Thor Explorations Announces Audited Financial and Operating Results for the Full Year and the Unaudited Three Months Ending December 31, 2024 and Maiden Dividend

About this update from Thor Explorations Ltd.

[{"type":"text","content":" NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES This Announcement contains inside information as defined in Article 7 of the Market Abuse Regulation No. 596/2014 (\"MAR\"). Upon the publication of this Announcement, this inside information is now considered to be in the public domain. Vancouver, British Columbia--(Newsfile Corp. - April 8, 2025) - Thor Explorations Ltd. (TSXV: THX) (AIM: THX) (\"Thor Explorations\", \"Thor\" or the \"Company\") is pleased to provide an operational and financial review for its Segilola Gold mine, located in Nigeria (\"Segilola\"), and for the Company's mineral exploration properties located in Nigeria, Senegal and Côte d'Ivoire for the three months ending December 31, 2024 (\"Q4 2024\") and the audited financial results for the year ending December 31, 2024 (the \"Year\" or \"FY 2024\"). The Company's Consolidated Audited Financial Statements together with the notes related thereto, as well as the Management's Discussion and Analysis for the year ending December 31, 2024, are available on Thor Explorations' website at https://thorexpl.com/investors/financials/ . All figures are in US dollars (\"US$\") unless otherwise stated. FY 2024 Financial Highlights 84,965 ounces (\"oz\") of gold sold (FY 2023:73,356 oz) with an average gold price of US$2,288 per oz (FY 2023:US$1,907). Cash operating cost of US$575 per oz sold (FY 2023:US$1,006) and all-in sustaining cost (\"AISC\") of US$765 per oz sold (FY 2023:US$1,313). FY 2024 revenue of US$193.1 million (\"m\") (FY 2023: US$141.2 million). FY 2024 EBITDA of US$133.3 million (FY 2023:US$55.3 million). FY 2024 net profit of US$91.1 million (FY 2023: US$10.8 million). FY 2024 cash and cash equivalents of US$12 million (FY 2023: US$7.8 million) The Group made a final payment of $4.1 million towards its senior debt facility with Africa Finance Corporation (\"AFC\"). Following this repayment, the Group has fully settled its senior debt obligations. Net cash of US$11.2 million (FY 2023: Net debt of US$15.9 million). Maiden dividend payment and dividend policy of minimum of C$0.0125 per share per quarter (C$0.05 per year) Dividend The Board has adopted a dividend policy to be applied for at least the next two years. The dividend policy reflects the Board's aim to strike a balance between the Group's growth ambitions and returning money to the Group's shareholders. Dividends will normally be paid on a quarterly basis at an amount of C$0.0125 per share each quarter, with the ability to increase the dividend amount based on the Group's cash reserves at the end of each quarter. The first dividend will be payable on 16 May 2025 for shareholders on record at 02 May 2025. It is currently intended that the dividend policy will be reviewed in two years, taking into consideration factors such as the extension of the Segilola Mine Life and capital commitments to near term development projects. Proposed timetable: Event Date Ex-Dividend date May 1 st 2025 Record date May 2 nd 2025 Last day for currency election May 3 rd 2025 Date of exchange rate used for Pounds Sterling May 14 th 2025 Announcement of exchange rate in Foreign Designated Currencies May 15 th 2025 Payment date May 16 th 2025   FY 2024 Operational Highlights Segilola Production FY 2024 gold poured of 85,057 oz. 78,002 oz recovered with an average recovery rate of 90.75%. 858,966 total tonnes (\"t\") of ore processed over FY 2024 at an average grade of 3.14 g/t Au grammes per tonne (\"g/t\") of gold (\"Au\"). Total FY 2024 ore mined of 1,697,044 t at an average grade of 2.04 g/t Au. Segilola Near-Mine and Regional Exploration Near mine exploration focused on testing depth extensions of the Segilola deposit, with a diamond drilling program targeting the continuity of high-grade shoots down-plunge to the south. Early results confirm mineralisation below the current final pit design. Drilling returned encouraging high-grade intercepts both north and south of the existing resource, indicating the potential for extensions and new target areas beyond the current limits of the Segilola resource. Regional exploration efforts concentrated on geochemical sampling targeting structurally complex zones within the Ilesha Schist Belt identified through geological modelling as prospective for gold mineralisation. Stream sediment sampling continued across the region, delineating a 10 by 5 kilometre (\"km\") area of gold anomalism approximately 52 km due south of the Segilola operation. The Company secured new exploration tenure covering the area. A follow-up exploration program commenced late in the period over selected geochemical targets and has continued through 2025. Douta Workstreams in support of a Preliminary Feasibility Study (\"PFS\") were advanced during 2024 on the metallurgical test work, process flow sheets and resource update. Exploration at the Makosa Resource focused on expanding the resource base along the 6km strike from Makosa Tail to the northern extent of the deposit, with RC drilling targeting increased oxide resource definition at the parallel Makosa East Prospect. At the Makosa East Prospect, drilling conducted confirmed continuity of gold mineralisation at both ends of the trend with several higher-grade intersections The discovery of the Baraka 3 Prospect following the end of the Period had implications on the timing of the Douta PFS. The drilling intersections delineate a wide, near surface oxide layer on a structure that extends for approximately 3 kilometres. Baraka 3 discovery has justified an accelerated drilling program as the Company believes that should this mineralisation continue, Douta-West may present a new source of early years production that may merit incorporation into the PFS which, if included, would have a positive impact on the economics of the Douta PFS. The Company aims to update the timing of the PFS completion once the drilling programs have been completed. Côte d'Ivoire During 2024 Thor also expanded its operations into Côte d'Ivoire following the signing of a binding agreement with Endeavour Mining Corporation to acquire a 100% interest in the Guitry Gold Project. The Company entered into two additional option agreements to acquire an 80% interest in the Boundiali Exploration permit, an early-stage gold exploration project located in north east Côte d'Ivoire and to acquire an 80% interest in the Marahui Exploration permit, an early-stage gold exploration project located in north west Côte d'Ivoire. At the Guitry Project, the Company is currently assessing the legacy database and planning for target-generative geochemical surveys. Initial soil geochemical sampling was conducted at the Boundiali Project as part of due diligence, identifying a 1km by 5km gold-in-soil anomaly in the eastern sector. Further infill sampling is planned. Initiated exploration activities at the Marahui Permit in Q4 2024, including detailed mapping and soil geochemical sampling, defining a 4km long well constrained soil anomaly with drilling planned for Q3 2025. Lithium Exploration Thor has secured over 600km 2 of granted tenure in Nigeria that forms Oyo State, Kwara State and Ekiti State Lithium Project Areas. Exploration activities during 2024, comprising geological mapping, stream sediment sampling, and detailed auger soil sampling, focused on generating targets within its exploration permits. Environment, Social and Governance Published inaugural Sustainability and ESG Report (2023) in November 2024, aligning with GRI standards, and continued consistent data collection throughout 2024 for the forthcoming 2024 report due Q2 2025. Maintained monthly environmental compliance monitoring across operations, with Q4 2024 results showing air, noise, and water emissions broadly in line with the 2008 EIA baseline, aside from elevated dust levels due to seasonal Harmattan winds and dry conditions. Initiated optimisation measures to improve output from three 1.6 Mega Watt (\"MW\") compressed gas generators, aiming to lower GHG emissions from power generation and reduce overall energy costs. Sustained strong employment at the Segilola Project, with over 1,700 workers in Q4 2024 including 32% from host state Osun. Advanced Community Development Agreement (\"CDA\") commitments in Q4 2024 through continued educational scholarships (26 students) and quarterly palliative distributions for elderly residents. Progressed baseline data collection for the Douta Project's Environmental Impact Assessment (\"EIA\") and incorporating findings into the Preliminary Feasibility Study (\"PFS\"). The EIA was submitted in late Q1 2025. Post FY 2024 Highlights In March 2025, following a notice served by Osun State authorities in September 2024 regarding a disputed tax claim of ₦98.3 million (approx. US$61,900), a fact-finding committee commissioned by the Minister of Mines concluded that the Group had complied with all legal and regulatory obligations, and that the allegations were unfounded. The Group continues to engage with the Osun State Government through the appropriate legislative processes to ensure that tax assessments are conducted in accordance with applicable laws. No material financial impact is expected, and updates will be provided once a final and undisputed assessment is agreed upon. Further positive results from its ongoing diamond drilling program at the Segilola that targets the down-plunge potential beneath the current open pit extent. The results further highlight the potential to extend the Segilola resource both along strike to the south and at depth. Discovery drill holes drilled in Senegal at the Baraka 3 Prospect on the Douta-West Licence confirm near-surface gold mineralisation over a 3km trend. Appointment of Mr. Franklin Edochie to the Company's Board of Directors. Outlook Production guidance of 85,000-95,000 oz for 2025 with an AISC guidance of US$ $800 - $1,000 per oz. Exploration expenditure guidance of US$7.5 million - $10 million in Nigeria and US$5 million - $7.5 million across West Africa for 2025. Advance exploration programs across the portfolio, including near mine and underground drilling program at Segilola. Drilling and infill programs at Douta, with an accelerated drilling program at Baraka 3. Advancing exploration in Nigeria on newly acquired concessions and joint partnership options on potential targets. Continue to advance the Douta project towards PFS incorporating results from Baraka 3 drilling with the Douta PFS timing to be provided on completion of the drilling program. Segun Lawson, President & CEO, stated: \"I am pleased with our performance and progress as a Group in 2024 where we generated record revenues from our Segilola Gold mine whilst being disciplined in our cost control and focusing on our ESG commitments. Our primary objectives in 2024 were to fully repay our senior debt facility and strengthen our balance sheet. This was achieved whilst also expanding our exploration portfolio in Nigeria, Senegal and in Côte d'Ivoire. The Group is now strongly positioned for a new dynamic phase with big increases budgeted in our exploration expenditure around Segilola and also across our entire portfolio, all funded by strong cash flow at Segilola. Since the end of 2024, we have continued to strengthen our balance sheet and grow our cash balance whilst making further material improvements on our accounts payable position. We are pleased to announce our dividend policy and maiden dividend. The announcement is a major milestone for Thor in our company's evolution and validates our confidence in the overall strength and sustainability of our business. Our dividend policy demonstrates our dedication to returning part of our strong cash flow generation to shareholders without forgoing our ability to self-fund our growth. In 2025, the Group's strategy will be focussed on increasing shareholder value by extending the Segilola mine life and advancing the Douta Project in Senegal. At the same time, we are encouraged by the early exploration results on our newly assembled portfolio in Côte d'Ivoire. We look forward to advancing these projects through 2025. The Douta Gold Project, which now consists of two prospective licences, remains a project which we aim to build from within our organic portfolio. We look forward to advancing this key project of ours through 2025. Furthermore, in 2024, we continued to capitalise on our first mover advantage in Nigeria through the acquisition of prospective exploration ground in Ondo State, approximately 55 kilometres due south of Segilola. We are well positioned to carry out exploration at a faster rate than ever before and without the constraints of servicing our senior debt facility. At the forefront of our operations, Environmental, Social and Governance (\"ESG\") standards have not been compromised with the Group winning a number of awards in 2024. Thor published its maiden Sustainability and ESG Report 2023 in November 2024. We invite our stakeholders to review this report. The information within the report is in alignment with GRI reporting standards. ESG data has also been consistently gathered during 2024 with the 2024 Sustainability Report due in Q2 2025. We were pleased in March 2025 to receive a copy of the report of the Inter-Ministerial Fact-Finding Committee on the dispute between SROL and the Osun State Government. This report affirmed our compliance with all our legal and regulatory obligations. We continue to pride ourselves on maintaining best practice standards across all our operations. I am incredibly proud of what we have achieved in 2024 which is the result of the hard work and commitment of all our employees, leadership team, board and stakeholders. I would like to take this opportunity to thank them for their continued support, dedication and commitment. I look ahead to 2025 with confidence that we have the right strategy, a portfolio capable of unlocking significant values, cashflow to support our activities and the right team to deliver on our objectives.\" Investor webinar to discuss FY24 results Thor is pleased to announce that Segun Lawson, President, and CEO, will provide a live investor session via the Investor Meet Company platform on Thursday 10 April 2025 at 2:00pm BST. The session will discuss in detail the announced FY24 results. The presentation is open to all existing and potential investors. Questions can be submitted pre-event via your Investor Meet Company dashboard up until 9:00 am the day before the meeting or at any time during the live presentation. Investors can sign up to Investor Meet Company for free and add to meet Thor Explorations plc via: https://www.investormeetcompany.com/thor-explorations-ltd/register-investor Investors who already follow Thor Explorations on the Investor Meet Company platform will automatically be invited. Whilst the Company may not be able to answer every individual question, the aim is to address the issues raised by investors Responses to the Q&A will be published at the earliest opportunity on the Investor Meet Company platform following the presentation Investor feedback can also be submitted directly to management after the event to ensure the Company can understand all investor views. For further information, please email: [email protected] About Thor Explorations Thor Explorations Ltd. is a mineral exploration company engaged in the acquisition, exploration, development and production of mineral properties located in Nigeria, Senegal and Burkina Faso. Thor Explorations holds a 100% interest in the Segilola Gold Project located in Osun State, Nigeria and has a 70% economic interest in the Douta Gold Project located in south-eastern Senegal. Thor Explorations trades on AIM and the TSX Venture Exchange under the symbol \"THX\". THOR EXPLORATIONS LTD. Segun Lawson President & CEO For further information please contact: Thor Explorations Ltd Email: [email protected] Canaccord Genuity (Nominated Adviser & Broker) Henry Fitzgerald-O'Connor / James Asensio / Harry Rees Tel: +44 (0) 20 7523 8000 Hannam & Partners (Broker) Andrew Chubb / Matt Hasson / Jay Ashfield / Franck Nganou Tel: +44 (0) 20 7907 8500 BlytheRay (Financial PR) Tim Blythe / Megan Ray / Said Izagaren Tel: +44 207 138 3203 Yellow Jersey PR (Financial PR) Charles Goodwin / Shivantha Thambirajah / Zara McKinlay Tel: +44 (0) 20 3004 9512 Management Discussion & Analysis for Q4 2024 and Full Year 2024 CHAIRMAN'S STATEMENT Dear fellow shareholders, I am pleased to present the 2024 Annual Report for Thor Explorations Ltd. We mark 2024 as a milestone year where the Group delivered its revised target gold production of approximately 85,000 ounces and, in doing so, completed the repayment of its senior debt facility to the Africa Finance Corporation. The Segilola Gold Mine, our wholly owned flagship project continued its solid performance in 2024, slightly disrupted by severe weather conditions in Q3 2024, generating $193.1 million revenue from 84,965oz of gold sold at an average realized price of US$2,288/oz. We generated Group net profit of $91.2 million. Segilola's strong performance is anticipated to continue in 2025 with a production guidance of 85,000 to 95,000 ounces at an all-in sustaining cost (AISC) of US$800-1,000/oz per ounce. We now look to transition to the next phase of our strategic evolution generating value creation through advancing our portfolio in the three jurisdictions in which we operate. Having repaid our capital costs and associated borrowings and improved our working capital position, we can now devote much greater cashflow and resources to our exploration activities. In Senegal, at the Douta Project, progress was made towards the next milestone of a preliminary feasibility study (\"PFS\"). The Group acquired the contiguous Douta-West licence. We reported recently two initial discovery holes in Douta-West in what appears to be a thicker oxidised layer and drilling there has been accelerated. We believe that Douta-West may present a new source of early years production that may merit incorporation into the PFS. We were also excited to expand our activities into Côte d'Ivoire where we believe we have assembled a prospective early stage portfolio and we look forward to advancing these licences through exploration in 2025. I would like to thank all our employees, Leadership Team and Board for their continued hard work and dedication in the year, and our investors for their continued support. In Nigeria, where we are a pioneer in the mining sector, we were pleased in March 2025 to receive a copy of the report of the Inter-Ministerial Fact-Finding Committee on the dispute between SROL and the Osun State Government. This report affirmed our compliance with all our legal and regulatory obligations. We continue to pride ourselves on maintaining best practice standards across all our operations. We continue to build a local mining skill-base, investing in youth, undergraduate and graduate programmes as well as post-secondary school apprenticeship schemes in our host communities and regions. We remain committed to the host communities in which we operate, where we have continued to enjoy a healthy and cooperative relationship and where our livelihood restoration programs continue to thrive. The next 12 months are significant in our evolution as a Group with important milestones. Extending the Segilola mine life is our utmost priority. The Group is now in a much better position to fully investigate this potential with the underlying support of the cashflow from Segilola in a strong gold price environment. We are also pleased to announce our dividend policy and maiden dividend. We look forward to 2025 and thank you for your continued support for Thor Explorations. The Board and Leadership Team remain resolutely focused on delivering our strategy and creating value for our shareholders and all of our stakeholders. Adrian Coates Chairman CEO'S STATEMENT I am pleased with our performance and progress as a Group in 2024 where we generated record revenues from our Segilola Gold mine whilst being disciplined in our cost control and focusing on our ESG Commitments. Our primary objectives in 2024 were to fully repay our senior debt facility and strengthen our balance sheet. This was achieved whilst also expanding our exploration portfolio in Nigeria, Senegal and in Côte D'Ivoire. The Group is now strongly positioned for a new dynamic phase with big increases budgeted in our exploration expenditure around Segilola and also across our entire portfolio, all funded by strong cash flow at Segilola. In 2025, the Group's strategy will be focussed on increasing shareholder value by extending the Segilola mine life and advancing the Douta Project in Senegal. At the same time, we are encouraged by the early exploration results on our newly assembled portfolio in Côte d'Ivoire. We look forward to advancing these projects through 2025. The Douta Gold Project, which now consists of two prospective licences, remains a project which we aim to build from within our organic portfolio. We look forward to advancing this key project of ours through 2025. Furthermore, in 2024, we continued to capitalise on our first mover advantage in Nigeria through the acquisition of prospective exploration ground in Ondo State, approximately 55 kilometres due south of Segilola. We are well positioned to carry out exploration at a faster rate than ever before and without the constraints of servicing our senior debt facility. At the forefront of our operations, Environmental, Social and Governance (\"ESG\") standards have not been compromised with the Group winning a number of awards in 2024. Thor published its maiden Sustainability and ESG Report 2023 in November 2024. We invite our stakeholders to review this report. The information within the report is in alignment with GRI reporting standards. ESG data has also been consistently gathered during 2024 with the 2024 Sustainability Report due in Q2 2025. We are pleased to announce our dividend policy and maiden dividend. The announcement is a major milestone for Thor and validates our confidence in the overall strength and sustainability of our business. Our dividend policy demonstrates our dedication to returning part of our strong cash flow generation to shareholders without forgoing our ability to self-fund our growth I am incredibly proud of what we have achieved in 2024 which is the result of the hard work and commitment of all our employees, leadership team, board and stakeholders. I would like to take this opportunity to thank them for their continued support, dedication and commitment. I look ahead to 2025 with confidence that we have the right strategy, a portfolio capable of unlocking significant values, cashflow to support our activities and the right team to deliver on our objectives. Segun Lawson Chief Executive Officer OVERVIEW Thor Explorations Ltd. (the \"Company\"), together with its subsidiaries (collectively, \"Thor\" or the \"Group\") is a West African focused gold producer and explorer and is dual-listed on the TSX Venture Exchange TSX-V (TSX-V: THX) and the Alternative Investment Market of the London Stock Exchange (AIM: THX). The Group's main assets include its flagship producing Segilola Gold mine in Nigeria and the advanced exploration project, Douta, in Senegal. The Group has a growing portfolio of prospective exploration licences on the unexplored Ilesha schist belt in near proximity to the Segilola gold mine and further exploration licences in Nigeria. The Group, in 2024 expanded its operations into Côte d'Ivoire following the signing of a binding sale and purchase agreement with Endeavour Mining Corporation to acquire a 100% interest in the Guitry Gold Exploration, entering into an option agreement with Goldridge Resources SARL (\"Goldridge\") to earn up to an 80% interest in the Boundiali Exploration Permit, located in north-west Côte d'Ivoire and also entering into an option agreement to acquire an 80% interest in the Marahui Gold Exploration licence located in north-east Côte d'Ivoire. Our strategy is to operate, develop and explore mineral properties where our expertise can substantially increase shareholder value. The Group operates with transparency and in accordance with international best practices and is committed to delivering value to its shareholders through responsible development, providing economic and social benefit to our host communities and operating in a manner where health and safety and the environment are integral to our operations and development approach. With a deleveraged balance sheet and strong cash flow generation, the Group has scaled up its exploration programs across its entire portfolio. This includes the acquisition, via option, of further geologically prospective tenures in Nigeria where we continue to assess potential targets. Figure 1.1: Thor's Properties in West Africa To view an enhanced version of this graphic, please visit: https://images.newsfilecorp.com/files/7003/247746_75a7ae3f242a7a40_002full.jpg DIVIDEND POLICY The Board has adopted a dividend policy to be applied for at least the next two years. The dividend policy reflects the Board's aim to strike a balance between the Group's growth ambitions and returning money to the Group's shareholders. Dividends will normally be paid on a quarterly basis at an amount of C$0.0125 per share each quarter, with the ability to increase the dividend amount based on the Group's cash reserves at the end of each quarter. The first dividend will be payable on May 16, 2025, for shareholders on record at May 2, 2025. It is currently intended that the dividend policy will be reviewed in two years, taking into consideration factors such as the extension of the Segilola Mine Life and capital commitments to near term development projects. The maiden dividend will be paid on May 16, 2025, in Canadian Dollars, with an option for shareholders to elect to receive the dividend in Pounds Sterling. The exchange rates for payments in Sterling will be fixed by the Company on May 14, 2025, and subsequently announced. Event Date Ex-Dividend date May 1 st 2025 Record date May 2 nd 2025 Last day for currency election May 3 rd 2025 Date of exchange rate used for Pounds Sterling May 14 th 2025 Announcement of exchange rate in Foreign Designated Currencies May 15 th 2025 Payment date May 16 th 2025   HIGHLIGHTS AND ACTIVITIES - FOURTH QUARTER 2024 AND YEAR ENDED DECEMBER 31, 2024 Operating results for the fourth quarter 2024 were highlighted by the selling of 23,087 ounces (\"oz\") of gold achieving an average gold price of US$2,414 per oz at a cash operating cost 1 of $664 per oz sold, with an all-in sustaining cost (\"AISC\") 1 of $818 per oz sold. The Group made a final payment of $4.1 million towards its senior debt facility with Africa Finance Corporation (\"AFC\"). Following this repayment, the Group has fully settled its senior debt obligations and at year end 2024 held a net cash position of $11.2 million (see Section 3.4). Revenue for the fourth quarter 2024 was $65.7 million with an EBITDA of $46.2 million and net profit of $34.9 million. The Group reduced its accounts payable and accrued liabilities by $17.2 million since the end of the previous quarter. At the Douta Project, the workstreams for the Preliminary Feasibility Study continued and focussed on the metallurgical test work, process flow sheets and resource update. Table 2.1 Key Operating and Financial Statistics Three month periods ended Year ended December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Operating Gold sold Au 25,790  18,167 23,588 17,420 11,930 84,965 73,356 Average realized gold price 1 $/oz 2,414  2,328 2,309 2,033 1,927 2,288 1,907 Cash operating cost 1 $/oz 664  585 585 418 1,451 575 1,006 AISC (all-in sustaining cost) 1 $/oz 818  766 802 632 1,706 765 1,313 EBITDA 1 $/oz 1,747  1,506 1,596 1,337 266 1,570 755   Financial   Revenue $ 65,720  40,222 53,876 33,312 22,998   193,130 141,245 Net Profit/(Loss) $ 33,742  17,500 27,505 12,425 (8,850)   91,172 10,869 EBITDA 1 $ 45,056  27,368 37,645 23,290 3,175   133,359 55,350   December 31, 2024 December 31, 2023 Cash and cash equivalents $ 12,040 7,840 Deferred revenue $ 4,463 11,839 Net Cash/(Debt) 1 $ 11,180 (15,926)   1 This is a non-IFRS measure. Refer to the non-IFRS measures section. Segilola Gold Mine, Nigeria Osun State Tax Dispute On September 30, 2024, the representatives of Osun State served a notice to the Group`s subsidiary, Segilola Resources Operating Limited (\"SROL\") from a state magistrates court to seal the Segilola Mine site over unpaid outstanding taxes amounting to N98,347,105 (approximately US$61,900). SROL paid the full outstanding amount, under protest, despite not being given the stipulated 30 days to review. There was no disruption to operations at Segilola. Following this, the Minister of Mines in Nigeria commissioned a fact-finding committee (the \"Committee\") to look into the claims made by the Osun State Government. Subsequent to the period, a meeting was held on the March 25, 2025, in Abuja with all relevant parties, the Committee's report was formally released to the Group. Importantly, the Committee's report affirmed the Group's compliance with all its legal and regulatory obligations, and that all the allegations of wrongdoing were unfounded. The full report can be found on the Group's website. SROL continues to engage with the Osun State Government through the appropriate legislative processes to ensure that tax assessments are conducted in accordance with applicable laws. Management does not expect any material impact on the Group's financial statements as a result of these ongoing discussions. Updates will be provided once a final and undisputed assessment is agreed upon. Mining During the three months ended December 31, 2024, 3,781,881 tonnes of material were mined, equivalent to a mining rate of 41,107 tonnes of material per day. In this period, 383,699 tonnes of ore were mined, equivalent to a mining rate of 4,171 tonnes of ore per day, at an improved average grade of 2.30g/t. Mining rates were lower than Q3 due to a severe weather period resulting in excessive rain (>415mm) over a 12-day period in late September that still impacted October mining. The aging fleet of the mining contractor experienced low availabilities of its truck fleet and 5 new trucks were purchased and were delivered in early 2025 to address this bottleneck. The stockpile balance increased by 10% to 1,469,370 tonnes of ore at an average grade of 0.94g/t. The stockpile comprised of 8,865 tonnes (4.21g/t) at high grade, 69,608 tonnes (2.08g/t) at medium grade, 1,384,782 tonnes (0.84g/t) at low grade and 6,116 tonnes (4.24g/t) on the coarse ore stockpile between the crusher and mill. The significant stockpile available (more than 1 year of process plant supply) offers flexibility and low risk for future process plant production. The mine will continue to feed higher grade material in preference to low grade material and the lower grade material will be processed later in the mine life and during periods of reduced or minimal mining activity. The stockpile is reflected on the balance sheet under inventory and is reflected at mining cost per tonne. Processing During the three months ended December 31, 2024, 247,075 tonnes of ore were processed, a 22% increase on Q3, equivalent to a throughput rate of 2,686 tonnes per day, at a mill feed grade of 3.08g/t with no significant downtime periods. The process plant achieved a further reduction of the gold in circuit (\"GIC\") by 2,835oz of Au in Q4 to sell more gold than recovered from mining during the quarter. Table 2.2: Production Metrics Mining Units Q4 - 2024 Q3 - 2024 Q2 -2024 Q1 - 2024 Q4 - 2023 Q3 - 2023 Q2 - 2023 Q1 - 2023 Total Mined Tonnes 3,781,881 4,024,002 4,663,057 4,939,647 5,483,291 5,673,193 5,633,688 4,194,689 Waste Mined Tonnes 3,398,182 3,668,487 4,171,122 4,473,752 5,031,931 5,370,278 5,355,105 3,996,264 Ore Mined Tonnes 383,699 355,515 491,935 465,895 451,360 302,915 278,583 198,425 Grade g/t Au 2.30 2.01 1.78 2.07 1.93 2.44 2.43 2.85 Daily Total Mining Rate Tonnes/Day 41,107 43,739 51,198 54,282 59,601 61,665 61,909 46,608 Daily Ore Mining Rate Tonnes/Day 4,171 3,864 5,347 5,120 4,906 3,292 3,061 2,205 Stockpile Ore Stockpiled Tonnes 1,469,370 1,332,924 1,179,693 861,254 541,151 338,558 297,060 270,215 Ore Stockpiled g/t Au 0.94 0.94 1.01 1.06 1.04 0.99 1.06 1.14 Ore Stockpiled Oz 44,300 40,392 38,298 29,264 18,141 10,756 10,124 9,904 Processing Ore Processed Tonnes 247,075 201,958 174,000 235,933 262,439 261,671 255,231 231,001 Grade g/t Au 3.08 3.22 3.42 2.85 2.77 2.46 2.99 2.95 Recovery % 89.2 88.5 94.6 90.7 93.4 92.3 94 94.1 Gold Recovered Oz 21,827 18,496 18,090 19,589 21,798 19,104 23,078 20,629 Gold Poured Oz 24,662 20,110 21,742 18,543 16,361 16,579 21,518 20,017 Milling Throughput Tonnes/Day 2,686 2,195 1,891 2,593 2,852 2,844 2,805 2,567   NON-IFRS MEASURES This MD&A refers to certain financial measures which are not recognized under IFRS Accounting Standards and do not have a standardized meaning prescribed by IFRS Accounting Standards. These measures may differ from those made by other companies and accordingly may not be comparable to such measures as reported by other companies. These measures have been derived from the Group's financial statements because the Group believes that, with the achievement of gold production, they are of assistance in the understanding of the results of operations and its financial position. Average realized gold price per ounce sold The Group believes that, in addition to conventional measures prepared in accordance with IFRS Accounting Standards, the average realized gold price, which takes into account the impact of gain/losses on forward sale of commodity contracts, is a metric used to better understand the gold price realized during a period. Management believes that reflecting the impact of these contracts on the Group's realized gold price is a relevant measure and increases the consistency of this calculation with our peer companies. In addition to the above, in calculating the realized gold price, management has adjusted the revenues as disclosed in the consolidated financial statement to exclude by-product revenue, relating to silver revenue, and has reflected the by-product revenue as a credit to cash operating costs. The revenues as disclosed in the interim financial statements have been reconciled to the gold revenue for all periods presented. Table 3.1: Average annual realized price per ounce sold Three month periods ended Year ended Units December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Revenues $/000 65,720 40,222 53,876 33,312 22,998 193,130 141,245 Unrealized fair value movements on forward gold sale contracts 1 $/000 (3,302) 2,161 907 2,134 - 1,900 - By product revenue $/000 (161) (82) (329) (28) (40) (600) (209) Gold revenue $/000 62,257 42,301 54,454 35,418 22,958 194,430 141,036 Gain/(Loss) on forward sale of commodity contracts $/000 - - - - 26 - (1,130) Adjusted gold revenue $/000 62,257 42,301 54,454 35,418 22,984 194,430 139,906 Gold ounces sold Oz Au 25,790 18,167 23,588 17,420 11,930 84,965 73,356 Average realized price per ounce sold $ 2,414 2,328 2,309 2,033 1,927 2,288 1,907   1 As at 31 December 2024, the Group held outstanding gold forward contracts for 5,500 ounces at an average gold price of $2,277 per ounce with settlement during the first quarter of 2025. Cash operating cost per ounce Cash operating cost per oz sold, combined with revenues, can be used to evaluate the Group's performance and ability to generate operating income and cash flow from operating activities. The Group believes that, in addition to conventional measures prepared in accordance with IFRS Accounting Standards, certain investors may find this information useful to evaluate the costs of production per ounce. By product revenues are included as a credit to cash operating costs. Table 3.2: Average annual cash operating cost per ounce of gold Three month periods ended Year ended Units December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Production costs $ 16,380 9,869 13,095 6,626 16,745 45,970 69,675 Transportation and refining $ 683 596 568 458 614 2,305 2,478 Royalties $ 225 247 466 218 (4) 1,156 1,866 By product revenue $ (161) (82) (329) (28) (40) (600) (209) Cash Operating costs $ 17,127 10,630 13,800 7,274 17,315 48,831 73,810 Gold ounces sold Oz Au 25,790 18,167 23,588 17,420 11,930 84,965 73,356 Cash operating cost per ounce sold $/oz 664 585 585 418 1,451 575 1,006   All-in sustaining cost per ounce AISC provides information on the total cost associated with producing gold. The Group calculates AISC as the sum of total cash operating costs (as described above), other administration expenses and sustaining capital, all divided by the gold ounces sold to arrive at a per oz amount. Other administration expenses include administration expenses directly attributable to the Segilola Gold Mine plus a percentage of corporate administration costs allocated to supporting the operations of the Segilola Gold Mine. From June 30, 2023, this was deemed to be 33%. Other companies may calculate this measure differently as a result of differences in underlying principles and policies applied. Table 3.3: Average annual all-in sustaining cost per ounce of gold Three month periods ended Year ended Units December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 December 31, 2023 December 31, 2024 December 31, 2022 Cash operating costs 1 $/000 17,127 10,630 13,800 7,274 17,315 48,831 73,810 Segilola mine - other administration expenses $/000 515 2,025 2,374 2,207 2,324 7,121 7,999 Sustaining capital 2 $/000 3,461 1,259 2,754 1,532 715 9,006 14,473 Total all-in sustaining cost $/000 21,103 13,914 18,928 11,013 20,354 64,958 96,282 Gold ounces sold oz Au 25,790 18,167 23,588 17,420 11,930 84,965 73,356 All-in sustaining cost per ounce sold $/oz 818 766 802 632 1,706 765 1,313   1 Refer to Table - 3.2 Cash operating costs. 2 Refer to Table - 3.3a Sustaining and Non-Sustaining Capital The Group's all-in sustaining costs include sustaining capital expenditures which management has defined as those capital expenditures related to producing and selling gold from its on-going mine operations. Non-sustaining capital is capital expenditure related to major projects or expansions at existing operations where management believes that these projects will materially benefit the operations. The distinction between sustaining and non-sustaining capital is based on the Group's policies and refers to the definitions set out by the World Gold Council. This non-IFRS Accounting Standards measure provides investors with transparency regarding the capital costs required to support the on-going operations at its operating mine, relative to its total capital expenditures. Readers should be aware that these measures do not have a standardized meaning. It is intended to provide additional information and should not be considered in isolation, or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. In the period, the Group fed higher grade material to the plant in preference to low grade material. Costs associated with mining the lower grade material will be deferred to when this lower grade material is processed. The Group plans to process this material later in the mine life and during periods of reduced or minimal mining activity. Table 3.3a: Sustaining and Non-Sustaining Capital Three month periods ended Year ended Units December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Property, plant and equipment additions $/000 1,800 420 1,522 274 221 4,016 18,092 Non-sustaining capital expenditures $/000 403 (420) (25) - (763) (42) (8,646) Payment for sustaining leases $/000 1,258 1,259 1,257 1,258 1,257 5,032 5,027 Sustaining Capital $/000 3,461 1,259 2,754 1,532 715 9,006 14,473   Net Cash/(Debt) Net Cash/(Debt) is calculated as total debt adjusted for unamortized, deferred, financing charges less cash and cash equivalents and short-term investments at the end of the reporting period. This metric is used by management to measure the Group's debt leverage. The Group considers that in addition to conventional measures prepared in accordance with IFRS Accounting Standards, net debt is useful to evaluate the Group's performance. Table 3.4: Net Cash/(Debt) December 31, 2024 December 31, 2023 Loans from the Africa Finance Corporation $/000 - (20,361) Deferred element of EPC contract $/000 (860) (3,405) Less: Cash $/000 12,040 7,840 Net Cash/(Debt) $/000 11,180 (15,926)   Earnings Before Interest, Taxes, Depreciation and Amortisation (EBITDA) EBITDA is calculated as the total earnings before interest, taxes, depreciation and amortisation. This measure helps management assess the operating performance of each operating unit. Table 3.5: Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA) Three month periods ended Year ended Unit December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Net profit for the period $/000 33,742 17,500 27,505 12,425 (8,848) 91,172 10,869 Amortisation and depreciation - owned assets $/000 8,276 6,320 6,556 6,774 4,526 27,926 23,458 Amortisation and depreciation - right of use assets $/000 1,190 1,198 1,196 1,204 1,195 4,788 4,782 Impairment of Exploration & Evaluation assets $/000 - - - - 3 - 12 Buy-out of gold sale agreement`s option $/000 - - - - 3,155 - 3,155 Interest expense $/000 1,848 2,350 2,388 2,887 3,144 9,473 13,074 EBITDA $/000 45,056 27,368 37,645 23,290 3,175 133,359 55,350 Ounces sold Oz Au 25,790 18,167 23,588 17,420 11,930 84,965 73,356 EBITDA per ounce sold Oz/$ 1,747 1,506 1,596 1,337 266 1,570 755   OUTLOOK AND UPCOMING MILESTONES This Section 5 of the MD&A contains forward looking information as defined by National Instrument 51-102. Refer to Section 16 of this MD&A for further information on forward looking statements. We are focussed on advancing the Group's strategic objectives and near-term milestones which include: 2025 Operational Guidance and Outlook Gold Production oz 85,000 - 95,000 All-in Sustaining Cost (\"AISC\") US$/oz Au sold $800 - $1,000 Capital Expenditure US$ 2,000,000 - 4,000,000 Exploration Expenditure: Nigeria 1 US$ 7,500,000 - 10,000,000 West Africa US$ 5,000,000 - 7,500,000   1 This includes purchase of licences The critical factors that influence whether Segilola can achieve these targets include: Segilola's ability to continue operations without obstruction Segilola's ability to maintain an adequate supply of consumables (in particular ammonium nitrate, flux and cyanide) and equipment Fluctuations in the price of key consumables, in particular ammonium nitrate, and diesel Segilola's workforce remaining healthy Continuing to receive full and on-time payment for gold sales Continuing to be able to make local and international payments in the ordinary course of business Continue to advance the Douta project towards preliminary feasibility study Continue to advance exploration programmes across the portfolio: Segilola near mine exploration Segilola underground project Segilola regional exploration programme Douta Preliminary Feasibility Study Douta-West drilling programme Douta infill (Makosa and Makosa East) programme Assess regional potential targets in Nigeria Assess regional potential targets in Côte d'Ivoire Acquiring new concessions and joint partnerships options on potential targets SUMMARY OF QUARTERLY RESULTS The table below sets forth selected results of operations for the Group's eight most recently completed quarters. Table 6.1: Summary of quarterly results $ 2024 Q4 Dec 31 2024 Q3 Sep 30 2024 Q2 June 30 2024 Q1 Mar 31 Revenues 65,720 40,222 53,876 33,312 Net profit for period 33,742 17,500 27,505 12,425 Basic /earnings per share (cents) 5.14 2.67 4.19 1.93   $ 2023 Q4 Dec 31 2023 Q3 Sep 30 2023 Q2 Jun 30 2023 Q1 Mar 31 Revenues 22,998 36,595 41,364 40,288 Net (loss)/profit for period (8,847) 2,271 14,458 2,990 Basic (loss)/earnings per share (cents) (1.35) 0.35 2.24 0.46   The Group reported a net profit of $33.7 million (5.14 cents per share) for the Three month period ended December 31, 2024, as compared to a net loss of $8.8 million (1.35 cents per share) for the Three month period ended December 31, 2023. The increase in profit for the period was largely due to: Sales during the period of $65.7 million (Q4 2023: $23.0 million); and Production costs of $16.4 million (Q4 2023: $16.7 million) Buy-out of gold sale agreement`s option of nil (Q4 2023: $3.6 million) These were offset partially by: Amortization and depreciation of $9.5 million (Q4 2023: $5.7 million); and Interest of $2.1 million (Q4 2023: $2.5 million) No interest was earned during the Three month periods ended December 31, 2024, and 2023. No corporate tax was paid during the Three month periods ended December 31, 2024, and 2023, this is due primarily to the corporate tax holiday the Group was granted for its Segilola mine earnings as detailed in note 5g of the consolidated financial statements. SELECTED ANNUAL FINANCIAL INFORMATION The review of the results of operations should be read in conjunction with the Group's Consolidated Financial Statements and notes thereto. Table 7.1: Selected annual information For the year ended December 31, 2024 December 31, 2023 December 31, 2022 Total revenues $/000 193,130 141,245 165,175 Net profit $/000 91,172 10,869 37,997 Net Profit per share (cents) Basic Cents 14.00 1.67 5.92 Diluted Cents 13.83 1.66 5.84 Total assets $/000 279,072 259,114 235,850 Total non-current liabilities $/000 7,453 19,895 57,664   RESULTS FOR THE YEAR ENDED DECEMBER 31, 2024, and 2023 The Group reported a net profit of $91.2 million (14.00 cents per share) for the year ended December 31, 2024, as compared to a net profit of $10.9 million (1.67 cents per share) for the year ended December 31, 2023. The increase in profit for the year was largely due to: Sales during the year of $193.1 million (2023: $141.2 million); and Production costs of $46.0 million (2023: $69.7 million) These were offset partially by: Amortization and depreciation of $32.7 million (2023: $28.2 million); and Interest of $9.5 million (2023: $13.1 million) No interest was earned during the year ended December 31, 2024, and 2023. No corporate tax was paid during the year ended December 31, 2024, and 2023, this is due primarily to the corporate tax holiday the Group was granted for its Segilola mine earnings as detailed in note 5g of the consolidated financial statements. LIQUIDITY AND CAPITAL RESOURCES Working capital, combined with revenues and cash flows, is an important measure of the Group's liquidity and operational efficiency. The Group believes that, in addition to conventional measures prepared in accordance with IFRS Accounting Standards, certain investors may find this information useful in assessing the Group's ability to meet short-term obligations and fund ongoing operations. As at December 31, 2024, the Group had cash of $12.0 million (December 31, 2023: $7.8 million) and a working capital deficit of $3.3 million (December 31, 2023: deficit of $57.1 million). The increase in cash from December 31, 2024, is due mainly to cash generated in operations of $61.8 million offset by cash used in investing and financing activities of $12.9 million and $44.7 million respectively. The cash generated from operations includes $40.6 million used to build the Group's inventory balance as of December 31, 2024. This amount primarily consists of mining costs allocated to gold ore stockpiles. WORKING CAPITAL CALCULATION The Working Capital Calculation excludes $9.4 million (December 31, 2023: $12.3 million) of Gold Stream liabilities that are contingent upon the achievement of the gold sales forecast of 85,000 to 95,000 ounces for the year ending December 31, 2025. Table 8.1: Working Capital December 31, 2024 December 31, 2023 Current Assets Cash 12,040 7,840 Inventory 41,104 41,770 Trade and other receivables 4,561 7,931 Total Current Assets for Working Capital $/000 57,705 57,541 Current Liabilities Accounts Payable and accrued liabilities 48,967 74,774 Deferred income 4,463 11,839 Lease Liabilities 4,818 4,820 Gold Stream Liability 9,358 12,343 Loan and other borrowings 860 23,248 Other financial liabilities 1,900 - $/000 70,366 127,024 less: Current Liabilities contingent upon future gold sales $/000 (9,358) (12,343) Working capital deficit $/000 (3,303) (57,140)   The Group`s inventory is estimated to contain the following ounces of gold: Table 8.1a: Gold inventory December 31, 2024 December 31, 2023 Current Gold ore in stockpile Oz Au 14,944 10,956 High grade ore Oz Au 1,201 251 Medium grade ore Oz Au 4,655 1,634 Low grade ore Oz Au 8,260 9,071 Gold in CIL Oz Au 4,155 11,250 Gold doré Oz Au 5,315 4,401 Gold bullion Oz Au - - Oz Au 24,414 26,607 Non-Current Gold ore in stockpile Oz Au 29,357 7,185 Low grade ore Oz Au 29,357 7,185 Oz Au 29,357 7,185   Inventory Gold inventory is recognised in the ore stockpiles and in production inventory, comprised principally of ore stockpile and doré at site or in transit to the refinery, with a component of gold-in-circuit. Table 8.2: Inventory December 31, 2024 December 31, 2023 Current Plant spares and consumables 11,123 8,682 Gold ore in stockpile 20,058 20,768 High grade ore 475 28 Medium grade ore 3,510 680 Low grade ore 16,073 20,060 Gold in CIL 4,260 8,405 Gold doré 5,663 3,915 Gold bullion - - $/000 41,104 41,770 Non-current Gold ore in stockpile 57,124 15,891 Low grade ore 57,124 15,891 $/000 57,124 15,891   Liquidity and Capital Resources The Group has generated positive operating cash flow during Q4 2024, and the year ended December 31, 2024, and expects to continue to do so based on its production and AISC guidance. This strong operating cash flow will support regional exploration and underground expansion drilling at Segilola, planned capital expenditures and corporate overhead costs. FINANCIAL INSTRUMENTS AND OTHER INSTRUMENTS The Group's financial instruments consist of cash, amounts receivable, accounts payable, accrued liabilities, gold stream liability, loans and other borrowings, and lease liabilities. These financial instruments are used to manage liquidity, finance operations, and mitigate financial risks. Further information on the Group's financial instruments is provided in Note 19 of the consolidated financial statements. Fair value of financial assets and liabilities Fair values have been determined for measurement and/or disclosure purposes. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability. The carrying amount for cash, amounts receivable, and accounts payable, accrued liabilities, loans and borrowings and lease liabilities on the statement of financial position approximate their fair value because of the limited term of these instruments. Financial risk management objectives and policies The Group has exposure to the following risks from its use of financial instruments Interest rate risk Credit risk Liquidity and funding risk Market risk In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments. This note describes the Group's objectives, policies, and processes for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these consolidated financial statements. There have been no substantive changes in the Group's exposure to financial instrument risks, its objectives, policies, and processes for managing those risks or the methods used to measure them from previous years unless otherwise stated in these notes. The Board of Directors has overall responsibility for the establishment and oversight of the Group's risk management framework. The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Group's competitiveness and flexibility. Further details regarding these policies are set out below. Financial instruments by category The accounting policies for financial instruments have been applied to the line items below: Table 9.3: Financial instruments by category December 31, 2024 December 31, 2023 Measured at amortized cost Measured at fair value through profit and loss Total Measured at amortized cost Measured at fair value through profit and loss Total Assets Cash and cash equivalents 12,040 - 12,040 7,840 - 7,840 Trade and other receivables 377 - 377 281 - 281 Total assets 12,417 - 12,417 8,121 - 8,121 Liabilities Accounts payable and accrued liabilities 48,967 - 48,967 74,774 - 74,774 Loans and borrowings 860 - 860 23,766 - 23,766 Gold stream liability - 9,358 9,358 - 20,043 20,043 Lease liabilities 7,210 - 7,210 11,490 - 11,490 Other liabilities - 1,900 1,900 - - - Total liabilities 57,037 11,258 68,295 110,030 20,043 130,073   Liquidity risk Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group ensures that there is sufficient capital in order to meet short-term business requirements, after taking into account the Group's holdings of cash. The Group's cash is held in business accounts and are available on demand. In the normal course of business, the Group enters into contracts and performs business activities that give rise to commitments for future minimum payments. The following tables summarize the Group's significant remaining contractual maturities for financial liabilities at December 31, 2024, and December 31, 2023. The tables show projected cashflows including interest payments. Table 9.4: Contractual maturity analysis Contractual maturity analysis as at December 31, 2024 Less than 3 months $ 3 - 12 Months $ 1 - 5 Year $ Longer than 5 years $ Total $ Accounts payable and accrued liabilities 47,684 1,283 - - 48,967 Lease liabilities 1,214 3,641 2,427 - 7,282 Gold stream liability 6,534 3,447 - - 9,981 Loans and borrowings - 932 - - 932 Other liabilities 1,900 1,900 57,332 9,303 2,427 - 69,062 Contractual maturity analysis as at December 31, 2023 Less than 3 months $ 3 - 12 Months $ 1 - 5 Year $ Longer than 5 years $ Total $ Accounts payable and accrued liabilities 55,368 1,002 - - 56,370 Lease liabilities 1,256 3,767 12,682 - 17,705 Gold stream liability 2,987 8,476 23,420 - 34,883 Loans and borrowings 1,642 4,810 33,337 - 39,789 61,253 18,055 69,439 - 148,747   Credit risk Credit risk is the risk of an unexpected loss if a counterparty to a financial instrument fails to meet its contractual obligations. The Group manages the credit risk associated with cash by investing these funds with highly rated financial institutions, and by monitoring its concentration of cash held in any one institution. As such, the Group deems the credit risk on its cash to be low. At December 31, 2024, 1% of the Group's cash balances were invested in AAA rated financial institutions (2023: 1%), 86% in AA+ rated financial institutions (2023: nil), 1% in AA rated financial institutions (2023: 77%), 3% in AA- rated financial institutions (2023: 1%), 6% in A rated financial institutions (2023: 1%), 2% in BBB rated financial institutions (2023: nil) and 1% in B- rated institutions (2023: 3%). The Group sells its gold to large international organizations with strong credit ratings, and the historical level of customer defaults is minimal. As a result, the credit risk associated with gold trade receivables at December 31, 2024 is considered to be negligible. Market risk The Group is subject to normal market risks including fluctuations in foreign exchange rates and interest rates. While the Group manages its operations in order to minimize exposure to these risks, the Group has not entered into any derivatives or contracts to hedge or otherwise mitigate this exposure. Foreign currency risk The Group's primary operations are in Nigeria and Senegal. Revenues generated and expenditures incurred are primarily denominated in United States Dollars, as are its loan facilities. Although the Group does not enter into currency derivative financial instruments to manage its exposure, the Group tries to manage this risk by maintaining most of its cash in United States dollars. DISCLOSURE OF OUTSTANDING SHARE DATA At December 31, 2024, there were 657,064,724 common shares issued and outstanding stock options to purchase a total of 13,040,000 common shares. At the date of issuance of this MD&A, there were 665,297,482 common shares issued and no outstanding stock options. Authorized Common Shares Table 14.1: Common shares issued December 31, 2024 December 31, 2023 Common shares issued 657,064,724 656,064,724   Warrants There were no warrants that were outstanding at December 31, 2024, and as at the date of this report. During the quarter ended December 31, 2024, no warrants were issued. Stock Options The number of stock options that were outstanding and the remaining contractual lives of the options at December 31, 2024, were as follows. Table 14.2: Options outstanding Exercise Price Number Outstanding Weighted Average Remaining Contractual Life Expiry Date C$0.200 13,040,000 0.04 January 16, 2025 Total 13,040,000   The Company has previously granted employees, consultants, directors and officers share purchase options. These options were granted pursuant to the Company's stock option plan. No new options have been granted in 2024. During the year ended December 31, 2024, the following options were exercised: 1,000,000 options exercised at a price of CAD$0.20 per share on November 22, 2024; At the date of issuance of this MD&A, there were no outstanding stock options. Audited Financial Results for the Year Ended 31 December 2024   Tel: (604) 688-5421 Fax: (604) 688-5132 www.bdo.ca BDO Canada LLP Royal Centre, 1055 West Georgia Street 1100, P.O. Box 11101 Vancouver, British Columbia V6E 3P3 BDO Canada LLP, a Canadian limited liability partnership, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO network of independent member firms. Independent Auditor's Report   To the Shareholders of Thor Explorations Ltd. Opinion We have audited the consolidated financial statements of Thor Explorations Ltd. and its subsidiaries (the \"Group\"), which comprise the consolidated statement of financial position as at December 31, 2024 and the consolidated statements of comprehensive income, changes in equity and cash flows for the year then ended, and notes to the consolidated financial statements, including material accounting policy information. In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2024, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards and International Accounting Standards as issued by the International Accounting Standards Board (IASB) and Interpretations (collectively IFRS Accounting Standards). Basis for Opinion We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key Audit Matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Carrying value of gold ore in stockpile and gold in process inventories Description of the key audit matter Refer to Note 4 - Critical accounting estimates and judgments and Note 6 - Inventory The Group's gold ore stockpile and gold in process inventories amounted to $81.4 million as at December 31, 2024. The gold ore stockpile inventory represents mined ore material prior to being processed and the gold in process inventory represents material that is being treated in the processing plant at December 31, 2024 in order to extract the contained gold to process into a saleable product. Management is required to make certain key estimates in order to determine the carrying value of these inventories. The key estimates made by management in the determination of the carrying value of the gold ore stockpile inventory relate to the associated density and volume of material contained in the stockpile inventory at December 31, 2024. The key estimates made by management in the determination of the carrying value of the gold in process inventory are the weight and gold content of gold-bearing materials in the recovery process at December 31, 2024. We considered this a Key Audit Matter due to the magnitude of the inventory balances and the judgment and estimates made by management in determining the carrying value of gold ore stockpile and gold in process inventories and the high degree of auditor judgment, subjectivity and efforts in performing procedures and evaluating audit evidence related its carrying value. How the key audit matter was addressed in the audit Our approach in addressing this matter included the following procedures, among others: Obtained an understanding of management's inventory processes and controls pertaining to measurement, surveying and other reconciliations. Obtained and evaluated management's models for the measurement of the carrying value of gold ore stockpile and gold in process, recalculating the mathematical accuracy and evaluating the methodology applied. Evaluated the reasonableness of key estimates including the density and volume of material contained in the stockpile inventory and the weight and gold content of gold-bearing materials contained in the recovery process at December 31, 2024 by reconciling management's tonnage movement to third-party support, comparing management's estimate of weight and gold content used in the gold-in-process calculation to evidence of actual gold recovered throughout the year and to internal and external assay results. Evaluated the work of management's experts over the volume and density of gold ore stockpile and their determination of the weight and gold content of gold-in-process inventory at December 31, 2024. This evaluation included developing an understanding of the competence and capabilities of management's experts, evaluation of their methods and assumptions, tests of data used by management's experts and an evaluation of their findings. Other matter The consolidated financial statements of the Group for the year ended December 31, 2023 were audited by another auditor who expressed an unmodified opinion on those consolidated financial statements on April 27, 2024. Other Information Management is responsible for the other information. The other information comprises the information included in the Management's Discussion & Analysis. Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the consolidated financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. We obtained the Management's Discussion & Analysis prior to the date of this auditor's report. If, based on the work we have performed on this other information, we conclude that there is a material misstatement of this other information, we are required to report that fact in this auditor's report. We have nothing to report in this regard. Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS Accounting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Group's financial reporting process. Auditor's Responsibilities for the Audit of the Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. The engagement partner on the audit resulting in this independent auditor's report is Mark Zastre. BDO Canada LLP (signed) Chartered Professional Accountants Vancouver, British Columbia April 7, 2025 To view an enhanced version of this graphic, please visit: https://images.newsfilecorp.com/files/7003/247746_75a7ae3f242a7a40_007full.jpg To view an enhanced version of this graphic, please visit: https://images.newsfilecorp.com/files/7003/247746_75a7ae3f242a7a40_008full.jpg To view an enhanced version of this graphic, please visit: https://images.newsfilecorp.com/files/7003/247746_75a7ae3f242a7a40_009full.jpg   To view an enhanced version of this graphic, please visit: https://images.newsfilecorp.com/files/7003/247746_75a7ae3f242a7a40_010full.jpg 1. CORPORATE INFORMATION Thor Explorations Ltd. (the \"Company\"), together with its subsidiaries (collectively, \"Thor\" or the \"Group\") is a West African focused gold producer and explorer, dual-listed on the TSX-Venture Exchange (THX.V) and the Alternative Investment Market of the London Stock Exchange (THX.L). The Company was formed in 1968 and is organized under the Business Corporations Act ( British Columbia ) (BCBCA) with its registered office at 550 Burrard St, Suite 2900 Vancouver, BC, CA, V6C 0A3. 2. BASIS OF PREPARATION a) Statement of compliance These consolidated financial statements, including comparatives, have been prepared using accounting policies consistent with International Financial Reporting Standards and International Accounting Standards as issued by the International Accounting Standards Board (IASB) and Interpretations (collectively IFRS Accounting Standards). b) Basis of measurement The consolidated financial statements are presented in United States dollars (\"US$\"). These consolidated financial statements have been prepared on a historical cost basis and are presented in United States dollars, except for the valuation of certain financial instruments that are measured at fair value at the end of each reporting period as explained in the accounting policies below. The preparation of financial statements in compliance with IFRS Accounting Standards requires management to make certain critical accounting estimates. It also requires management to exercise judgment in applying the Group's accounting policies. A precise determination of many assets and liabilities is dependent upon future events, the preparation of consolidated financial statements for a period involves the use of estimates, which have been made using careful judgment. Actual results may differ from these estimates. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements are discussed in Note 4. c) Comparative figures Certain comparative figures in these financial statements have been reclassified in order to conform with the financial presentation adopted in the current year. 3. MATERIAL ACCOUNTING POLICY INFORMATION The accounting policies described below have been applied consistently to all periods presented in these consolidated financial statements unless otherwise stated. a. Consolidation principles The assets, liabilities, revenues and expenses of the subsidiaries are recognized in accordance with the Group's accounting policies. Intercompany transactions and balances are eliminated upon consolidation. b. Details of the Group In addition to the Company, these consolidated financial statements include all subsidiaries of the Company. Subsidiaries are all corporations over which the Company has power, where the Company is exposed to variable returns from the Subsidiary, and it has the ability to use its power to affect those variable returns. Control is reassessed whenever facts and circumstances indicate that there may be a change in any of these elements of control. The consolidated financial statements present the results of the Company and its subsidiaries as if they formed a single entity, with subsidiaries being fully consolidated from the date on which control is acquired by the Company. They are de-consolidated from the date that control by the Company ceases. The subsidiaries of the Company are as follows: Company Location Incorporated Interest Functional currency Thor Investments (BVI) Ltd. (\"Thor BVI\") British Virgin Islands September 30, 2011 100% USD African Star Resources Incorporated (\"African Star\") British Virgin Islands September 30, 2011 100% GBP Segilola Resources Incorporated (\"SR BVI\") British Virgin Islands March 10, 2020 100% USD Thor Gold Ventures Ltd (\"THX GV\") United Kingdom February 11, 2023 100% GBP African Star Resources SARL (\"African Star SARL\") Senegal July 14, 2011 100% CFA Argento Exploration BF SARL (\"Argento BF SARL\") Burkina Faso September 15, 2010 100% CFA AFC Constelor Panafrican Resources SARL (\"AFC Constelor SARL\") Burkina Faso December 9, 2011 100% CFA Segilola Resources Operating Limited (\"SROL\") Nigeria August 18, 2016 100% USD Segilola Gold Limited (\"SGL\") Nigeria August 18, 2016 100% NGN Newstar Minerals Limited (\"Newstar\") Nigeria July 5, 2022 100% USD Enorm Mining Limited (\"Enorm\") Nigeria August 20, 2023 51% USD Ngnira Gold SARL (\"Ngnira\") Cote D'Ivoire April 22, 2023 100% USD   c. Foreign currency translation Functional and presentation currency The Company's functional and presentation currency is the United States dollar (\"$\" or \"US$\"). The functional currency for the Company being the currency of the primary economic environment in which the Company operates. The individual financial statements of each of the Company's wholly owned subsidiaries are prepared in the currency of the primary economic environment in which it operates (its functional currency). Exchange rates published by Oanda were used to translate the THX GV, African Star, SR BVI, African Star SARL, Argento BF SARL, AFC Constelor SARL and SGL's financial statements into the United States dollar in accordance with IAS 21 The Effects of Changes in Foreign Exchange Rates . This standard requires, on consolidation, that assets and liabilities be translated using the exchange rate at period end, and income, expenses and cash flow items are translated using the rate that approximates the exchange rates at the dates of the transactions (i.e., the average rate for the period). The foreign exchange differences on translation of subsidiaries Thor GV, Thor BVI, African Star, SR BVI, African Star SARL, Argento BF SARL, AFC Constelor SARL and SGL are recognized in other comprehensive income (loss). Exchange differences arising on the net investment in subsidiaries are recognized in other comprehensive income. Foreign currency transactions Foreign currency transactions are accounted for as follows: Property, plant and equipment and intangible assets using the rates at the time of acquisition; Other assets and liabilities using the closing exchange rate as at the balance sheet date with translation gains and losses recorded in other income/expense; and Income and expenses using the average exchange rate for the period, except for expenses that relate to non-monetary assets and liabilities measured at historical rates, which are translated using the same historical rate as the associated non-monetary assets and liabilities are translated into the functional currency using the exchange rates prevailing on the dates of the transactions. d. Financial instruments Financial assets The Group classifies its financial assets into one of the categories discussed below, depending on the purpose for which the asset was acquired. The Group's accounting policy for each category is as follows: Fair value through profit or loss This category comprises in-the-money derivatives and out-of-money derivatives where the time value offsets the negative intrinsic value (see \"Financial liabilities\" section for out-of-money derivatives classified as liabilities). Other than derivative financial instruments which are not designated as hedging instruments, the Group does not have any assets held for trading nor does it voluntarily classify any financial assets as being at fair value through profit or loss. Amortized cost These assets arise principally from the provision of goods to customers (e.g., trade receivables), but also incorporate other types of financial assets where the objective is to hold these assets in order to collect contractual cash flows and the contractual cash flows are solely payments of principal and interest. They are initially recognized at fair value plus transaction costs that are directly attributable to their acquisition or issue and are subsequently carried at amortized cost using the effective interest rate method, less provision for impairment. Impairment provisions for current and non-current trade receivables are recognized based on the simplified approach within IFRS 9 using a provision matrix in the determination of the lifetime expected credit losses. During this process the probability of non-payment of the trade receivables is assessed. This probability is then multiplied by the amount of the expected loss arising from default to determine the lifetime expected credit loss for the trade receivables. For trade receivables, which are reported net, such provisions are recorded in a separate provision account with the loss being recognized in profit or loss. On confirmation that the trade receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision. The Group's financial assets measured at amortized cost comprise cash, amounts receivable as well as prepaid expenses, advances and deposits in the consolidated statement of financial position. Cash includes cash on hand, deposits held at call with banks, other short term highly liquid investments with original maturities of three months or less. Derivative financial instruments Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently re-measured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss, within revenue if related to gold sales, immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. There were no derivatives that qualified for hedge accounting for the year ended 31 December 2024 and 2023. Financial liabilities The Group classifies its financial liabilities into one of two categories, depending on the purpose for which the liability was acquired. The Group's accounting policy for each category is as follows: Fair value through profit or loss This category comprises out-of-the-money derivatives where the time value does not offset the negative intrinsic value (see \"Financial assets\" for in-the-money derivatives and out-of-money derivatives where the time value offsets the negative intrinsic value). They are carried in the consolidated statement of financial position at fair value with changes in fair value recognized in the consolidated statements of comprehensive income. The Group does not hold or issue derivative instruments for speculative purposes, but for hedging purposes. Other than these derivative financial instruments, the Group does not have any liabilities held for trading nor has it designated any financial liabilities as being at fair value through profit or loss. Other financial liabilities Other financial liabilities include the following items: Loans and borrowings are initially recognized at fair value net of any transaction costs directly attributable to the issue of the instrument. Such interest-bearing liabilities are subsequently measured at amortized cost using the effective interest rate method, which ensures that any interest expense over the period to repayment is at a constant rate on the balance of the liability carried in the consolidated statement of financial position. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding. Accounts payable and other short-term monetary liabilities are initially recognized at fair value and subsequently carried at amortized cost using the effective interest method. Fair Value measurement hierarchy IFRS 13 \"Fair Value Measurement\" requires certain disclosures which require the classification of financial assets and financial liabilities measured at fair value using a fair value hierarchy that reflects the significance of the input used in making the fair value measurement. The fair value hierarchy has the following levels: Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1); Input other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived prices (level 2)); and, Inputs for the asset or liability that are not based on observable market data (unobservable input) (level 3). The level in the fair value hierarchy within which the financial asset or financial liability is categorized is determined on the basis of the lowest level input that is significant to the fair value measurement. Financial assets and financial liabilities are classified in their entirety into only one of the three levels. Gold Stream arrangement On April 29, 2020, the Group announced the completion of financing requirements for the development of the Segilola Gold Project in Nigeria. The financing included a $21.0 million gold stream prepayment pursuant to a Gold Stream Arrangement (\"GSA\") entered into with the Africa Finance Corporation (\"AFC\"). Under the terms of the GSA an advance payment of $21.0 million was received. Upon the commencement of production at Segilola the AFC had the right to receive 10.27% of gold produced from the Group's ML41 mining license. Once the initial liability has been repaid in full any further gold production will be delivered under the terms of the GSA up to the money multiple limit of 2.25 times the initial advance. The total maximum amount payable to the AFC under this agreement is $47.25 million including the repayment of the initial $21.0 million advance. The advanced payment has been recorded as a contract liability based on the facts and terms of the arrangement and own use exemptions considerations. The maximum $26.25 million payable, after the initial $21.0 million has been settled, has been identified as a significant financing component. The deemed interest rate is calculated at inception, using the production plan and gold price estimates and released over the term of the arrangement as interest expense in the income statement upon commencement of production. The deemed interest rate is recalculated at each reporting period and restated based on changes to the expected production profile and gold price estimates. In December 2021, the Group entered into a cash settlement agreement with the AFC where the gold sold to the AFC is settled in a net-cash sum payable to the AFC instead of delivery of bullion for repayment of the gold stream arrangement. Therefore, the liability is accounted for in accordance with IFRS 9 whereby the liability is classified as a financial liability measured at fair value through profit or loss. The fair value measurement for the GSA is considered to be a level 3 under the hierarchy established by IFRS 13 for the years ended December 31 2024 and 2023. e. Property, plant and equipment Motor Vehicles, Plant and Machinery and Office Furniture At acquisition, the Group records Motor Vehicles, Plant and Machinery and Office Furniture at cost, including all expenditures incurred to prepare an asset for its intended use. These expenditures consist of: the purchase price; brokers' commissions; and installation costs including architectural, design and engineering fees, legal fees, survey costs, site preparation costs, freight charges, transportation insurance costs, duties, testing and preparation charges. These are depreciated on a straight-line basis over their expected useful life, which commences when the assets are considered available for use. Once buildings, plant and equipment are considered available for use, they are measured at cost less accumulated depreciation and applicable impairment losses. Depreciation on equipment utilized in the development of assets, including exploration assets, is recapitalized as development costs attributable to the related asset. Estimated useful lives of asset categories Rate Motor vehicles 20-33% Plant and machinery 20-25% Office furniture 20-33%   Mineral Properties Mineral properties consist of the Segilola Mine depletable and non-depletable assets. In addition, the Group incurs project costs which are generally capitalized when the expenditures result in a future benefit. In open-pit mining, overburden and waste materials must be removed to access ore that can be economically extracted. This process, known as stripping, involves two main phases: pre-production stripping and production stripping. Pre-production stripping costs are capitalized as open-pit mine development costs until the mine reaches commercial production. Afterward, these costs are either allocated to inventory or capitalized as property, plant, and equipment if they provide future benefits. During the production phase, stripping costs are typically treated as part of inventory costs unless they enhance future economic benefits. These benefits arise when stripping improves access to an ore component, increases the mine's fair value, or extends its productive life. In such cases, the costs are capitalized as open-pit mine development costs. Capitalized stripping costs are depreciated using the units-of-production (UOP) method, based on estimated gold reserves and resources in the life-of-mine (LOM) plan that are probable for economic extraction. Assets under construction Assets under construction comprise development projects and assets in the course of construction at both the mine development and production phases. Development projects comprise interests in mining projects where the ore body is considered commercially recoverable, and the development activities are ongoing. Expenditures incurred on a development project are recorded at cost, less applicable accumulated impairment losses. Interest on borrowings, incurred for the purpose of the establishment of mining assets, is capitalized during the construction phase. The cost of an asset in the course of construction comprises its purchase price and any costs directly attributable to bringing it into working condition for its intended use, at which point it is transferred from assets under construction to other relevant categories and depreciation commences. Depreciation commences once the asset is complete, commissioned and available for use. f. Exploration and evaluation expenditures Acquisition costs The fair value of all consideration paid to acquire an unproven mineral interest is capitalized, including amounts due under option agreements. Consideration may include cash, loans or other financial liabilities, and equity instruments including common shares and share purchase warrants. Exploration and evaluation expenditures All costs incurred prior to obtaining legal title are expensed in the consolidated statements of comprehensive income in the year in which they are incurred. Once the legal right to explore a property has been acquired, costs directly related to exploration and evaluation expenditures are recognized and capitalized, in addition to the acquisition costs. These direct expenditures include such costs as materials used, surveying costs, drilling costs, payments made to contractors and depreciation on plant and equipment during the exploration phase. Costs not directly attributable to exploration and evaluation activities, including general administrative overhead costs, are expensed in the year in which they occur. When a project is deemed to no longer have commercially viable prospects to the Group, exploration and evaluation assets in respect of that project are deemed to be impaired. As a result, those exploration and evaluation assets, in excess of estimated realisable value, are written off to the consolidated statements of comprehensive income. At such time as commercial feasibility is established, project finance has been raised, appropriate permits are in place and a development decision is reached, the costs associated with that property will be transferred to and re-categorized as Assets under construction. Farm-in agreements As is common practice in the mineral exploration industry, the Group may acquire or dispose of all, or a portion of, an exploration and evaluation asset under a farm-in agreement. Farm-in agreements typically call for the payment of cash, issue of shares and/or incurrence of exploration and evaluation costs over a period of time, often several years, entirely at the discretion of the party farming-in. The Group recognizes amounts payable under a farm-in agreement when the amount is due and when the Group has no contractual rights to avoid making the payment. The Group recognizes amounts receivable under a farm-in agreement only when the party farming-in has irrevocably committed to the transfer of economic resources to the Group, which often occurs only when the amount is received. Amounts received under farm-in agreements reduce the capitalized costs of the optioned unproven mineral interest to nil and are then recognized as income. g. Impairment of non-current assets Impairment tests for non-current assets are performed when there is an indication of impairment. At each reporting date, an assessment is made to determine whether there are any indications of impairment. Prior to carrying out impairment reviews, the significant cash generating units are assessed to determine whether they should be reviewed under the requirements of IAS 36 - Impairment of Assets for property plant and equipment, or IFRS 6 - Exploration for and Evaluation of Mineral Resources for capitalized exploration costs. Impairment reviews performed under IAS 36 are carried out on a periodic basis to ensure that the value recognized on the Statement of Financial Position is not greater than the recoverable amount. Recoverable amount is defined as the higher of an asset's fair value less costs of disposal, and its value in use. Impairment reviews performed under IFRS 6 are carried out on a project-by-project basis, with each project representing a potential single cash generating unit. An impairment review is undertaken when indicators of impairment arise; typically, when one of the following circumstances applies: (i) sufficient data exists that render the resource uneconomic and unlikely to be developed (ii) title to the asset is compromised (iii) budgeted or planned expenditure is not expected in the foreseeable future (iv) insufficient discovery of commercially viable resources leading to the discontinuation of activities If any indication of impairment exists, an estimate of the non-current asset's recoverable amount is calculated. The recoverable amount is determined as the higher of fair value less direct costs to sell and the asset's value in use. If the carrying value of a non-current asset exceeds its recoverable amount, the asset is impaired, and an impairment loss is charged to the consolidated statements of comprehensive income so as to reduce the carrying amount of the non-current asset to its recoverable amount. h. Income Tax Accounting Policy Current and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case they are recognized in other comprehensive income or directly in equity. Current income tax is based on taxable earnings for the year. The tax rates and tax laws to compute the amount payable are those that are substantively enacted in each tax regime at the date of the statement of financial position. Deferred income tax is recognized, using the liability method, on temporary differences between the carrying value of assets and liabilities in the statement of financial position, unused tax losses, unused tax credits and the corresponding tax bases used in the computation of taxable earnings, based on tax rates and tax laws that are substantively enacted at the date of the statement of financial position and are expected to apply when the related deferred tax asset is realized or the deferred tax liability is settled. Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, and interests in joint ventures, except where the timing of the reversal of the temporary difference is controlled by the Company and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets are recognized for all deductible temporary differences to the extent that the realization of the related tax benefit through future taxable earnings is probable. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset the current tax assets against the current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis. Accounting Estimates and Judgments: Recognition of Deferred Income Tax Assets In assessing the probability of realizing income tax assets recognized, management makes estimates related to expectations of future taxable income, applicable tax opportunities, expected timing of reversals of existing temporary differences and the likelihood that tax positions taken will be sustained upon examination by applicable tax authorities. In making its assessments, management gives additional weight to positive and negative evidence that can be objectively verified. Estimates of future taxable income are based on forecasted cash flows from operations and the application of existing tax laws in each jurisdiction. Forecasted cash flows from operations are based on life of mine projections internally developed, reviewed by management and are consistent with the forecasts utilized for business planning and impairment testing purposes. Weight is attached to tax planning opportunities that are within the Company's control, and are feasible and implementable without significant obstacles. The likelihood that tax positions taken will be sustained upon examination by applicable tax authorities is assessed based on individual facts and circumstances of the relevant tax position evaluated in light of all available evidence. Where applicable tax laws and regulations are either unclear or subject to ongoing varying interpretations, it is reasonably possible that changes in these estimates can occur that materially affect the amounts of income tax assets recognized. At the end of each reporting period, the Company reassesses recognized and unrecognized income tax assets. i. Revenue recognition The Group enters into sales contracts for the sale of gold at a pre-determined and agreed price with customers who remit the cash proceeds to the Group in up to two working days. Any advance cash payment received is treated as a contract liability without a significant financing component. The Group recognizes the sale upon delivery at which point control of the product has been transferred to the customers. Transfer of control generally takes place when refined gold is transferred to the customer. Revenue is measured based on the consideration to which the Group expects to be entitled under the terms of the Agreement with the customers. j. Royalties The Group has royalty payment obligations from production from its Segilola Gold Mine in Nigeria. A royalty is payable to the Nigerian government at a rate of 32,436 Nigerian Naira, equivalent to approximately $21.40 (May 1, 2023 to July 1, 2024:16,218 Nigerian Naira) per ounce produced. The royalty is paid before the doré is exported from Nigeria for refining. Royalties paid to the Nigerian government are recognized as cost of sales in the consolidated statements of comprehensive income at the point that the gold is exported. k. Inventory Stores and consumables are stated at the lower of cost and net realizable value. The cost of stores and consumables includes expenditure incurred in acquiring the inventories and bringing them to their existing location and condition. Gold ore stockpiles are valued at the lower of cost and net realizable value. Cost is determined by using the weighted average method and comprises direct material purchases, direct labor costs and production overheads. Gold bullion and gold in process are valued at the lower of cost and net realizable value. Cost is determined by using the weighted average method and comprises dire...

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