KPIs\") relating to financial performance are neither applicable nor appropriate to measure the value creation of a company involved in mineral exploration and which currently has no turnover other than cost recovery and non-repeating project income. The applicable KPIs are predominantly qualitative rather than quantitative and relate to the success, or otherwise, of exploration and mineral discovery on the Group's projects which is extensively covered in the Operating Review set out in the Strategic Report. \n   \n The Company seeks to reduce overhead costs, where practicable, and monitors overhead costs as a function of total expenditure (overhead to exploration expenditure ratio). The Company is reporting higher administration costs this financial year of £767,192 (2024: £670,118) in part due to recruitment costs, increases in staff costs and the inclusion of share-based payments associated with the issue of share warrants during the year. \n   \n Fundraising \n   \n During the year to 30 September 2025, the Company raised a total of £375,000 before expenses. \n   \n These funds were raised through one share placing on 6  June 2025, to clients of the Company's joint brokers, SP Angel Corporate Finance LLP and Peterhouse Capital Limited, as detailed in Note 14 of the financial statements, and through a Directors' subscription on 1   July 2025. \n   \n After the reporting date, the Company completed a placing in October 2025 and entered into a convertible loan arrangement in November 2025. Further information is disclosed in Note 21 to the financial statements. \n   \n   \n The directors prepare annual budgets and cash flow projections that extend beyond 12 months from the date of approval of this report. Given the Group's cash position at the year-end (£70,797), these projections include the proceeds of future fundraising which will be required within the next 12 months to meet overheads and planned discretionary project expenditure. Fundraisings in the future will be required, based on projections for the Group and Company, to meet their liabilities as they fall due and continue to operate on a going concern basis. \n   \n Impairment \n   \n A review is carried out twice each year by the directors to assess whether there are any indications of impairment of the Group's assets. \n   \n Group \n   \n The judgements in respect of each project have led the Board to conclude that no additional projects were impaired in the reporting period, but projects impaired in previous years, continued to be impaired. \n   \n Company \n   \n Investments in share capital of subsidiary undertakings \n   \n The directors have reviewed the carrying value of the Company's investments in shares of subsidiary undertakings totalling £225,347, by reference to estimated recoverable amounts. In turn, this requires an assessment of the recoverability of underlying exploration assets in those subsidiaries in accordance with IFRS 6. \n   \n Loans to Group undertakings \n   \n Amounts owed by subsidiary undertakings are unsecured and repayable in cash. Loan interest is charged to US and Zambian subsidiaries on intercompany loans with the Parent Company. \n   \n A review of the recoverability of loans to subsidiary undertakings has been carried out. A review of the recoverability of loans to subsidiaries was also performed and concluded that no additional credit losses were required to be recognised for the current financial year. However, in accordance with IAS 8, a prior period correction was identified and the related balances concerning subsidiary undertakings have been restated, this is disclosed in Note 22.   \n   \n A prior period correction was required in respect of the capital contributions balance recognised on the Company's balance sheet as part of the net investment in subsidiaries. The correction has been accounted for in accordance with IAS 8, Accounting Policies, Changes in Accounting Estimates and Errors, and is disclosed in full in Note 22. \n   \n Tertiary Minerals (Zambia) Limited \n   \n Tertiary Minerals (Zambia) Limited is a 96% owned subsidiary which is fully financed by the Parent Company via intercompany loans and capital contributions. A recoverability review has raised no potential credit losses arising in the year. \n   \n Copernicus Minerals Limited \n   \n Copernicus Minerals Limited is a 90% owned subsidiary of Tertiary Minerals (Zambia) Limited which is fully financed by the Group Parent Company via capital contributions. \n \n Operating Review \n   \n Tertiary Minerals plc (the \"Company\") is exploring for copper and precious metals in Zambia and Nevada, USA, and has a legacy interest for the industrial mineral fluorspar in Sweden. \n   \n The Company has been operating in Zambia since 2021 through a 96% owned subsidiary, Tertiary Minerals (Zambia) Limited (\"TMZ\") and through Copernicus Minerals Limited (\"Copernicus\"), a 90% TMZ owned joint venture entity which was formed in 2024 with our Zambian partner Mwashia Resources Limited (\"Mwashia\") holding a 10% carried interest. \n   \n In Nevada, USA, the Company operates through its long established 100% owned subsidiary Tertiary Minerals (US) Inc., whilst in Sweden its interest is held through a Swedish branch of its wholly owned UK subsidiary, Tertiary Gold Limited. \n   \n   \n Zambia \n   \n In Zambia, the Jacks Copper Project , the Mukai Copper Project and the Mushima North Copper-Silver-Zinc Project are held in Copernicus, while the Company holds a 90% entitlement, via TMZ, in the Konkola West Copper Project which is held currently by Mwashia . The Mupala Copper Project is held 100% by TMZ . \n   \n In 2025, the Company's main exploration focus was Target A1 on the Mushima North Copper-Silver-Zinc Project. The Company undertook additional drilling (Phase 2 and 3) following very encouraging results from the Phase 1 drilling in late 2024. A total of 1,597m of drilling was completed this year and the Company would have drilled additional metres had earlier than expected and heavy rains not postponed further drilling. The Company expects to be able to report a JORC-compliant Exploration Target for Target A1 in late Q1 2026. \n   \n Our joint venture partners continued to advance exploration on both the Mukai and Konkola West Projects. First Quantum Minerals Limited (\"FQM\") completed three diamond drill holes for a total of 552m in late 2024 at the Mukai Project, prior to the onset of the rainy season with results being returned in early 2025. While KoBold Metals Limited (\"KoBold\") continued diamond drilling at the Konkola West Project where, as of 30 October 2025, they had completed two deep, diamond drill holes for a total of 4,153m and fulfilled the Stage 1 Earn-In requirements. \n   \n   \n Mushima North Copper-Silver-Zinc Project \n   \n Exploration Licence 27068-HQ-LEL, which forms the Mushima North Copper-silver-zinc Project, covers 350.3km² and was successfully renewed for an additional 3 years in November 2024. \n   \n The Licence is located 45km southeast of Mufumbwe in the North-Western Province of Zambia and is underlain by rocks most likely of the Nguba and Kundelungu Groups (which overlie the Roan Group) and intruded by granites. Historically, the region has been considered prospective for copper and gold in so called \"Iron-Oxide-Copper-Gold\" (\"IOCG\") deposits, best exemplified by the giant Olympic Dam copper-gold-uranium deposit in South Australia. However, sedimentary-hosted copper (+ other metals) mineralisation, as identified in a similar geological setting on the Democratic Republic of Congo side of the Copperbelt, is also a prospective target.   \n   \n The past producing nearby Kalengwa Copper-Silver Mine is located approximately 20km west of the Licence and is believed to be one of the highest grade copper deposits ever mined in Zambia, with high-grade ore in excess of 26% copper mined in the 1970s. The mine is currently under redevelopment by Moxico Resources plc. \n   \n The Mushima North Licence is subject to a Data Sharing and Technical Cooperation Agreement with FQM. \n   \n Recent Exploration \n Following initial drilling at Target A1 and Target C1 (for a total of 1,486m) in October 2024, low-grade copper and zinc mineralisation was observed at Target A1 (e.g. 57m at 0.20% Cu from 14m downhole , hole 24TMNAC-004). Silver mineralisation was intersected in the north of the target area. Including: \n ·      66m at 26 g/t Ag, 0.13% Cu and 0.26% Zn (41 g/t Ag equivalent or 0.53% copper equivalent) from 8m downhole (hole 24TMNAC-06P). Including: \n o 20m at 40 g/t Ag, 0.21% Cu and 0.40% Zn from 23 m downhole. \n ·      65m at 23 g/t Ag, 0.14% Cu, 0.27% Zn (40 g/t Ag equivalent or 0.51% copper equivalent) from 9m downhole (hole 24TMNAC-005). Including: \n o 17m at 46 g/t Ag, 0.18% Cu and 0.31% Zn from 57m downhole. \n   \n Follow-up drilling (Phase 2) was undertaken in July-August 2025. This drilling (total of 1,116m) targeted the silver and zinc-in soil portion of the larger copper-in soil anomaly. The silver mineralisation, so far, is confirmed over an extent of approximately 450m northwest-southeast and by 400m northeast-southwest and to a depth from near surface to 84m, but remains open both to the north/northwest, south/southeast and at depth. Drilling intercepts from Phase   2 included: \n ·      58m at 49 g/t Ag, 0.26% Cu and 0.16% Zn (72 g/t Ag equivalent or 0.94% copper equivalent) from 8m downhole (hole 25TMNAC-038). Including: \n o 20m at 86 g/t Ag, 0.44% Cu and 0.24% Zn from 46m downhole. \n o 9m at 124 g/t Ag, 0.73% Cu and 0.25% Zn (185 g/t Ag equivalent or 2.40% copper equivalent) from 57m downhole. The hole ended in mineralisation. \n ·      73m at 32 g/t Ag, 0.16% Cu and 0.24% Zn (49 g/t Ag equivalent or 0.64% copper equivalent) from 11m downhole (hole 25TMNAC-025). Including: \n o 21m at 66 g/t Ag, 0.21% Cu and 0.30% Zn from 50m downhole. \n   \n Initial mineralogical studies on limited samples from Phase 2 drilling indicates that the mineralisation at Target A1 is associated with a massive, haematitic and carbonaceous volcanoclastic tuff and silty-sandy conglomerates. Copper mineralisation observed to date is predominantly in the form of secondary copper minerals malachite, chrysocolla and cuprite. Native copper, chalcocite and chalcopyrite are also observed. Silver mineralisation is so far only observed as native silver and zinc mineralisation is observed as sphalerite. Elevated bismuth (up to 991 g/t), and the critical metals antimony (up to 0.21%) and gallium (up to 40 g/t) are also associated with the mineralisation in places. Further mineralogical studies are in progress. \n   \n ·      Phase 3 drilling was commenced in October 2025, but the onset of heavy rains earlier than expected resulted in this programme being suspended after the completion of only 4 holes (total of 481m).  Drilling intercepts from Phase 3 included: 97m at 55 g/t Ag, 0.42% Cu and 0.19% Zn (91 g/t Ag equivalent or 1.18% Cu equivalent) from 6m downhole (hole 25TMNRC-043). Including: \n o  42m at 78 g/t Ag, 0.69% Cu and 0.24% Zn from 55m downhole, and \n o  27m at 93 g/t Ag, 0.90% Cu and 0.25% Zn from 70m downhole, and \n o  13m at 77 g/t Ag, 1.43% Cu and 0.23% Zn (192 g/t Ag equivalent or 2.49% Cu equivalent) from 84m downhole. \n ·      11m at 18 g/t Ag, 0.18% Cu and 0.19% Zn (36 g/t Ag equivalent or 0.47% Cu equivalent) from 20m downhole (hole 25TMNRC-044). \n ·      7m at 11 g/t Ag, 0.19% Cu and 0.32% Zn (32 g/t Ag equivalent or 0.41% Cu equivalent) from 35m downhole (hole 25TMNRC-044). \n   \n This included our best copper intersect to date, with 13m grading 1.43% Cu (2.49% Cu equivalent) from 84m (hole 25TMNRC-044). \n   \n Mineralogical work undertaken so far, indicates mineralisation occurs predominantly as copper oxide (cuprite: Cu2O) and trave native copper and silver as silver sulphide (argentite-acanthite: Ag ₂ S) and trace native silver. Both copper and silver mineralisation occur within the vugs or later infilling of fractures and associated with other sulphide mineralisation: pyrite (FeS) along with trace amounts of chalcopyrite (CuFeS2), chalcocite (Cu2S), sphalerite ((Zn,Fe)S) and pyrrhotite (Fe(1-x)S). \n   \n Selected silver intersections from Phase 1 and 2 drilling from Target A1 are shown in the table below. Equivalent grades (\"Eq\") are for illustrative purposes only. \n   \n \n \n \n \n Hole ID \n \n \n Interval \n (m) \n \n \n Ag \n (g/t) \n \n \n Cu \n (%) \n \n \n Zn \n (%) \n \n \n From \n (m) \n \n \n To \n (m) \n \n \n CuEq \n (%) \n \n \n AgEq \n (g/t) \n \n \n \"gramme \n metres\" \n (Ag) \n \n \n Comment \n \n \n \n \n 24TMNAC-003 \n \n \n 13 \n \n \n 11 \n \n \n 0.08 \n \n \n 0.08 \n \n \n 16 \n \n \n 29 \n \n \n 0.24 \n \n \n 19 \n \n \n 143 \n \n \n Hole ended in mineralisation \n (EOH = 69m) \n \n \n \n \n \n \n \n 36 \n \n \n 17 \n \n \n 0.09 \n \n \n 0.27 \n \n \n 33 \n \n \n 69 \n \n \n 0.38 \n \n \n 30 \n \n \n 607 \n \n \n \n \n Including: \n \n \n 7 \n \n \n 24 \n \n \n 0.09 \n \n \n 0.39 \n \n \n 62 \n \n \n 69 \n \n \n 0.50 \n \n \n 39 \n \n \n 165 \n \n \n \n \n 24TMNAC-004 \n \n \n 57 \n \n \n 25 \n \n \n 0.20 \n \n \n 0.16 \n \n \n 14 \n \n \n 71 \n \n \n 0.57 \n \n \n 44 \n \n \n 1429 \n \n \n Hole ended in mineralisation \n (EOH = 71m) \n \n \n \n \n Including: \n \n \n 26 \n \n \n 36 \n \n \n 0.20 \n \n \n 0.20 \n \n \n 45 \n \n \n 71 \n \n \n 0.71 \n \n \n 55 \n \n \n 932 \n \n \n \n \n 24TMNAC-005 \n \n \n 65 \n \n \n 23 \n \n \n 0.14 \n \n \n 0.27 \n \n \n 9 \n \n \n 74 \n \n \n 0.51 \n \n \n 40 \n \n \n 1499 \n \n \n Hole ended in mineralisation \n (EOH = 74m) \n \n \n \n \n Including: \n \n \n 17 \n \n \n 46 \n \n \n 0.18 \n \n \n 0.31 \n \n \n 57 \n \n \n 74 \n \n \n 0.86 \n \n \n 66 \n \n \n 777 \n \n \n \n \n \n \n \n 5 \n \n \n 73 \n \n \n 0.16 \n \n \n 0.31 \n \n \n 69 \n \n \n 74 \n \n \n 1.20 \n \n \n 92 \n \n \n 367 \n \n \n \n \n 24TMNAC-006P \n \n \n 66 \n \n \n 26 \n \n \n 0.13 \n \n \n 0.25 \n \n \n 13 \n \n \n 79 \n \n \n 0.53 \n \n \n 41 \n \n \n 1689 \n \n \n Hole ended in mineralisation \n (EOH = 79m) \n \n \n \n \n Including: \n \n \n 20 \n \n \n 39 \n \n \n 0.21 \n \n \n 0.38 \n \n \n 23 \n \n \n 43 \n \n \n 0.82 \n \n \n 63 \n \n \n 781 \n \n \n \n \n \n \n \n 27 \n \n \n 26 \n \n \n 0.10 \n \n \n 0.19 \n \n \n 52 \n \n \n 79 \n \n \n 0.48 \n \n \n 37 \n \n \n 692 \n \n \n \n \n \n \n \n 10 \n \n \n 38 \n \n \n 0.12 \n \n \n 0.17 \n \n \n 69 \n \n \n 79 \n \n \n 0.66 \n \n \n 51 \n \n \n 380 \n \n \n \n \n 24TMNAC-008P \n \n \n 37 \n \n \n 24 \n \n \n 0.11 \n \n \n 0.34 \n \n \n 46 \n \n \n 83 \n \n \n 0.52 \n \n \n 40 \n \n \n 904 \n \n \n Hole ended in mineralisation \n (EOH = 83m) \n \n \n \n \n Including: \n \n \n 10 \n \n \n 51 \n \n \n 0.17 \n \n \n 0.30 \n \n \n 64 \n \n \n 74 \n \n \n 0.91 \n \n \n 70 \n \n \n 510 \n \n \n \n \n 24TMNAC-015 \n \n \n 63 \n \n \n 14 \n \n \n 0.15 \n \n \n 0.11 \n \n \n 7 \n \n \n 70 \n \n \n 0.35 \n \n \n 27 \n \n \n 865 \n \n \n Hole ended in mineralisation (EOH = 70m) \n \n \n \n \n 24TMNAC-023 \n \n \n 44 \n \n \n 16 \n \n \n 0.07 \n \n \n 0.01 \n \n \n 11 \n \n \n 55 \n \n \n 0.29 \n \n \n 22 \n \n \n 715 \n \n \n EOH = 112m \n \n \n \n \n 25TMNAC-025 \n \n \n 73 \n \n \n 32 \n \n \n 0.16 \n \n \n 0.24 \n \n \n 11 \n \n \n 84 \n \n \n 0.64 \n \n \n 49 \n \n \n 2336 \n \n \n EOH = 90m \n \n \n \n \n Including: \n \n \n 21 \n \n \n 66 \n \n \n 0.21 \n \n \n 0.3 \n \n \n 50 \n \n \n 71 \n \n \n 1.15 \n \n \n 89 \n \n \n 1386 \n \n \n \n \n \n \n \n 11 \n \n \n 94 \n \n \n 0.28 \n \n \n 0.34 \n \n \n 60 \n \n \n 71 \n \n \n 1.59 \n \n \n 123 \n \n \n 1034 \n \n \n \n \n 25TMNAC-026 \n \n \n 27 \n \n \n 35 \n \n \n 0.08 \n \n \n 0.42 \n \n \n 48 \n \n \n 75 \n \n \n 0.65 \n \n \n 50 \n \n \n 945 \n \n \n Hole ended in mineralisation (EOH = 75m) \n \n \n \n \n Including: \n \n \n 10 \n \n \n 49 \n \n \n 0.07 \n \n \n 0.48 \n \n \n 62 \n \n \n 72 \n \n \n 0.84 \n \n \n 65 \n \n \n 490 \n \n \n \n \n 25TMNAC-027 \n \n \n 64 \n \n \n 26 \n \n \n 0.13 \n \n \n 0.21 \n \n \n 2 \n \n \n 66 \n \n \n 0.52 \n \n \n 40 \n \n \n 1664 \n \n \n Hole ended in mineralisation (EOH = 66m) \n \n \n \n \n Including: \n \n \n 20 \n \n \n 36 \n \n \n 0.13 \n \n \n 0.27 \n \n \n 46 \n \n \n 66 \n \n \n 0.67 \n \n \n 52 \n \n \n 720 \n \n \n \n \n 25TMNAC-028 \n \n \n 44 \n \n \n 39 \n \n \n 0.17 \n \n \n 0.37 \n \n \n 8 \n \n \n 52 \n \n \n 0.78 \n \n \n 60 \n \n \n 1716 \n \n \n Hole ended in mineralisation \n (EOH = 72m) \n \n \n \n \n Including: \n \n \n 15 \n \n \n 63 \n \n \n 0.13 \n \n \n 0.56 \n \n \n 33 \n \n \n 51 \n \n \n 1.10 \n \n \n 85 \n \n \n 945 \n \n \n \n \n \n \n \n 4 \n \n \n 48 \n \n \n 0.21 \n \n \n 1.32 \n \n \n 68 \n \n \n 72 \n \n \n 1.19 \n \n \n 92 \n \n \n 192 \n \n \n \n \n \n \n \n 16 \n \n \n 19 \n \n \n 0.13 \n \n \n 1.59 \n \n \n 56 \n \n \n 72 \n \n \n 0.81 \n \n \n 63 \n \n \n 304 \n \n \n \n \n 25TMNAC-029 \n \n \n 11 \n \n \n 14 \n \n \n 0.18 \n \n \n 0.17 \n \n \n 85 \n \n \n 96 \n \n \n 0.41 \n \n \n 31 \n \n \n 154 \n \n \n \n \n \n \n \n 25TMNAC-038 \n \n \n 58 \n \n \n 49 \n \n \n 0.27 \n \n \n 0.16 \n \n \n 8 \n \n \n 66 \n \n \n 0.95 \n \n \n 73 \n \n \n 2842 \n \n \n Hole ended in mineralisation \n (EOH = 66m) \n \n \n \n \n Including: \n \n \n 20 \n \n \n 86 \n \n \n 0.44 \n \n \n 0.25 \n \n \n 46 \n \n \n 66 \n \n \n 1.62 \n \n \n 125 \n \n \n 1720 \n \n \n \n \n \n \n \n 17 \n \n \n 92 \n \n \n 0.48 \n \n \n 0.24 \n \n \n 49 \n \n \n 66 \n \n \n 1.74 \n \n \n 134 \n \n \n 1564 \n \n \n \n \n \n \n \n 9 \n \n \n 124 \n \n \n 0.73 \n \n \n 0.25 \n \n \n 57 \n \n \n 66 \n \n \n 2.41 \n \n \n 186 \n \n \n 1116 \n \n \n \n \n 25TMNAC-039 \n \n \n 6 \n \n \n 13 \n \n \n 0.07 \n \n \n 0.02 \n \n \n 6 \n \n \n 12 \n \n \n 0.24 \n \n \n 19 \n \n \n 78 \n \n \n \n \n \n \n \n 25TMNAC-042 \n \n \n 3 \n \n \n 15 \n \n \n 0.11 \n \n \n 0.05 \n \n \n 48 \n \n \n 51 \n \n \n 0.3 \n \n \n 25 \n \n \n 45 \n \n \n EOH = 112m \n \n \n \n \n 25TMNAC-043 \n \n \n 97 \n \n \n 56 \n \n \n 0.43 \n \n \n 0.19 \n \n \n 6 \n \n \n 103 \n \n \n 1.21 \n \n \n 93 \n \n \n 5432 \n \n \n EOH = 112m \n \n \n \n \n Including: \n \n \n 42 \n \n \n 81 \n \n \n 0.70 \n \n \n 0.24 \n \n \n 55 \n \n \n 97 \n \n \n 1.82 \n \n \n 140 \n \n \n 3402 \n \n \n \n \n \n \n \n 27 \n \n \n 98 \n \n \n 0.91 \n \n \n 0.25 \n \n \n 70 \n \n \n 97 \n \n \n 2.25 \n \n \n 173 \n \n \n 2646 \n \n \n \n \n \n \n \n 13 \n \n \n 77 \n \n \n 1.46 \n \n \n 0.23 \n \n \n 84 \n \n \n 97 \n \n \n 2.52 \n \n \n 194 \n \n \n 999 \n \n \n \n \n 25TMNAC-044 \n \n \n 5 \n \n \n 12 \n \n \n 0.14 \n \n \n 0.24 \n \n \n 10 \n \n \n 15 \n \n \n 0.36 \n \n \n 28 \n \n \n 60 \n \n \n EOH = 112m \n \n \n \n \n \n \n \n 11 \n \n \n 118 \n \n \n 0.18 \n \n \n 0.20 \n \n \n 20 \n \n \n 31 \n \n \n 0.47 \n \n \n 36 \n \n \n 201 \n \n \n \n \n \n \n \n 7 \n \n \n 11 \n \n \n 0.19 \n \n \n 0.32 \n \n \n 35 \n \n \n 42 \n \n \n 0.41 \n \n \n 32 \n \n \n 74 \n \n \n \n \n \n \n \n 17 \n \n \n 14 \n \n \n 0.25 \n \n \n 0.41 \n \n \n 51 \n \n \n 68 \n \n \n 0.54 \n \n \n 42 \n \n \n 238 \n \n \n \n \n   \n Notes to Table: \n ·      Reported intersections (downhole, true widths unknown) are based on a cut-off grade of 10 g/t Ag. Intervals start and end with ≥10 g/t Ag and up to 3m consecutive internal dilution has been allowed. All grades are averages weighted by sample length. \n ·      Silver values are rounded to whole numbers. \n ·      EOH means End of Hole. \n ·      CuEq (%) and AgEq (g/t) are the copper and silver equivalent grades, respectively, and were calculated assuming commodity prices of Cu: US$4.5 lb, Ag: US$40 oz, Zn: US$1.2 lb and 100% recovery. No information on beneficiation recoveries is available at this stage. The metal equivalent values are for illustrative purposes only. \n ·      Gramme metres for silver are the silver values (g/t) multiplied by the intervals (m). \n   \n Konkola West Copper Project \n   \n Exploration Licence 27067-HQ-LEL, which forms the Konkola West Project, covers 35.7km² and was successfully renewed in November 2024 for an additional 3 years to Mwashia, and is subject to an Earn-in Agreement (\"EIA\") between the TMZ, Mwashia and KoBold. \n   \n The Licence is located 18km northwest of Chingola in the Copperbelt Province. The prospective Lower Roan Subgroup rocks are projected to be deeply buried in the Licence area but key fault structures, such as the Luansobe Fault extension and the Cross Axis Fault Zone, may cross into Konkola West and may bring the Lower Roan Subgroup closer to the surface. These fault structures are often associated with an increased grade of copper mineralisation in the area. \n   \n The Licence lies immediately south-southwest of a 15km line of copper orebodies being exploited at the Konkola-Lubambe-Musoshi mines (combined, pre-mining endowment of in excess of 375 million tonnes at 2-03% copper), part of the World-class Central African Copperbelt. The Licence is only 3km and 5km southwest of the Konkola Deeps Mine and Mingomba deposit, respectively. The Mingomba deposit is also the focus of a deep drilling programme by KoBold and is reported to be one of the world's largest currently undeveloped copper deposits. The region is undergoing significant mining investment at present, including investment of approximately US$1 billion by Vendanta to redevelop the Konkola Copper Mines situated approximately 5km east of the Licence. \n   \n In late 2023, the Company and its local partner, Mwashia, signed the EIA with a subsidiary of KoBold, with the objective of conducting deep drilling to explore for projected extensions of the high-grade copper ore-shale, which is exploited on adjacent mining leases at the Konkola, Lubambe, and Musoshi mines. KoBold, through its subsidiary, can earn up to 70% of the licence by spending an accumulative amount of up to US$6 million on exploration over a 48-month period. \n   \n On 30 October 2025, it was announced that KoBold had satisfied the Stage 1 Earn-In requirements with the completion of two drill holes for a combined total of 4,153m of drilling and were electing to advance to Stage 2. This stage requires the formation of a joint venture company (\"JVC\") to hold the Licence with the initial JVC ownership being KoBold 51%, TMZ 39% and Mwashia 10%. Mwashia's equity interest will be free carried by KoBold and can be purchased by KoBold at any time for US$3.5 million. KoBold may elect to increase its ownership in the JVC to 70% in Stage 2 of the EIA by sole funding a cumulative expenditure of US$6 million on exploration within 4 years of signing the agreement, after which TMZ will hold a 20% interest, and Mwashia will continue to hold a 10% carried interest in the JVC. \n   \n TMZ may elect to contribute to the further costs of the JVC pro-rata with its shareholding or dilute its interest in line with the customary joint venture dilution formula. Should TMZ dilute down to a 10% shareholding in the JVC then TMZ's 10% interest will convert to a 1% NSR, payable for a 13-year period following the start of commercial production. \n   \n Licence 38615-HQ-LEL, located directly to the south of 27067-HQ-LEL and held by KoBold's subsidiary, Zambold, will also be transferred into the JVC. \n   \n Exploration Update \n KoBold commenced its deep diamond drilling programme at Konkola West in April 2024. \n   \n The first hole (KWDD001) was collared in the northeast of the licence area and targeted down-dip extensions of mineralisation to the southwest of Mingomba and Konkola Deeps. The drillhole was drilled to a depth of 2,711m but was terminated in March 2025 due to technical difficulties prior to reaching the targeting mineralised horizon. It is believed to be the deepest mineral exploration borehole in Zambia. \n   \n The second hole (KWDD002) was collared on the eastern side of the Licence in March 2025 and is targeting down-dip extension of mineralisation southeast of the Konkola Mine. The drillhole was drilled to a depth of 1,802m but was also terminated in October 2025 due to technical difficulties. \n   \n Overall, drilling has proved to be slow due to the technical challenges of drilling in the Copperbelt and at such depths. However, drilling can continue all year round on the Licence if required. Following the completion of the data review from these two holes and the formation of the JVC, additional drilling is expected to be undertaken in early 2026. \n   \n Mukai Copper Project \n   \n Exploration Licence 27066-HQ-LEL, which forms the Mukai Copper Project, covers 27.7km² and was successfully renewed in November 2024 for an additional 3 years. \n   \n The Licence is located 125km west of Solwezi in the North-Western Province of Zambia. Geologically located in the Domes Region of the Central African Copperbelt, the Licence encompasses prospective Lower Roan Subgroup rocks on the southern flank of the Kabompo Dome and is directly adjacent to FQM's Trident Project. The Trident Project includes the recently opened Enterprise Nickel Mine and the Sentinel Copper Mine (811 million tonnes (\"Mt\") grading 0.5% copper), which are located 8km south and 18km southeast of the Licence, respectively. Once in full production, Enterprise will be the largest nickel mine in Africa with a total Measured and Indicated Resource of 37.5 Mt of ore containing 386,250 tonnes of nickel. The Sentinel Copper Mine has the capacity to process 60 Mt of ore per annum; 2023 production totalled 214,000 tonnes of copper with a value of US$1.93 billion.  \n   \n In mid-2024, the Company signed a Binding Letter of Agreement (\"BLA\") with FQM, which grants FQM the right to earn an 80% interest in the Mukai Project via the demonstration of a Mineral Resource Estimate of at least 80,000 tonnes of contained copper metal and the completion of a Mining Study and Notice of Intent to Mine within a 72 month period. This also includes milestone cash payments of up to US$1 million. \n   \n The BLA is currently in Phase 1, the due diligence period, where FQM are required to spend a minimum of US$1.5 million over a 24-month period commencing August 2024 and have so far made cash payments to Copernicus of US$50,000. \n   \n Exploration Update \n   \n FQM completed a three-hole diamond drill programme for a total of 554m in November 2024 prior to the commencement of the rainy season. Near surface anomalous (>500ppm) copper mineralisation was intersected in two of the holes, including: \n ·      0.12% Cu over 3.8m from 1.6m downhole (TARDD0023). \n ·      0.17% Cu over 2m from 4m downhole (TARDD0024). \n   \n Broad, near-surface intervals of anomalous (>500 ppm) nickel mineralisation were also intersected (e.g. 558 ppm Ni over 63.1m from 10m downhole). No additional exploration was undertaken during 2025, but f urther exploration is planned in the 2026 exploration season. \n   \n Jacks Copper Project \n   \n Exploration Licence 27069-HQ-LEL, which forms the Jacks Copper Project, covers 70.6km² and was successfully renewed for an additional 3 years in November 2024. \n   \n The Licence is located 85km south of Luanshya in the Central Province of Zambia and contains the Jacks copper prospect discovered in the 1960s. Copper mineralisation at Jacks occurs predominantly within the southern limb of a large asymmetric synclinal fold structure. Historical drilling suggests that copper occurs in two separate mineralised horizons, which may be discrete mineralised zones but could alternatively be one refolded horizon. Lower grade mineralisation has been intercepted near surface and higher grade mineralisation at depth. Historic drilling intersects, include: \n ·     13m at 0.72% Cu from 18m downhole (hole KJ13). \n ·     14m at 1.04% Cu from 113m downhole (hole KJ14). \n ·     23.95m at 1.25% Cu from 222.05m downhole hole (hole KJD10). \n ·     8m at 1.45% Cu from 321m downhole (hole KJD7). \n   \n Phase 1 drilling undertaken by the Company in 2022 confirmed the historic drilling with a total of four holes for a combined 746m. Drilling intersections including: \n ·      13.5m at 0.9% Cu from 105m (hole 22JKDD001). \n ·      6m at 1.8% Cu from 105m (hole 22JKDD003). \n ·      14m at 0.8% Cu from 27m (hole 22JKDD004). \n   \n Copper mineralisation has now been drilled over a 350m strike length and depths up to 230m below surface. This mineralised zone is open along strike and may be thickening closer to the fold nose, as evidenced by historical drill hole KJD10 which intersected 24.0m grading 1.3% copper. \n   \n No additional exploration was undertaken during 2025, but f urther exploration is planned in the 2026 exploration season. \n   \n Mupala Copper Project \n   \n Exploration Licence 32139-HQ-LEL forms the Mupala Copper Project which covers 41.2km 2 in the Domes Region in the Northwestern Province of Zambia. It is 100% owned by TMZ and the Licence was issued for an initial four-year period on 13 June 2023. \n   \n The Licence, which is underlain by the prospective Lower Roan Subgroup stratigraphy, is located approximately 15km to the east of the Company's Mukai Copper Project and FQM's Trident Project. It is also directly adjacent to Arc Minerals plc's licence block. \n   \n First pass soil sampling by the Company delineated a copper-in-soil anomaly approximately 1,800m long and 600m wide with a peak value of 422ppm, and is broadly coincident with a surface geochemical anomaly defined by Mwinilunga Mines in the 1960s. No additional exploration was undertaken during 2025, but f urther exploration is planned in the 2026 exploration season. \n   \n   \n \n Nevada, USA \n   \n In 2025, limited exploration work was undertaken on the Nevada projects as the focus was primarily on Zambia and in particular the recent copper-silver discovery at Mushima North. Following the maiden drill programme at Brunton Pass, the results were received in early 2025. Further follow-up work is planned at Brunton Pass, as well as the other Nevada Projects in 2026. \n   \n Brunton Pass Copper-Gold Project \n   \n The Company holds a 100% interest in 24 mining claims on the east side of the Paradise Range, just north of State Highway 91, 190km southwest of Reno, Nevada.  \n   \n Regionally, the Brunton Pass Copper-Gold Project sits on the north-east side of a large granite batholith around which there are a number of epithermal gold and porphyry copper-gold deposits. This includes the high sulphidation Paradise Peak gold deposit, located 25km southwest of Brunton Pass, which produced over 1.6 million ounces of gold and over 44 million ounces of silver and at least 457 short tons of mercury. \n   \n The Project area is underlain by Triassic-age limestone, sandstone, and siltstone which have been intruded by diorite and quartz monzonite. These sedimentary rocks are strongly altered locally and appear as a window in fault contact with overlying Tertiary-aged volcanic rocks bounding on all sides. \n   \n Historical exploration yielded rock chip samples with grades of up to 6.91% copper. Soil sampling by the Company identified a series of copper- and mercury-in soil anomalies, the largest of which extended for some 340m by 310m. Six trenches were excavated by the Company for a total of 386.2m in July 2022 over the zones of anomalous copper, arsenic and mercury and results include: \n ·      2.7m at 2.65 g/t gold (Trench 2). \n ·      27.4m at  0.1% copper (Trench 7) within a 45.7m wide intersection grading 814ppm copper. \n ·      77.7m at 473ppm copper for the full length of the trench (Trench 8). \n   \n An Induced Polarisation (\"IP\") and resistivity survey (3 x 500m lines spaced 200m apart) identified a substantial chargeability anomaly spatially associated with a geochemical anomaly and trenches 2 and 11. The chargeability anomaly is at least 700m long and up to 460m wide and commences some 200m below surface. \n   \n Recent Exploration \n   \n In November-December 2024, the Company completed four Reverse Circulation drill holes (total of 890m) to test the coincident geochemical and geophysical anomalies. Wide intervals of elevated copper, arsenic and mercury were intersected, including: \n ·      134.11m at 199ppm copper from 19.81m downhole (hole 24BPRC002). \n ·      103.64m at 142ppm copper, 488ppm arsenic and 3.5ppm mercury from 9.14m downhole (hole 24BPRC004). \n   \n No additional exploration was undertaken during 2025, but f urther exploration is planned in the 2026 exploration season. \n   \n Paymaster Polymetallic Project \n   \n This project is 100% held by the Company and is located approximately 30km southwest of Tonopah in Nevada. Exploration undertaken by the Company has mapped out surface mineralisation outcropping intermittently over 1.7km of strike (Valley Prospect) and grab sampling across the project returned values of up to 21% zinc, 6.5% lead, 3.3% copper and 253g/t silver. Elevated values of up to 0.11% cobalt, 58ppm tellurium and 782ppm bismuth are also recorded. Soil sampling has also identified anomalous copper-, zinc-, lead- and silver in-soil anomalies. High resolution, drone photogrammetric and magnetic survey has also supported the defining of follow-up targets. \n   \n No additional exploration was undertaken during 2025, but f urther exploration is planned in the 2026 exploration season. \n   \n Mount Tobin Silver-Gold Project \n   \n This project is 100% held by the Company and is located approximately 73km south of Winnemucca, Nevada. \n Mineralisation in the project area was first highlight in the 1980s where anomalous silver-lead-zinc mineralisation is associated with a stratiform, silicified mineralised package. \n   \n Exploration undertaken by the Company includes preliminary grab sampling from earlier prospector pits and returned values of up to 101 g/t silver. Soil sampling identified silver-, gold-, mercury-, antimony- and lead-in-soil anomalies. The geochemical anomalies are supported by high resolution, drone photogrammetric and magnetic surveys. \n   \n No additional exploration was undertaken during 2025, but f urther exploration is planned in the 2026 exploration season. \n   \n   \n Other Projects \n   \n Storuman Fluorspar Project, Sweden \n   \n The Company's 100% owned Storuman Project is located in north-central Sweden, and has port access both in Sweden, via rail to Umeå on the Gulf of Bothnia, and Norway, by road (E12 highway) to Mo-i-Rana in Norway. \n   \n The Storuman Fluorspar Project has a JORC Compliant Mineral Resource (Inferred: 25.0 Mt at 10.26% CaF 2 and indicated: 2.7 Mt at 9.87% CaF 2 ). A Scoping Study (2010) estimated a Net Present Value (NPV, 8% discount rate) of US$33 million and a payback within 3 years. \n   \n The Company was granted a 25-year Exploitation (Mine) Permit on 18 February 2016. However, as a consequence of the Supreme Court's decision to overturn the grant of a third-party mining company's Mine Permit in the south of Sweden, the Government returned many Mine Permit cases, including the Storuman Mine Permit case, back to the Swedish Mining Inspectorate for re-assessment in December 2016. The re-assessment meant the Mining Inspectorate must consider the impact of mining on the area surrounding mining permit. \n   \n Following the submission of additional, comprehensive reports requested by the Swedish Mining Inspectorate, the revised application was rejected in early 2019 due to an interpretation over the tailings area not being considered as part of the overall mining area (deposit and processing infrastructure). In August 2023, the Government ruled that the Swedish Mining Inspectorate was wrong in their consideration and annulled their decision and instructed the Mining Inspectorate to make a decision based on a balanced consideration of the competing National Interests, those being the project development as a whole and reindeer husbandry. \n   \n In September 2024, the Swedish Mining Inspectorate again refused the Company's application for a mining concession and the Company lodged a further appeal on the Mining Inspectorate's decision in March 2025. The appeal highlights the potential for co-existence of the project with Sami reindeer herding interests, the position of fluorspar as a critical mineral in the energy transition and precedents set by more recent Government decisions. A decision on the appeal is not expected before at least the end of March 2026. \n   \n   \n Lassedalen Fluorspar Project, Norway \n   \n Although the Company no longer holds mineral rights at the Lassedalen Project, the Company has an agreement with a third-party which it previously sold copies of its data to, where the Company is entitled to additional cash payments should that third-party acquire mineral rights at the project in future. \n   \n   \n Health and Safety \n The Group has maintained strict compliance with its Health and Safety Policy and is pleased to report there have been no Lost Time Incidents (LTIs) during the year. \n   \n Environment \n No Group company has had or been notified of any instance of non-compliance with environmental legislation in any of the countries in which they work. \n   \n \n   \n Risks & Uncertainties \n   \n The Board regularly reviews the risks to which the Group is exposed and ensures through its meetings and regular reporting that these risks are minimised as far as possible. The latest review was undertaken in November 2025. \n   \n The Company is in the process of developing a Risk Management Policy to encapsulate its risk management objectives and risk management strategies. \n   \n The principal risks and uncertainties facing the Group at this stage in its development and in the foreseeable future are detailed below together with risk mitigation strategies employed by the Board. \n   \n \n \n \n \n Risk \n   \n \n \n Mitigation Strategies \n \n \n \n \n Exploration Risk \n The Group's business is mineral exploration and development which are speculative activities. There is no certainty that the Group will be successful in the definition of economic mineral deposits, or that it will proceed to the development of any of its projects or otherwise realise their value. \n \n \n   \n The directors bring many years of combined mining and exploration experience and an established track record in mineral discovery. \n   \n The Company maintains a portfolio of exploration projects, including projects at the drill stage, in order to spread the risk associated with mineral exploration. \n   \n \n \n \n \n Licensing Risk \n The Group's mineral exploration and development activities are dependent upon the grant of appropriate licences, concessions, leases, permits and regulatory consents which may be withdrawn or made subject to limitations or performance criteria. Whilst the Group continually seeks to do everything within its control to ensure that the terms of each licence are met and adhered to, third parties may seek to exploit any technical breaches in licence terms for their own benefit. \n   \n There is a risk that negotiations with a Government in relation to the grant, renewal or extension of a licence may not result in the grant, renewal or extension taking effect prior to the expiry of the previous licence period, and there can be no assurance of the terms of any extension, renewal or grant. \n   \n \n \n   \n In respect of new licence and permit applications, the Group aims to satisfy fully all application requirements.  \n   \n The Group manages its existing licences and permits and their renewal to ensure full compliance and regular reports on their status are made to the Executive directors and the Board as a whole. \n   \n The Group monitors and complies with all known standards, existing laws and regulations that relate to its exploration activities and development. \n   \n \n \n \n \n Resource/Reserve Risk \n All mineral projects have risk associated with defined grade and continuity. Mineral Resources and Reserves are always subject to uncertainties in the underlying assumptions which include the quality of the underlying data, geological interpretations, technical assumptions and price forecasts. \n \n \n   \n When relevant, Mineral Resources and Reserves are estimated by independent specialists on behalf of the Group and reported in accordance with accepted industry standards and codes. The directors are realistic in the use of metal and mineral price forecasts and impose rigorous practices in the QA/QC programmes that support its independent estimates. \n   \n \n \n \n \n Development and Marketing Risk \n Delays in permitting, or changes in permit legislation and/or regulation, financing and commissioning a project may result in delays to the Group meeting production targets or even the Company ultimately not receiving the required permits and in extreme cases loss of title. \n   \n \n \n   \n In order to reduce development risk in future, the directors will ensure that its permit application processes and financing applications are robust and thorough. \n   \n \n \n \n \n Commodity Price Risk \n Changes in commodity prices can affect the economic viability of mining projects and affect decisions on continuing exploration activity in the short, medium and long term. \n . \n   \n \n \n   \n The Company consistently reviews commodity prices and trends for its key projects throughout the development cycle. \n \n \n \n \n   \n \n \n   \n \n \n \n \n Mining and Processing Technical Risk \n Notwithstanding the completion of metallurgical testwork, test mining and pilot studies indicating the technical viability of a mining operation, variations in mineralogy, mineral continuity, ground stability, groundwater conditions and other geological conditions may still render a mining and processing operation economically or technically non-viable. \n   \n \n \n   \n From the earliest stages of exploration, the directors look to use consultants and contractors who are leaders in their field and in future will seek to strengthen the executive management and the Board with additional technical and financial skills as the Company transitions from exploration to production. \n \n \n \n \n Environmental and Social Governance (ESG) Risk \n Exploration and development of a project can be adversely affected by environmental and social legislation and the unforeseen results of environmental and social impact studies carried out during evaluation of a project. Once a project is in production unforeseen events can give rise to environmental liabilities. \n \n \n   \n The Company has adopted an Environmental, Social and Governance Policy (the \"ESG Policy\") and avoids the acquisition of projects where liability for legacy environmental issues might fall upon the Company. \n   \n Mineral exploration carries a lower level of environmental and social liability than mining. \n   \n The ESG Policy will be updated in the future to reflect the status of the Company's projects. \n \n \n \n \n Political & Regulatory Risk \n All countries carry political risk that can lead to interruption of activity. Politically stable countries can have enhanced environmental and social permitting risks, risks of strikes and changes to taxation, whereas less developed countries can have, in addition, risks associated with changes to the legal framework, changes to the relevant country's political and social conditions and changes in governmental policies which may lead to civil unrest, changes in laws and regulations relating to mining and even governmental expropriation of assets. \n   \n The Group's activities and results may be impacted by changes in the political and social conditions in its \n chosen locations and by changes in governmental policies with respect to mining laws and regulations, currency conversion and remittances abroad, and rates and methods of taxation. \n \n \n   \n The Company's strategy restricts its activities to stable, democratic and mining-friendly jurisdictions. \n   \n The Company has adopted a Bribery & Anti-Corruption Policy and Code of Conduct and these are strictly enforced. \n   \n When working in less developed countries the Company undertakes a higher level of due diligence with respect to partners and suppliers and closely monitors changes in Governmental policies and changes in relevant laws and regulations. \n \n \n \n \n Partner Risk \n Whilst there has been no past evidence of this, the Group can be adversely affected if joint venture partners are unable or unwilling to perform their obligations or fund their share of future developments. \n \n \n   \n The Company currently maintains control of certain key projects so that it can control the pace of exploration and reduce partner risk. \n   \n For projects where other parties are responsible for critical payments and expenditures, the Company's agreements legislate that such payments and expenditures are met. \n   \n Where appropriate, the Company carries out Due Diligence and Know Your Customer checks on potential business partners. \n \n \n \n \n Fraud Risk \n Whilst there has been no past evidence of fraudulent activity in the Group, Group companies can be adversely affected financially and reputationally should they not have appropriate IT training and financial controls in place which are regularly reviewed and communicated to all employees. \n \n \n   \n The Company and its employees have a strong working awareness of potential avenues for fraud which is supported through regular anti-fraud training through the Company's IT provider and ad hoc anti-fraud training as provided by banking partners and third-parties. \n   \n The directors are responsible for the Group's systems of internal financial control. Although no systems of internal financial control can provide absolute assurance against material misstatement or loss, the Group's systems are designed to provide reasonable assurance that problems are identified on a timely basis and dealt with appropriately. \n   \n The Company's Financial Controls are assessed for suitability on an annual basis. \n \n \n \n \n   \n \n \n   \n \n \n \n \n Financing & Liquidity Risk \n The Group's goal is to finance its exploration and evaluation activities from future cash flows, but until that point is reached the Company is reliant on raising working capital from equity markets or from industry sources. There is no certainty such funds will be available when needed. \n \n \n   \n In carrying out their responsibilities, the directors have put in place a framework of controls to ensure as far as possible that ongoing financial performance is monitored in a timely manner, that corrective action is taken and that risk is identified as early as practically possible, and they have reviewed the effectiveness of internal financial controls. \n   \n The Company maintains a good network of contacts in the capital markets which has historically met its financing requirements. \n   \n The Company's low overheads and cost-effective exploration strategies help reduce its funding requirements. Nevertheless, further equity issues will be required over the next 12 months. \n \n \n \n \n Exchange Rate Risk \n The value of the Company's assets held in overseas subsidiaries will vary with exchange rate fluctuations, especially in the US Dollar and Kwacha to Pound Sterling exchange rates. \n   \n As much of the Company's exploration costs are incurred in US Dollars, the Company's budget costs will be subject to exchange rate variations when actually incurred. \n   \n \n \n   \n The Company's project expenditures are discretionary and subject to constant review and changing priorities. \n   \n The Company does not, therefore, speculate on exchange rates or hedge its foreign currency exposures but will consider doing so once expenditures and revenue become more predictable and locked in. \n \n \n \n \n Dependence on Key Personnel \n The Group is dependent upon its management team and its small team of employees.  It is also dependent upon its various technical consultants. Whilst it has entered into contractual agreements with the aim of securing the services of these personnel, the retention of their services cannot be guaranteed. \n   \n The development and success of the Group depends on its ability to recruit and retain high quality and experienced management and staff. The loss of the service of key personnel or the inability to attract additional qualified personnel as the Group develops could have an adverse effect on future business and financial conditions. \n   \n \n \n   \n   \n The development and success of the Group depends on its ability to recruit, incentivise and retain high quality and experienced management and staff and to continue to retain and work with its technical consultants all of whom are employed/retained through contractual agreements. \n \n \n \n \n   \n \n \n \n \n Emerging Risks \n After due consideration by the Audit and Risk Committee, it was reported to the Board that no emerging risks had been identified at this time. \n   \n \n \n   \n N/A \n \n \n \n \n   \n Further information on risks associated with the Group's Financial Instruments is given in Note 19 to the financial statements. \n   \n Forward-Looking Statements \n   \n This Annual Report may contain certain statements and expressions of belief, expectation or opinion which are forward-looking statements, and which relate, inter alia, to the Company's proposed strategy, plans and objectives or to the expectations or intentions of the Company's directors. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Company to be materially different from such forward-looking statements. \n   \n \n Section 172 (1) Statement \n   \n Section 172 of the Companies Act 2006 requires a director of a company to: \n ·    Consider the likely consequences of any decision in the long term; \n ·    Act fairly between the members of the Company; \n ·    Maintain a reputation for high standards of business conduct; \n ·    Consider the interests of the Company's employees; \n ·    Foster the Company's relationships with suppliers, customers and others; and \n ·    Consider the impact of the Company's operations on the community and the environment. \n   \n The Company's directors give careful consideration to these factors in discharging their duties. The stakeholders we consider are our shareholders, employees, suppliers (including consultants and contractors), our joint arrangement partners, the regulatory bodies that we engage with and those that live in the societies and geographical areas in which we operate. The directors recognise that building strong, responsible and sustainable relationships with our stakeholders will help us to deliver our strategy in line with our long-term objectives. \n   \n Having regard to: \n   \n The likely consequences of any decision in the long term: \n The Company's aims and Business Model are set out at the head of this Strategic Report and in the Chairman's Statement. The Company's mineral exploration and development business is, by its very nature, long-term and so the decisions of the Board always consider the likely long-term consequences and take into consideration, for example, trends in metal and minerals supply and demand, the long-term political stability of the countries in which the Company operate and the potential impact of its decisions on its stakeholders and the environment. The Board's approach to general strategy and long-term risk management are set out in the Corporate Governance Statement (Principle 1) and the section on Risks and Uncertainties. \n   \n The interests of the Company's employees: \n All of the Company's employees have daily access to the executive director(s) and to the non-executive directors and there is a continuous and transparent dialogue on all employment matters. Further details on the Board's employment policies, the Health and Safety Policy and employee engagement are given in the Corporate Governance Statement (Principle 2). \n   \n The need to foster the Company's business relationships with its stakeholders: \n The sustainability of the Company's business long-term is dependent on maintaining strong relationships with its stakeholders. The factors governing the Company's decision making and the details of stakeholder engagement are set out in the Corporate Governance Statement (Principles 2, 3 and 4). \n   \n The impact of the Company's operations on the community and the environment: \n The Company requires a \"social licence\" to operate sustainably in the mining industry and so the Board makes careful consideration of any potential impacts of its activities on the local community and the environment. The Board strives to maintain good relations with the local communities in which it operates and with local businesses. The executive director(s) and/or local partners meet with regulators and community representatives when promulgating the Company's plans for exploration and development and take their comments into consideration wherever possible. Further discussion of these activities can be found in the Environmental, Social and Governance (\"ESG\") Policy and in the Corporate Governance Statement (Principle 4). \n   \n The desirability of the Company maintaining a reputation for high standards of business conduct: \n The Board recognises that its reputation is key to its long-term success and depends on maintaining high standards of corporate governance. It has adopted the QCA Code of Corporate Governance and sets out in detail how it has complied with the 10 key principles of the 2023 QCA Code in the Corporate Governance Statement. This contains details of various Company policies designed to maintain high standards of business conduct such as the Share Dealing Policy, the Health and Safety Policy, the ESG Policy, the Social Media Policy and the Bribery & Anti-Corruption Policy and the Company's Code of Conduct. \n   \n The need to act fairly between Members of the Company: \n The Board ensures that it takes decisions in the interests of the members (shareholders) as a whole and aims to keep shareholders fully informed of significant developments, ensuring that all shareholders receive Company news at the same time. The directors devote time to answering genuine shareholder queries and ensure that no individual or group of shareholders is given preferential treatment. Further information is provided in the Corporate Governance Statement (Principles 1, 3 and 10). \n   \n   \n This Report was approved by the Board of Directors and signed on its behalf: \n   \n   \n   \n   \n Richard Belcher \n Managing Director \n 16 February 2026 \n   \n \n \n   \n Directors' Responsibilities \n   \n The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations. \n   \n Company law requires the directors to prepare financial statements for a company for each financial year.  Under that law the directors have elected to prepare the Group and Company financial statements in accordance with applicable law and UK adopted International Accounting Standards. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period. The directors are also required to prepare financial statements for companies whose securities are traded on the AIM market in accordance with the AIM Rules for Companies. \n   \n In preparing these financial statements, the directors are required to: \n   \n ·      select suitable accounting policies and then apply them consistently; \n   \n ·      make judgements and accounting estimates that are reasonable and prudent; \n   \n ·      state whether they have been prepared in accordance with applicable law and UK adopted International Accounting Standards; \n   \n ·      subject to any material departures disclosed and explained in the financial statements; and \n   \n ·      prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company and the Group will continue in business. \n   \n The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the requirements of the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. \n   \n They are further responsible for ensuring that the Strategic Report and the Directors' Report and other information included in the Annual Report and financial statements are prepared in accordance with applicable law in the United Kingdom. \n   \n The maintenance and integrity of the Tertiary Minerals plc website is the responsibility of the directors. Legislation in the United Kingdom governing the preparation and dissemination of the accounts and the other information included in annual reports may differ from legislation in other jurisdictions. \n   \n \n \n   \n Information from the Directors' Report \n   \n The directors are pleased to submit their Annual Report and audited financial statements for the year ended 30 September 2025. \n   \n The Strategic Report contains details of the principal activities of the Company and includes the Operating Review which provides detailed information on the development of the Group's business during the year and indications of likely future developments. \n   \n Going Concern \n In common with many exploration companies, the Company raises finance for its exploration and appraisal activities through share placings. Further funding is raised as and when required. When any of the Group's projects move to the development stage, specific project financing will be required. \n   \n The directors prepare annual budgets and cash flow projections that extend beyond 12 months from the date of this report. Given the Group's cash position at the year-end (£70,797), these projections include the estimated proceeds of future fundraising deemed necessary within the next 12 months to meet the Company's and the Group's overheads and planned discretionary project expenditures and to maintain the Company and the Group as going concerns. Since the year-end, the Company has successfully raised an additional £550,000. Although the Company has been successful in raising finance in the past, there is no assurance that it will obtain adequate finance in the future. This represents a material uncertainty related to events or conditions which may cast significant doubt on the Group and Company's ability to continue as going concerns and, therefore, that they may be unable to realise their assets and discharge their liabilities in the normal course of business. However, the directors have a reasonable expectation that they will secure additional funding when required to continue meeting corporate overheads and exploration costs for the foreseeable future. Therefore, the directors believe that the going concern basis is appropriate for the preparation of the financial statements. \n   \n Dividend \n The directors do not recommend the payment of a dividend. \n   \n Financial Instruments and Other Risks \n Details of the Group's financial instruments and risk management objectives and of the Group's exposure to risk associated with its financial instruments is given in Note 19 to the financial statements. \n   \n The business of mineral exploration and development has inherent risks. Details of risks and uncertainties that affect the Group's business are given in Risks and Uncertainties. \n   \n Directors \n The directors holding office during the year were: \n   \n Mr P L Cheetham \n Dr R W Belcher, appointed 7 March 2025 \n Mr D A R McAlister \n Dr M G Armitage \n   \n Attendance at Board and Committee Meetings \n The Board retains control of the Group with day-to-day operational control delegated to the Executive Chairman. The full Board meets four times a year and on any other occasions it considers necessary. \n   \n \n \n \n \n \n \n \n Board Meetings \n \n \n Nomination Committee \n \n \n Audit & Risk Committee \n \n \n Remuneration \n Committee \n \n \n \n \n Director \n \n \n Attended \n \n \n Held \n \n \n Attended \n \n \n Held \n \n \n Attended \n \n \n Held \n \n \n Attended \n \n \n Held \n \n \n \n \n P L Cheetham \n \n \n 13 \n \n \n 13 \n \n \n 2 \n \n \n 2 \n \n \n 3 \n \n \n 3 \n \n \n 4 \n \n \n 5 \n \n \n \n \n Dr R W Belcher* \n \n \n 6 \n \n \n 1 \n \n \n 2 \n \n \n 3 \n \n \n \n \n D A R McAlister \n \n \n 13 \n \n \n 2 \n \n \n 3 \n \n \n 5 \n \n \n \n \n Dr M Armitage \n \n \n 13 \n \n \n 2 \n \n \n 3 \n \n \n 5 \n \n \n \n \n   \n * Appointed 7 March 2025 and so only eligible to attend 6 Board and 6 Committee meetings during the reporting period. \n   \n As at 30 September 2025, the directors had a combined shareholding of 4.08% of the issued capital of the Company, and details of the directors' shareholdings are shown in Note 17 to the financial statements. \n   \n Events After the Year-End \n   \n The Company raised additional funds after 30 September 2025 for a total of £550,000. This includes £100,000 on 20 October 2025 through the issue of equity and £450,000 on 7 November 2025 via a Convertible Loan Note. \n   \n At a meeting held on 7 May 2025, the Remuneration Committee recommended and approved that Mr Patrick Cheetham, be awarded a bonus equal to 26.25% of his 2024 salary in respect of the 2024 calendar and that this be paid in shares. At a Board Meeting held on 3 November 2025, it was agreed that the bonus should be paid in shares once the Convertible Loan Note fund raise was completed and if sufficient headroom was available. As sufficient headroom was not available, the bonus was paid in cash (£35,979.49) at the end of November 2025. \n   \n As of 1 January 2026, Mr Patrick Cheetham stepped down as Executive Chairman and remains on the Board as Non-Executive Chairman. \n   \n Shareholders \n As at the date of this report the following interests of 3% or more in the issued share capital of the Company appeared in the share register: \n   \n \n \n \n \n   \n As at 4 February 2026 \n \n \n Number of shares \n \n \n % of share capital \n \n \n \n \n Interactive Investor Services Nominees Limited SMKTISAS \n \n \n 574,958,282 \n \n \n 11.15% \n \n \n \n \n Hargreaves Lansdown (Nominees) Limited 15942 \n \n \n 462,952,603 \n \n \n 8.98% \n \n \n \n \n GHC Nominees Limited SHARD \n \n \n 438,692,777 \n \n \n 8.51% \n \n \n \n \n Hargreaves Lansdown (Nominees) Limited VRA \n \n \n 286,315,669 \n \n \n 5.55% \n \n \n \n \n HSBC Client Holdings Nominee (UK) Limited 731504 \n \n \n 268,833,929 \n \n \n 5.22% \n \n \n \n \n Interactive Investor Services Nominees Limited SMKTNOMS \n \n \n 230,104,818 \n \n \n 4.46% \n \n \n \n \n Interactive Investor Services Nominees Limited TDWHSIPP \n \n \n 219,905,947 \n \n \n 4.27% \n \n \n \n \n Lawshare Nominees Limited SIPP \n \n \n 209,211,645 \n \n \n 4.06% \n \n \n \n \n HSDL Nominees Limited \n \n \n 199,083,609 \n \n \n 3.86% \n \n \n \n \n HSDL Nominees Limited MAXI \n \n \n 187,195,876 \n \n \n 3.63% \n \n \n \n \n Barclays Direct Investing Nominees Limited CLIENT1 \n \n \n 171,126,796 \n \n \n 3.32% \n \n \n \n \n Hargreaves Lansdown (Nominees) Limited HLNOM \n \n \n 168,368,944 \n \n \n 3.27% \n \n \n \n \n Vidacos Nominees Limited IGUKCLT \n \n \n 159,469,482 \n \n \n 3.09% \n \n \n \n \n   \n Disclosure of Audit Information \n Each of the directors has confirmed that so far as they are aware, there is no relevant audit information of which the Company's Auditor is unaware, and that they have taken all the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the Company's Auditor is aware of that information. \n   \n Auditor \n A resolution to re-appoint Crowe U.K. LLP as Auditor of the Company and the Group will be proposed at the forthcoming Annual General Meeting. \n   \n Charitable and Political Donations \n During the year, the Group made no charitable or political donations. \n   \n Annual General Meeting \n The Company's Annual General Meeting will convene on Thursday 19 March 2026, at 10.00 a.m. \n   \n Conflicts of Interest \n The Companies Act 2006 permits directors of public companies to authorise directors' conflicts and potential conflicts, where appropriate, where the Articles of Association contain a provision to this effect. The Company's Articles contain such a provision. \n   \n At 30 September 2025, Tertiary Minerals plc held 0.28% of the issued ordinary share capital of Sunrise Resources plc and Mr Patrick Cheetham, the Non-Executive Chairman of Tertiary Minerals plc, is also Chairman of Sunrise Resources plc. Tertiary Minerals plc also provides management services to Sunrise Resources plc covering administration and support of its exploration activities. \n   \n Procedures are in place in order to avoid any conflict of interest between the Company and Sunrise Resources plc. \n   \n By order of the Board. \n   \n   \n   \n Richard Belcher \n Managing Director \n 16 February 2026 \n \n Board of Directors \n   \n The directors and officers of the Company during the financial year were: \n   \n \n \n \n \n Patrick Cheetham \n Non-Executive Chairman* \n   \n Key Experience \n ·      Geologist. \n ·      Over 40 years' experience in mineral exploration. \n ·      Over 35 years' experience in public company management. \n ·      Founding director of the Company. \n ·      Founder of Dragon Mining Ltd, Archaean Gold NL and Sunrise Resources plc. \n   \n External Appointments \n Chairman and founder of Sunrise Resources plc. \n   \n * Currently Chair of the Nomination Committee. \n \n \n   \n \n \n Dr Richard Belcher \n Managing Director \n   \n Key Experience \n ·      Geologist. \n ·      Over 20 years' experience in mineral exploration from project identification through to advancement to resource stage. \n ·      Previously consulting geologist to Altus Strategies plc and VP Exploration to ANS Exploration Corp. \n   \n   \n External Appointments \n Director of RWB Exploration Ltd. \n   \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n Donald McAlister \n Non-Executive Director** \n   \n Key Experience \n ·      Chartered Accountant. \n ·      More than 25 years' experience in all financial aspects of the resource industry, including metals hedging, tax planning, economic modelling/evaluation, project finance and IPOs. \n ·      Previously Finance Director at Mwana Africa plc, Ridge Mining plc, Reunion Mining Limited and Moxico Resources plc. \n ·      Founding director of the Company. \n   \n External Appointments \n Executive Interim Finance Director of Kavango Resources plc. \n   \n ** Currently Chair of the Audit and Risk Committee. \n   \n \n \n   \n \n \n Dr Michael Armitage \n Non-Executive Director*** \n   \n Key Experience \n ·      Geologist. \n ·      More than 35 years' experience producing resource estimates, competent persons reports and feasibility studies. \n ·      Previously Managing Director and Chairman of SRK UK, Director of SRK Exploration Services and SRK Australia and SRK Group Chairman. \n ·      Chair of the Geological Society Business Forum and Honorary Chair of the Critical Minerals Association. \n   \n External Appointments \n Executive Director of Sarn Helen Gold Limited. Executive Director of TREO Minerals Ltd. \n Executive Director of Celtic Syndicate Ltd. \n Executive Director of Mike Armitage Consulting Ltd. \n Non-Executive Director of Central Asia Metals plc. \n   \n   \n ***Currently Chair of the Remuneration Committee \n   \n \n \n \n \n Rod Venables \n Company Secretary \n   \n Key Experience \n ·      Qualified company/commercial solicitor. \n ·      Director and Head of Company Secretarial Services at City Group PLC. \n ·      Experienced in both Corporate Finance and Corporate Broking. \n   \n External Appointments \n Company Secretary for Sunrise Resources plc and other corporate clients of Brede Corporate Advisory. \n \n \n   \n \n \n   \n \n \n \n \n \n \n   \n Corporate Governance \n   \n Chairman's Overview \n   \n The Board of Tertiary is committed to upholding high standards of corporate governance for the Group and maintaining and developing a governance framework and processes that enable the Board to achieve the Company's purpose and its strategic objectives and generate long-term value for shareholders. \n   \n As Chairman, I have overall responsibility for the corporate governance of the Company and the Board as a whole is responsible for delivering on our well-defined business strategy having due regard to the associated risks and opportunities. \n   \n The Company's corporate governance arrangements now in place are designed to deliver a corporate culture that understands and meets shareholder and stakeholder needs and expectations whilst delivering long-term value for shareholders. \n   \n The Company's governance framework explains the structures, processes and procedures which the Board has established to uphold high standards of governance across the Group. The governance framework has been revised and updated in the light of recommendations set out in the Quoted Companies Alliance (\"QCA\") Corporate Governance Code. \n   \n The Board considered the corporate governance code published by the Quoted Companies Alliance (\"QCA\") in 2018 as the most suitable code for the Company given its size and stage of development. In November 2023, the QCA published a revised Code which applies to companies with financial years beginning on or after 1 April 2024. The Board has now adopted the 2023 QCA Code (\"Code\") and the Company' compliance and disclosures relating to the revised principles under the Code are set out in the Corporate Governance Statement in this Annual Report and also on the Company's website. \n   \n The Code sets out ten principles which the Company is required to adhere to and to make certain disclosures in the Corporate Governance Statement in this Annual Report and which is on the Company's website. Compliance with the revised principles of the Code has enabled the Board to strengthen the Company's existing governance framework and make changes to its processes which will support the Board in building a successful and sustainable business for the benefit of its shareholders and other stakeholders. \n   \n The Company has also adopted an Environmental, Social and Governance Policy, details of which are set out in the Statement. \n   \n The Company's Environmental, Social and Governance Statement and its Corporate Governance Statement were reviewed and updated by the Board on 4 February 2026. \n   \n   \n   \n   \n   \n   \n Richard Belcher \n Managing Director \n   \n \n \n   \n Environmental, Social and Governance Statement \n   \n Tertiary Minerals plc (the \"Company\") practises responsible exploration as reflected in our Environmental, Social and Governance (\"ESG\") Policy and our activities. By doing so we reduce project risk, avoid adverse environmental and social impacts, optimising benefits for all stakeholders while adding value to our projects. \n   \n Our business associates, consultants and contractors perform much of our primary activities at our projects. We encourage input from those with local knowledge and we review the ESG Policy on a regular basis. \n   \n Our ESG Policy is guided by the Prospectors & Developers Association of Canada's (\"PDAC\") Driving Responsible Exploration (\"DRE\") formally known as e3 Plus. This provides a framework for responsible exploration built on eight key principles. DRE is flexible rather than prescriptive and encourages explorers to go beyond the local legal requirements in the jurisdiction of operations and apply leading \"best practices\". The eight underlying principles are: \n   \n 1. Adopting Responsible Governance and Management \n   \n Tertiary is committed to environmentally and socially responsible mineral exploration and has developed and implemented policies and procedures for corporate governance and ethics. We ensure that all staff and key associates are familiar with these and have appropriate levels of knowledge of these policies and procedures. \n   \n The Company employs persons and engages contractors with the required experience and qualifications relevant to their specific tasks and, where necessary, seeks the advice of specialists to improve understanding and management of social, environmental, human rights and security, and health and safety. \n   \n Tertiary's Corporate Governance Statement, its Bribery & Anti-Corruption Policy and its Bribery & Anti-Corruption Code of Conduct can be viewed on our website here: www.tertiaryminerals.com/corporate-governance-statement. \n   \n 2. Applying Ethical Business Practices \n   \n As well as our shareholders and staff, our stakeholders include local communities and local leadership, government and regulatory authorities, suppliers, contractors and consultants, our local business partners and other interested parties. Our corporate culture and policies require honesty, integrity, transparency and accountability in all aspects of our work and when interacting with all stakeholders. \n   \n We ensure that our contractors, consultants and local partners are aware of and adhere to our Bribery & Anti-Corruption Policy and the Company's Bribery & Anti-Corruption Code of Conduct. \n   \n The Company takes all necessary steps to ensure that activities in the field minimise or mitigate any adverse impacts on both the environment and on local communities. \n   \n 3. Respect Human Rights \n   \n The Company's exploration activities are carried out in line with applicable laws on human rights and the Company does not engage in activities that have adverse human rights impacts. \n   \n 4. Commitment to Project Due Diligence and Risk Assessment \n   \n We make sure we are informed of the laws, regulations, treaties and standards that are applicable with respect to our activities. We ensure that relevant stakeholders and interested parties are informed and prepared before going into the field in order to minimise the risk of miscommunication, unnecessary costs and conflict, and to understand the potential for creating opportunities with local communities where possible. \n   \n 5. Engaging Host Communities and Other Affected and Interested Parties \n   \n The Company is committed to interact and engage positively with local communities, individuals and organisations in the areas that is operates. The Company understands the importance of this as part of its \"Social Licence to Operate\" and undertakes assessments to understand the social, political and cultural environment of the areas it is working in, and uses local experts and consultants, where needed. The Company engages with local stakeholders regularly to get their feedback and identify any potential areas of concern. \n   \n \n \n   \n 6. Contributing to Community Development and Social Wellbeing \n   \n The Company is committed to engaging positively with local communities, regulatory authorities, suppliers and other stakeholders in its project locations, and encourages feedback through this engagement. Through this process the Company develops and fosters the relationships on which our business relies for success. \n   \n For example, in Zambia, we work together with our local partner, Mwashia Resources Limited, to ensure that the appropriate tribal and local government organisations are consulted before initiating any exploration work, and for our Mukai and Mupala Projects we have entered into Memorandums of Understanding to govern our interaction with the affected Chiefdoms and to provide support for local community projects. \n   \n 7. Protecting the Environment \n   \n We are committed to ensuring that environmental standards are met or exceeded in the course of our exploration activities. Applicable laws and local guidelines in all project jurisdictions are followed diligently and exploration programmes are only carried out once relevant permits and approvals have been secured from the appropriate regulatory bodies. \n   \n In Zambia, we work with the Zambian Environmental Management Agency (\"ZEMA\") and are required to submit Environmental Project Briefs (\"EPBs\") for approval by ZEMA before commencing exploration. We also work closely with the Department of Forestry where our projects occur within National Forests to minimise the impact of our activities and ensure appropriate reclamation. \n &nbsp...

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