Unaudited Results for Period Ended 30 June 2026
Beowulf Mining plc reported unaudited financial results for the six months ended June 30, 2026, showing a consolidated loss before tax of £834,022, a decrease from £1,030,205 in the same period of 2025. The company's cash position stood at £208,290 as of June 30, 2026, down from £773,201 a year prior. Significant corporate activity included a binding strategic investment of £3.7 million as part of a £4.3 million financing, which is expected to complete in September 2026, subject to Swedish FDI approval. The company also generated £222,637 from the sale of royalties on its Swedish and Finnish assets during the period. Exploration assets decreased to £15,185,001 from £17,776,183 due to Vardar exploration assets being classified as held for sale.
| Half year to 30 Jun 2026 | Now | Year before | Change |
|---|---|---|---|
| Net income | (£0.9m) | (£1.1m) | |
| Cash from operations | £0.1m | (£1.0m) | |
| Cash | £0.2m | £0.8m | −73.1% |
Figures as reported, converted to £ where needed – see all financials.
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Beowulf Mining (AIM: BEM; Spotlight: BEO), the mineral exploration and development company, announces its unaudited financial results for the six months ended 30 June 2026 (the "Period").
Activities in the Period
Corporate
- Following the issue of the Convertible Loan announced on 22 December 2025, a total of seven conversion notices were received by the Company for a total of £300,000 resulting in the issue of 5,045,841 shares to Alumni Capital Limited (the "Noteholder") during the Period.
- On 5 June 2026, the Company announced that it had agreed non-binding terms for a proposed strategic investment ("Strategic Investment") from Bacchus Capital Advisers Limited ("Bacchus Capital") and affiliated entities (together "Bacchus Capital & Affiliates") as part of a wider financing (the "Financing").
- In connection with the Financing, the Company and the Noteholder entered into a settlement agreement on 5 June 2026, pursuant to which the Noteholder agreed to certain standstill arrangements while the Strategic Investment is progressed and to the settlement of outstanding convertible notes on completion of the Financing.
- The Strategic Investment for a total of £3.7 million, forming part of a broader Financing for a total of £4.3 million, became binding on 12 June 2026, but remained subject to a number of regulatory and shareholder approvals. These approvals included:
- the UK Panel on Takeovers and Mergers (the "Panel") granting a waiver of the mandatory offer provisions set out in Rule 9 of the Takeover Code that would otherwise arise as a result of the issue of the shares to Bacchus Capital & Affiliates pursuant to the proposed Strategic Investment (the "Rule 9 Waiver");
- the Rule 9 Waiver being approved by the Company's independent shareholders;
- the passing of resolutions by the Company's shareholders necessary to (i) enable the issue of new ordinary shares in the Company pursuant to the Financing; and (ii) the sub-division of the Company's ordinary shares to reduce their nominal value (the "Capital Reorganisation"); and
- regulatory approvals, including Foreign Direct Investment ("FDI") approval in Sweden.
- As part of the Strategic Investment, Bacchus Capital and a third-party investor have acquired in total:
- a 2.25% royalty over the Company's Finnish assets for US$200,000 (approx. £149,231) pursuant to two royalty agreements dated 5 June 2026. The Company has an option to repurchase 50% of the Finnish royalties for a total of US$3.0 million (approx. £2.2 million); and
- a 2.25% royalty over the Company's Swedish assets for US$100,000 (approx. £74,615), pursuant to a royalty agreement dated 5 June 2026. The Company has the option to repurchase and cancel the Swedish royalty for i) a payment of US$115,000 (approx. £85,767) cash for a period of 30 days after the completion of the proposed Strategic Investment, or ii) after the 30-day period for a payment US$3.0 million (approx. £2.2 million).
Sweden
- During the Period, through its wholly owned Swedish subsidiary Jokkmokk Iron Mines AB ("Jokkmokk Iron"), the Company continued to progress technical and environmental workstreams for the Kallak Iron Ore Project ("Kallak").
- Jokkmokk Iron published a Sustainability Strategy setting out the company's vision, principles and approach to managing specific environmental and social impacts relating to the Kallak project. The document is available in English and Swedish on the Jokkmokk Iron website: https://jokkmokkiron.se/.
- Technical activity focused on mining fleet optimisation with ongoing studies completed in collaboration with two market-leading Nordic truck manufacturers for Kallak. In addition, further work was conducted on the transport solutions for iron ore concentrate from the project to the port of Narvik.
- The Company announced on 18 March 2026 that a consortium led by Jokkmokk Iron has been conditionally awarded funding of €1.1 million from the European Institute of Innovation and Technology ("EIT") as part of the €2.4 million NordicPipe project ("NordicPipe"). On 27 April 2026, the consortium agreed to proceed with the project but withdrew from the EIT support. NordicPipe's objective is to advance technical and environmental knowledge, that will enable the development and roll-out of slurry pipelines as a sustainable transportation solution for mineral ores and concentrates in the Nordic region.
Finland
- Beowulf's wholly owned Finnish subsidiary, Grafintec Oy ("Grafintec"), published a Sustainability Strategy setting out the company's vision, principles and approach to managing its environmental and social impacts. The document is available in English and Finnish on the Grafintec website: https://www.grafintec.fi/.
- Grafintec submitted an application for EU Strategic Project status for the Graphite Anode Materials Plant ("GAMP") during the Period.
- The Company announced that its applications to Business Finland for a Tax Credit and Research, Development and Piloting Loan had been unsuccessful due to the Company failing an eligibility criteria. Business Finland noted the merit of the GAMP project and, subject to the eligibility criteria issue being addressed, the Company intends to reapply.
- During the week commencing 20 April 2026, Grafintec updated local stakeholders on activity at the Aitolampi and Rääpysjärvi projects and in particular on a mining and processing study completed for the Aitolampi project.
- On 30 June 2026, the Company announced that it had received approval from the City of Kotka to extend the reservation of the site for its planned GAMP in the Keltakallio industrial area.
Kosovo
- Vardar Minerals Limited ("Vardar"), Beowulf's wholly owned subsidiary with a number of exploration licences under application in Kosovo, remained subject to a non-binding offer for its acquisition for €4 million during the Period. The Company maintains a dialogue with the offeror and continues to review other options for Vardar. Vardar is also maintaining discussions with authorities in Kosovo and is confident that the licences will be granted in due course.
Financial
- The administration expenses of £267,542 in quarter ended 30 June 2026 was lower than Q2 2025 at £575,076. This decrease is primarily due to professional fees of £82,276 (Q2 2025: £212,613), directors and staff costs of £69,235 (Q2 2025: £100,366), legal fees of £nil (Q2 2025: £18,563), and a foreign currency loss of £11,636 (Q2 2025: loss of £44,426).
- The consolidated loss before tax decreased in the six-month Period to 30 June 2026 at £834,022 (H1 2025: £1,030,205). This decrease is primarily due to professional fees of £226,300 (H1 2025: £377,708) and directors and staff costs of £133,663 (H1 2025: £192,676).
- The consolidated basic and diluted loss per share from continuing and discontinued operations for the quarter ended 30 June 2026 was 0.52 pence (Q2 2025: 1.25 pence).
- During the Period, the Company announced a proposed Financing to raise a total of £4.3 million, including a binding Strategic Investment of £3.7 million. The Financing is expected to complete during September 2026. As part of the terms of the Strategic Investment, the Company received US$300,000 (£222,637) through the sale of royalties on its Swedish and Finnish exploration assets during the Period.
- £208,290 in cash was held at 30 June 2026 (30 June 2025: £773,201).
- The Company, with the support of its advisers, managed the Company's cash and creditor position during the Period to ensure the Company retained sufficient cash to continue trading until the Financing is completed.
- Exploration assets decreased to £15,185,001 at 30 June 2026 compared to £17,776,183 at 30 June 2025. This is due to Vardar exploration asset of £3,590,701 being classified as held for sale as at 31 December 2025. During the Period to 30 June 2026, there were additions of £200,204 (H2 FY25: £588,782), foreign currency losses of £447,485 (H2 FY25: foreign currency gain £601,666) and impairment of £nil (H2 FY25: 12,397).
- The cumulative translation losses held in equity increased by £491,134 in the Period ended 30 June 2026 to £1,405,705 (31 December 2025: loss of £914,571). Much of the Company's exploration costs are in Swedish Krona which has weakened against the GB Pound Sterling since 31 December 2025.
- At 30 June 2026, the Company had 64,703,707 Ordinary Shares in issue of which 47,797,688 were Swedish Depository Receipts representing 74% of the issued share capital of the Company. The remaining issued share capital of the Company is held in the UK as AIM securities.
Post Period
- On 7 July 2026, the Company:
- announced that it had received binding subscriptions, subject to regulatory and other approvals, for gross proceeds of £4.3 million, including the Strategic Investment by Bacchus Capital & Affiliates for £3.7 million;
- announced that the Panel had granted a waiver of the mandatory offer provisions set out in Rule 9 of the Takeover Code; and
- released a Shareholder Circular in which resolutions including approval of the Rule 9 Waiver and the capital reorganisation were proposed.
- A 1,072-metre seven hole infill drilling campaign was initiated and completed at the Kallak project with the objective of converting near surface Inferred resource into higher confidence Measured and Indicated categories for inclusion in a future Mineral Resource Estimate and ultimately the Pre-Feasibility Study.
- The Company held its Annual General Meeting and the General Meeting to seek shareholder approval for the Financing on 23 July 2026 with all resolutions being passed.
- Further to the passing of the Capital Reorganisation resolution at the General Meeting, each of the Company's 64,703,707 Existing Ordinary Shares were sub-divided into one New Ordinary Share of 0.1 pence each and one Deferred B Share of 4.9 pence each. The New Ordinary Shares have the same rights as to voting, dividends and return on capital as the Existing Ordinary Shares. Admission of the 64,703,707 New Ordinary Shares to trading on AIM took place on 24 July 2026.
- Completion of the Financing remains subject to FDI approval in Sweden. As detailed in the announcement of 12 August 2026, such approval is expected by on or around 11 September 2026 and the Financing is expected to close within two to three days of receipt of the FDI approval.
Ed Bowie, Chief Executive Officer of Beowulf, commented:
"Securing the Strategic Investment from Bacchus Capital & Affiliates is transformational for Beowulf. The Company will be fully funded to advance its assets through to the end of 2027, delivering key workstreams to demonstrate and unlock the value of the portfolio. The final Swedish FDI approval is anticipated within the coming month and will enable us to close the Financing and make additional progress at our flagship assets.
"The completion of the infill drilling campaign at Kallak provides us with positive momentum going into the second half of the year. I look forward to beginning this next chapter in Beowulf's growth, supported by the augmented Board and management team."
BEOWULF MINING PLC
CONDENSED CONSOLIDATED INCOME STATEMENT
FOR THE SIX MONTHS TO 30 JUNE 2026
| Notes | (Unaudited) 3 months ended 30 June 2026 £ | (Unaudited and restated) 3 months ended 30 June 2025 £ | (Unaudited) 6 months ended 30 June 2026 £ | (Unaudited and restated) 6 months ended 30 June 2025 £ | (Audited) 12 months ended 31 December 2025 £ | |
|---|---|---|---|---|---|---|
| Continuing operations | ||||||
| Administrative expenses | (267,542) | (575,076) | (643,125) | (989,382) | (1,563,475) | |
| Impairment of exploration assets | - | - | - | - | (12,397) | |
| Operating loss | (267,542) | (575,076) | (643,125) | (989,382) | (1,575,872) | |
| Finance costs | 3 | (21,879) | (48,896) | (58,909) | (53,418) | (60,766) |
| Finance income | 18 | 698 | 32 | 977 | 2,224 | |
| Grant income | - | - | - | - | 177 | |
| Fair value loss on listed investment | - | (375) | - | (1,500) | (1,500) | |
| Loss on disposal of right of use | - | - | - | (3,675) | (3,715) | |
| Loss on conversion of CLN | (7,803) | - | (132,020) | - | - | |
| Other income | 4 | - | 16,793 | - | 16,793 | 16,793 |
| Loss before and after taxation from continuing operations | (297,206) | (606,856) | (834,022) | (1,030,205) | (1,622,659) | |
| Discontinued operations | ||||||
| Loss for the period/year from discontinued operations | (21,435) | (30,669) | (48,392) | (57,596) | (124,919) | |
| Loss for the period/year | (318,641) | (637,525) | (882,414) | (1,087,801) | (1,747,578) | |
Loss per share attributable to the owners of the parent: Continuing operations
| Notes | (Unaudited) 3 months ended 30 June 2026 £ | (Unaudited and restated) 3 months ended 30 June 2025 £ | (Unaudited) 6 months ended 30 June 2026 £ | (Unaudited and restated) 6 months ended 30 June 2025 £ | (Audited) 12 months ended 31 December 2025 £ | |
|---|---|---|---|---|---|---|
| Basic and diluted (pence) | 5 | (0.49) | (1.19) | (1.39) | (2.29) | (3.10) |
| Discontinued operations Basic and diluted (pence) | 5 | (0.04) | (0.06) | (0.08) | (0.13) | (0.24) |
| BEOWULF MINING PLC | ||||||
| CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS | ||||||
| FOR THE SIX MONTHS TO 30 JUNE 2026 | ||||||
| (Unaudited) 3 months ended 30 June 2026 £ | (Unaudited) 3 months ended 30 June 2025 £ | (Unaudited) 6 months ended 30 June 2026 £ | (Unaudited) 6 months ended 30 June 2025 £ | (Audited) 12 months ended 31 December 2025 £ | ||
| Loss for the period/year | (318,641) | (637,525) | (882,414) | (1,087,801) | (1,747,578) | |
Other comprehensive loss
Items that may be reclassified subsequently to profit or loss:
| Notes | (Unaudited) 3 months ended 30 June 2026 £ | (Unaudited and restated) 3 months ended 30 June 2025 £ | (Unaudited) 6 months ended 30 June 2026 £ | (Unaudited and restated) 6 months ended 30 June 2025 £ | (Audited) 12 months ended 31 December 2025 £ | |
|---|---|---|---|---|---|---|
| Exchange (losses)/gains arising on translation of foreign operations | (410,158) | 101,699 | (491,134) | 875,915 | 1,481,363 | |
| Total comprehensive loss | (728,799) | (535,826) | (1,373,548) | (211,886) | (266,215) | |
| BEOWULF MINING PLC | ||||||
| CONDENSED COMPANY STATEMENT OF COMPREHENSIVE LOSS | ||||||
| FOR THE SIX MONTHS TO 30 JUNE 2026 | ||||||
| Notes | (Unaudited) 3 months ended 30 June 2026 £ | (Unaudited) 3 months ended 30 June 2025 £ | (Unaudited) 6 months ended 30 June 2026 £ | (Unaudited) 6 months ended 30 June 2025 £ | (Audited) 12 months ended 31 December 2025 £ | |
| Continuing operations | ||||||
| Administrative expenses | (299,369) | (516,800) | (633,212) | (915,446) | (1,628,086) | |
| Operating loss | (299,369) | (516,800) | (633,212) | (915,446) | (1,628,086) | |
| Finance costs | 3 | (21,612) | (48,233) | (58,343) | (52,086) | (58,686) |
| Finance income | 5 | 684 | 7 | 717 | 2,128 | |
| Fair value loss on listed investment | - | (375) | - | (1,500) | (1,500) | |
| Loss on conversion of CLN | (7,803) | - | (132,020) | - | - | |
| Loss before and after taxation and total comprehensive loss | (328,779) | (564,724) | (823,568) | (968,315) | (1,686,144) | |
Loss per share attributable to the owners of the parent:
| Notes | (Unaudited) 3 months ended 30 June 2026 £ | (Unaudited and restated) 3 months ended 30 June 2025 £ | (Unaudited) 6 months ended 30 June 2026 £ | (Unaudited and restated) 6 months ended 30 June 2025 £ | (Audited) 12 months ended 31 December 2025 £ | ||||
|---|---|---|---|---|---|---|---|---|---|
| Basic and diluted (pence) | 5 | (0.54) | (1.11) | (1.01) | (2.15) | (3.22) | |||
| BEOWULF MINING PLC | |||||||||
| CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION | |||||||||
| AS AT 30 JUNE 2026 | |||||||||
| (Unaudited) As at 30 June 2026 £ | (Unaudited) As at 30 June 2025 £ | (Audited) As at 31 December 2025 £ | |||||||
| ASSETS | Notes | ||||||||
| Non-current assets | |||||||||
| Intangible assets | 9 | 15,185,001 | 17,776,183 | 15,373,303 | |||||
| Property, plant and equipment | 747 | 45,718 | 824 | ||||||
| Right of use asset | 10,215 | 53,468 | 21,245 | ||||||
| Investments held at fair value through profit or loss | 1,750 | 1,750 | 1,750 | ||||||
| Loans and other financial assets | 2,784 | 7,814 | 2,784 | ||||||
| 15,200,497 | 17,884,933 | 15,399,906 | |||||||
| Current assets | |||||||||
| Trade and other receivables | 69,628 | 123,876 | 88,519 | ||||||
| Cash and cash equivalents | 208,290 | 773,201 | 329,647 | ||||||
| Assets classified as held for sale | 3,554,376 | - | 3,600,177 | ||||||
| 3,832,294 | 897,077 | 4,018,343 | |||||||
| TOTAL ASSETS | 19,032,791 | 18,782,010 | 19,418,249 | ||||||
| EQUITY | |||||||||
| Shareholders' equity | |||||||||
| Share capital | 6 | 13,649,872 | 13,397,580 | 13,397,580 | |||||
| Share premium | 30,820,532 | 30,627,454 | 30,627,454 | ||||||
| Capital contribution reserve | 46,451 | 46,451 | 46,451 | ||||||
| Share-based payment reserve | 1,535,040 | 1,261,540 | 1,413,206 | ||||||
| Warrant reserve | 68,640 | - | 68,640 | ||||||
| Merger reserve | 425,497 | 425,497 | 425,497 | ||||||
| Translation reserve | (1,405,705) | (1,520,019) | (914,571) | ||||||
| Accumulated losses | (27,441,752) | (25,851,855) | (26,511,632) | ||||||
| TOTAL EQUITY | 17,698,575 | 18,386,648 | 18,552,625 | ||||||
| LIABILITIES | |||||||||
| Current liabilities | |||||||||
| Trade and other payables | 996,684 | 354,989 | 318,189 | ||||||
| Lease liability | 8,021 | 23,772 | 8,049 | ||||||
| Borrowings | 11 | 171,031 | - | 333,958 | |||||
| Derivative financial liabilities | 44,623 | - | 88,996 | ||||||
| Liabilities directly associated with assets held for sale | 108,952 | - | 107,149 | ||||||
| 1,329,311 | 378,761 | 856,341 | |||||||
| Non-current liabilities | |||||||||
| Lease liability | 4,907 | 16,601 | 9,283 | ||||||
| 4,907 | 16,601 | 9,283 | |||||||
| TOTAL LIABILITIES | 1,334,218 | 395,362 | 865,624 | ||||||
| TOTAL EQUITY AND LIABILITIES | 19,032,793 | 18,782,010 | 19,418,249 | ||||||
| BEOWULF MINING PLC | |||||||||
| CONDENSED COMPANY STATEMENT OF FINANCIAL POSITION | |||||||||
| AS AT 30 JUNE 2026 | |||||||||
| Notes | (Unaudited) As at 30 June 2026 £ | (Unaudited) As at 30 June 2025 £ | (Audited) As at 31 December 2025 £ | ||||||
| ASSETS | |||||||||
| Non-current assets | |||||||||
| Property, plant and equipment | 474 | 633 | 542 | ||||||
| Investment in subsidiaries | 857,063 | 4,137,333 | 817,025 | ||||||
| Investments held at fair value through profit or loss | 1,750 | 1,750 | 1,750 | ||||||
| Loans and other financial assets | 16,355,298 | 15,889,377 | 16,187,149 | ||||||
| 17,214,585 | 20,029,093 | 17,006,466 | |||||||
| Current assets | |||||||||
| Trade and other receivables | 25,354 | 61,162 | 28,451 | ||||||
| Cash and cash equivalents | 179,504 | 693,517 | 235,652 | ||||||
| Assets classified as held for sale | 3,445,424 | - | 3,493,028 | ||||||
| 3,650,282 | 754,679 | 3,757,131 | |||||||
| TOTAL ASSETS | 20,864,867 | 20,783,772 | 20,763,597 | ||||||
| EQUITY | |||||||||
| Shareholders' equity | |||||||||
| Share capital | 6 | 13,649,872 | 13,397,580 | 13,397,580 | |||||
| Share premium | 30,820,533 | 30,627,454 | 30,627,454 | ||||||
| Capital contribution reserve | 46,451 | 46,451 | 46,451 | ||||||
| Share-based payment reserve | 1,535,040 | 1,261,540 | 1,413,206 | ||||||
| Warrant reserve | 68,640 | - | 68,640 | ||||||
| Merger reserve | 425,497 | 425,497 | 425,497 | ||||||
| Accumulated losses | (26,684,456) | (25,095,353) | (25,813,182) | ||||||
| TOTAL EQUITY | 19,861,577 | 20,663,169 | 20,165,646 | ||||||
| LIABILITIES | |||||||||
| Current liabilities | |||||||||
| Trade and other payables | 787,636 | 120,603 | 174,997 | ||||||
| Borrowings | 11 | 171,031 | - | 333,958 | |||||
| Derivative financial liabilities | 44,623 | - | 88,996 | ||||||
| TOTAL LIABILITIES | 1,003,290 | 120,603 | 597,951 | ||||||
| TOTAL EQUITY AND LIABILITIES | 20,864,867 | 20,783,772 | 20,763,597 | ||||||
| BEOWULF MINING PLC | |||||||||
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY | |||||||||
| FOR THE SIX MONTHS TO 30 JUNE 2026 | |||||||||
| Share capital | Share premium | Capital contribution reserve | Share-based payment reserve | Merger reserve | Warrant reserve | Translation reserve | Accumulated losses | Total equity | |
| £ | £ | £ | £ | £ | £ | £ | £ | £ | |
| At 1 January 2025 | 12,356,927 | 29,878,404 | 46,451 | 1,124,131 | 425,497 | - | (2,395,934) | (24,764,054) | 16,671,422 |
| Loss for the period | - | - | - | - | - | - | - | (1,087,801) | (1,087,801) |
| Foreign exchange translation | - | - | - | - | - | - | 875,915 | - | 875,915 |
| Total comprehensive loss | - | - | - | - | - | - | 875,915 | (1,087,801) | (211,886) |
| Transactions with owners | |||||||||
| Issue of share capital | 1,040,653 | 1,123,738 | - | - | - | - | - | - | 2,164,390 |
| Cost of issue | - | (374,688) | - | - | - | - | - | - | (374,687) |
| Equity-settled share-based payment transactions | - | - | - | 137,409 | - | - | - | - | 137,409 |
| At 30 June 2025 (Unaudited) | 13,397,580 | 30,627,454 | 46,451 | 1,261,540 | 425,497 | - | (1,520,019) | (25,851,855) | 18,386,648 |
| Loss for the period | - | - | - | - | - | - | - | (659,777) | (659,777) |
| Foreign exchange translation | - | - | - | - | - | - | 605,448 | - | 605,448 |
| Total comprehensive loss | - | - | - | - | - | - | 605,448 | (659,777) | (54,329) |
| Transactions with owners | |||||||||
| Issue of share capital | - | - | - | - | - | - | - | - | - |
| Cost of issue | - | - | - | - | - | - | - | - | - |
| Equity-settled share-based payment transactions | - | - | - | 151,666 | - | - | - | - | 151,666 |
| Issue of warrants arising from convertible loan note issue | - | - | - | - | - | 68,640 | - | - | 68,640 |
| At 31 December 2025 (Audited) | 13,397,580 | 30,627,454 | 46,451 | 1,413,206 | 425,497 | 68,640 | (914,571) | (26,511,632) | 18,552,625 |
| Loss for the period | - | - | - | - | - | - | - | (882,414) | (882,414) |
| Foreign exchange translation | - | - | - | - | - | - | (491,134) | - | (491,134) |
| Total comprehensive loss | - | - | - | - | - | - | (491,134) | (882,414) | (1,373,548) |
| Transactions with owners | |||||||||
| Issue of shares on conversion of convertible notes | 252,292 | 193,078 | - | - | - | - | - | (47,706) | 397,664 |
| Equity-settled share-based payment transactions | - | - | - | 121,834 | - | - | - | - | 121,834 |
| At 30 June 2026 (Unaudited) | 13,649,872 | 30,820,532 | 46,451 | 1,535,040 | 425,497 | 68,640 | (1,405,705) | (27,441,752) | 17,698,575 |
| BEOWULF MINING PLC | |||||||||
| CONDENSED COMPANY STATEMENT OF CHANGES IN EQUITY | |||||||||
| FOR THE SIX MONTHS TO 30 JUNE 2026 | |||||||||
| Share capital | Share premium | Capital contribution reserve | Share-based payment reserve | Merger reserve | Warrant reserve | Accumulated losses | Total | ||
| £ | £ | £ | £ | £ | £ | £ | £ | ||
| At 1 January 2025 | 12,356,927 | 29,878,404 | 46,451 | 1,124,131 | 425,497 | - | (24,127,038) | 19,704,372 | |
| Loss for the period | - | - | - | - | - | - | (968,315) | (968,315) | |
| Total comprehensive loss | - | - | - | - | - | - | (968,315) | (968,315) | |
| Transactions with owners | |||||||||
| Issue of share capital | 1,040,653 | 1,123,738 | - | - | - | - | - | 2,164,390 | |
| Cost of issue | - | (374,688) | - | - | - | - | - | (374,688) | |
| Equity-settled share-based payment transactions | - | - | - | 137,409 | - | - | - | 137,409 | |
| Transfer from lapse of options | - | - | - | - | - | - | - | - | |
| At 30 June 2025 (Unaudited) | 13,397,580 | 30,627,454 | 46,451 | 1,261,540 | 425,497 | - | (25,095,353) | 20,663,168 | |
| Loss for the period | - | - | - | - | - | - | (717,829) | (717,829) | |
| Total comprehensive loss | - | - | - | - | - | - | (717,829) | (717,829) | |
| Transactions with owners | |||||||||
| Issue of share capital | - | - | - | - | - | - | - | - | |
| Cost of issue | - | - | - | - | - | - | - | - | |
| Issue of warrants arising from CLN Issue | - | - | - | 151,666 | - | - | - | 151,666 | |
| Equity-settled share-based payment transactions | - | - | - | - | - | 68,640 | - | 68,640 | |
| At 31 December 2025 (Audited) | 13,397,580 | 30,627,454 | 46,451 | 1,413,206 | 425,497 | 68,640 | (25,813,182) | 20,165,646 | |
| Loss for the period | - | - | - | - | - | - | (823,568) | (823,568) | |
| Total comprehensive loss | - | - | - | - | - | - | (823,568) | (823,568) | |
| Transactions with owners | |||||||||
| Issue of shares on conversion of convertible notes | 252,292 | 193,078 | - | - | - | - | (47,706) | 397,665 | |
| Equity-settled share-based payment transactions | - | - | - | 121,834 | - | - | - | 121,834 | |
| At 30 June 2026 (Unaudited) | 13,649,872 | 30,820,533 | 46,451 | 1,535,040 | 425,497 | 68,640 | (26,684,456) | 19,861,577 | |
| BEOWULF MINING PLC | |||||||||
| CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS | |||||||||
| FOR THE SIX MONTHS TO 30 JUNE 2026 | |||||||||
| (Unaudited) | (Unaudited) | (Audited) | |||||||
| 6 months to | 6 months to | Year ended | |||||||
| 30 June 2026 | 30 June 2025 | 31 December 2025 | |||||||
| £ | £ | £ | |||||||
| Cash flows from operating activities | |||||||||
| Loss before income tax | (882,414) | (1,087,801) | (1,747,578) | ||||||
| Depreciation of property, plant and equipment | 11,666 | 12,819 | 24,681 | ||||||
| Amortisation of right-of-use asset | 12,823 | 22,813 | 44,112 | ||||||
| Equity-settled share-based transactions | 119,125 | 137,409 | 286,364 | ||||||
| Impairment of exploration costs | - | - | 12,397 | ||||||
| Gain on disposal of right of use assets | - | 3,752 | 3,826 | ||||||
| Impairment of disposal groups held for sale | 22,236 | - | 32,423 | ||||||
| Finance income | (32) | (977) | (2,224) | ||||||
| Finance cost | 59,103 | 53,945 | 61,625 | ||||||
| Fair value loss on listed investment | - | 1,500 | 1,500 | ||||||
| Loss on conversion of CLN | 132,020 | - | - | ||||||
| Impairment of fixed financial assets | - | - | 2,523 | ||||||
| Unrealised foreign exchange gains/(losses) | 44,416 | 681 | (10,202) | ||||||
| (481,057) | (855,859) | (1,290,553) | |||||||
| Decrease trade and other receivables | 14,258 | 72,493 | 95,144 | ||||||
| Increase/(decrease) in trade and other payables | 538,183 | (170,467) | (110,175) | ||||||
| Net cash generated from/(used in) operating activities | 71,384 | (953,833) | (1,305,584) | ||||||
| Cash flows from investing activities | |||||||||
| Purchase of intangible fixed assets | (293,344) | (889,719) | (1,484,938) | ||||||
| Initial payments for right of use assets | - | (3,727) | (3,792) | ||||||
| Interest received | 32 | 921 | 2,224 | ||||||
| Grant receipt | 2,834 | 10,138 | 12,750 | ||||||
| Net cash used in investing activities | (290,478) | (882,387) | (1,473,756) | ||||||
| Cash flows from financing activities | |||||||||
| Proceeds from issue of shares | - | 1,999,142 | 1,999,142 | ||||||
| Payment of share issue costs | - | (209,437) | (209,437) | ||||||
| Proceeds from royalty agreement | 149,231 | - | - | ||||||
| Proceeds from borrowings | - | - | 742,795 | ||||||
| Repayment of loan principal | - | - | (711,725) | ||||||
| Lease principal paid | (8,454) | (12,963) | (28,799) | ||||||
| Lease interest paid | (667) | (1,688) | (2,774) | ||||||
| Proceeds from issue of convertible loan notes, net of issue costs | - | - | 484,994 | ||||||
| Other interest paid | (93) | (52,256) | (52,251) | ||||||
| Net cash from financing activities | 140,017 | 1,722,798 | 2,221,945 | ||||||
| Decrease in cash and cash equivalents | (79,077) | (113,422) | (557,395) | ||||||
| Cash and cash equivalents at beginning of period/year | 329,647 | 881,349 | 881,349 | ||||||
| Effect of foreign exchange rate changes | (42,280) | 5,274 | 5,693 | ||||||
| Cash and cash equivalents at end of period/year | 208,290 | 773,201 | 329,647 | ||||||
| BEOWULF MINING PLC | |||||||||
| CONDENSED COMPANY STATEMENT OF CASH FLOWS | |||||||||
| FOR THE SIX MONTHS TO 30 JUNE 2026 | |||||||||
| (Unaudited) | (Unaudited) | (Audited) | |||||||
| 6 months to | 6 months to | Year ended | |||||||
| 30 June 2026 | 30 June 2025 | 31 December 2025 | |||||||
| £ | £ | £ | |||||||
| Cash flows from operating activities | |||||||||
| Loss before income tax | (823,568) | (968,315) | (1,686,144) | ||||||
| Expected credit losses | 34,440 | 173,983 | 326,919 | ||||||
| Equity-settled share-based transactions | 79,086 | 93,767 | 191,924 | ||||||
| Depreciation of property, plant and equipment | 68 | 90 | 181 | ||||||
| Impairment of assets held for sale | 76,914 | - | 245,231 | ||||||
| Impairment of investment in subsidiaries | 2,711 | - | - | ||||||
| Finance income | (7) | (717) | (2,128) | ||||||
| Finance cost | 58,343 | 52,086 | 58,686 | ||||||
| Loss on conversion of CLN | 132,020 | - | - | ||||||
| Fair value loss on listed investment | - | 1,500 | 1,500 | ||||||
| Unrealised foreign exchange losses | 44,416 | 681 | (22,432) | ||||||
| (395,577) | (646,925) | (886,263) | |||||||
| Decrease/(increase) in trade and other receivables | 3,097 | (41,013) | (8,303) | ||||||
| Increase/(decrease) in trade and other payables | 463,407 | (2,926) | 51,469 | ||||||
| Net cash generated from/(used in) operating activities | 70,927 | (690,864) | (843,097) | ||||||
| Cash flows from investing activities | |||||||||
| Loans to subsidiaries | (279,503) | (1,054,335) | (1,882,762) | ||||||
| Interest received | 7 | 717 | 2,128 | ||||||
| Net cash used in investing activities | (279,496) | (1,053,618) | (1,880,634) | ||||||
| Cash flows from financing activities | |||||||||
| Proceeds from issue of shares | - | 1,999,142 | 1,999,142 | ||||||
| Payment of share issue costs | - | (209,437) | (209,437) | ||||||
| Proceeds from royalty agreement | 149,231 | - | - | ||||||
| Proceeds from borrowings | - | - | 742,795 | ||||||
| Repayment of loan principal | - | - | (711,725) | ||||||
| Interest paid | - | (52,086) | (52,086) | ||||||
| Proceeds from issue of convertible loan notes, net of issue costs | - | - | 484,994 | ||||||
| Net cash from financing activities | 149,231 | 1,737,619 | 2,253,683 | ||||||
| Decrease in cash and cash equivalents | (59,338) | (6,863) | (470,048) | ||||||
| Cash and cash equivalents at beginning of period/year | 235,652 | 714,339 | 714,339 | ||||||
| Effect of foreign exchange rate changes | 3,190 | (13,959) | (8,639) | ||||||
| Cash and cash equivalents at end of period/year | 179,504 | 693,517 | 235,652 | ||||||
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FOR THE SIX MONTHS TO 30 JUNE 2026
- Nature of Operations
- Basis of preparation
The condensed consolidated financial information has been prepared on the basis of the recognition and measurement requirements of UK-adopted International Accounting Standards (UK-IAS). The accounting policies, methods of computation and presentation used in the preparation of the interim financial information are the same as those used in the Group's audited financial statements for the year ended 31 December 2025.
The financial information in this statement does not constitute full statutory accounts within the meaning of Section 434 of the UK Companies Act 2006. The financial information for the Period ended 30 June 2026 is unaudited and has not been reviewed by the auditors.
The financial information for the twelve months ended 31 December 2025 is an extract from the audited financial statements of the Group and Company. The comparative group income statement has been restated for the purposes of the discontinued operations under IFRS 5.
Going concern
The Company announced in June 2026 that it had entered into a binding agreement to raise a total of £3.7 million by way of a Strategic Investment from a consortium led by Bacchus Capital as part of total Financing of £4.3 million. The funding is subject to a number of conditions and approvals, a number of which have already been received including: the Takeover Panel granting a waiver of the mandatory offer provisions set out in Rule 9 of the Takeover Code that would otherwise arise under Rule 9 of the Takeover Code for the Bacchus Capital and its Affiliates to make a mandatory offer for the entire issued and to be issued share capital of the Company as a result of the issue of the shares pursuant to the proposed strategic investment, subject to the approval of independent shareholders ("Rule 9 Waiver"); independent shareholder approval of the Rule 9 Waiver; and the passing of resolutions necessary to enable the issue of the new shares, to effect a capital reorganisation and the settlement with the Convertible Loan Noteholder, conduct a share split to reduce the nominal value of the Ordinary Shares ("Capital Reorganisation"). Foreign Direct Investment ("FDI") approvals in Sweden remain outstanding but are anticipated to be received by 11 September 2026 with the completion of the Strategic Investment and Financing to close within two to three days of the receipt of the FDI approval.
In addition to this long-term funding, the Company secured interim financing for the period in which approvals are sought. Bacchus Capital and a third-party investor have acquired in total: a 2.25% royalty over the Company's Finnish assets for US$200,000 (approx. £149,231) pursuant to two royalty agreements dated 5 June 2026. The Company has an option to repurchase 50% of the Finnish royalties for a total of US$3.0 million (approx. £2.2 million).
In addition, Bacchus Capital has acquired a 2.25% royalty over the Company's Swedish assets for US$100,000 (approx. £74,615), pursuant to a royalty agreement dated 5 June 2026. The Company has the option to repurchase and cancel the Swedish royalty for i) a payment of US$115,000 (approx. £85,767) cash for a period of 30 days after the completion of the proposed Strategic Investment or, ii) after the 30-day period for a payment US$3.0 million (approx. £2.2 million).
The Strategic Investment remains subject to FDI approvals which indicate the existence of a material uncertainty, which may cast some doubt over the Group's and the Company's ability to continue as going concerns and therefore, the Group and the Company may be unable to realise their assets and discharge their liabilities in the normal course of business. The Directors have a reasonable expectation that completion of the funding is procedural and therefore believe that the going concern basis of preparation is deemed appropriate and as such the financial statements have been prepared on a going concern basis. The financial statements do not include any adjustments that would result if the Group and the Company were unable to continue as going concern.
Finance costs
| (Unaudited) | (Unaudited and restated) | (Unaudited) | (Unaudited and restated) | (Audited) | |
|---|---|---|---|---|---|
| 3 months | 3 months | 6 months | 6 months | 12 months | |
| ended | ended | ended | ended | ended | |
| 30 June 2026 | 30 June 2025 | 30 June 2026 | 30 June 2025 | 31 December 2025 | |
| £ | £ | £ | £ | £ | |
| Group | |||||
| Lease liability interest | 219 | 663 | 473 | 1,161 | 1,915 |
| Bridging loan amortised interest | - | 48,233 | - | 52,086 | 52,251 |
| Convertible loan interest | 21,612 | - | 58,343 | - | 6,600 |
| Other interest paid | 48 | - | 93 | 171 | - |
| 21,879 | 48,896 | 58,909 | 53,418 | 60,766 | |
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Audited) | |
| 3 months | 3 months | 6 months | 6 months | 12 months | |
| ended | ended | ended | ended | ended | |
| 30 June 2026 | 30 June 2025 | 30 June 2026 | 30 June 2025 | 31 December 2025 | |
| £ | £ | £ | £ | £ | |
| Company | |||||
| Bridging loan amortised interest | - | 48,233 | - | 52,086 | 52,086 |
| Convertible loan interest | 21,612 | - | 58,343 | - | 6,600 |
| 21,612 | 48,233 | 58,343 | 52,086 | 58,686 | |
| 4. Other income | |||||
| (Unaudited) | (Unaudited and restated) | (Unaudited) | (Unaudited and restated) | (Audited) | |
| 3 months | 3 months | 6 months | 6 months | 12 months | |
| ended | ended | ended | ended | ended | |
| 30 June 2026 | 30 June 2025 | 30 June 2026 | 30 June 2025 | 31 December 2025 | |
| £ | £ | £ | £ | £ | |
| Other income | - | 16,793 | - | 16,793 | 16,793 |
| - | 16,793 | - | 16,793 | 16,793 | |
| 5. Loss per share | |||||
| (Unaudited) | (Unaudited and restated) | (Unaudited) | (Unaudited and restated) | (Audited) | |
| 3 months | 3 months | 6 months | 6 months | 12 months | |
| ended | ended | ended | ended | ended | |
| Group | 30 June 2026 | 30 June 2025 | 30 June 2026 | 30 June 2025 | 31 December 2025 |
Loss for the period/year attributable to shareholders of the Company (£'s):
| (Unaudited) | (Unaudited and restated) | (Unaudited) | (Unaudited and restated) | (Audited) | |
|---|---|---|---|---|---|
| 3 months | 3 months | 6 months | 6 months | 12 months | |
| ended | ended | ended | ended | ended | |
| From continuing operations | (297,206) | (606,856) | (834,022) | (1,030,205) | (1,622,659) |
| From discontinued operations | (21,435) | (30,669) | (48,392) | (57,596) | (124,919) |
| Weighted average number of ordinary shares | 60,357,866 | 51,101,379 | 60,007,866 | 44,973,085 | 44,973,085 |
| Loss per share (p): | |||||
| From continuing operations (p) | (0.49) | (1.19) | (1.39) | (2.29) | (3.10) |
| From discontinued operations (p) | (0.04) | (0.06) | (0.08) | (0.13) | (0.24) |
| Company | |||||
| Loss for the period/year attributable to shareholders of the Company (£'s) | (328,779) | (564,724) | (823,568) | (968,315) | (1,686,144) |
| Weighted average number of ordinary shares | 60,357,866 | 51,101,379 | 81,238,119 | 44,973,084 | 44,973,084 |
| Loss per share (p) | (0.54) | (1.11) | (1.01) | (2.15) | (3.22) |
| 6. Share capital | |||||
| (Unaudited) | (Unaudited) | (Audited) | |||
| As at 30 June 2026 | As at 30 June 2025 | As at 31 December 2025 | |||
| £ | £ | £ | |||
| Allotted, issued and fully paid | |||||
| Ordinary shares of 5p each | 3,235,185 | 2,982,893 | 2,982,893 | ||
| Deferred A shares of 0.9p each | 10,414,687 | 10,414,687 | 10,414,687 | ||
| Total | 13,649,872 | 13,397,580 | 13,397,580 | ||
| The number of shares in issue was as follows: | |||||
| Number | |||||
| of ordinary shares | |||||
| Balance at 1 Jan 2025 | 38,844,790 | ||||
| Issued during the period | - | ||||
| Balance at 30 June 2025 | 38,844,790 | ||||
| Issued during the period | 20,813,076 | ||||
| Balance at 31 December 2025 | 59,657,866 | ||||
| Issued during the period | 5,045,841 | ||||
| Balance at 30 June 2026 | 64,703,707 | ||||
| Number | |||||
| of deferred A shares | |||||
| Balance at 1 January 2025 | - | ||||
| Issued during the period | 1,157,187,463 | ||||
| Balance at 30 June 2025 | 1,157,187,463 | ||||
| Issued during the period | - | ||||
| Balance at 31 December 2025 | 1,157,187,463 | ||||
| Issued during the period | - | ||||
| Balance at 30 June 2026 | 1,157,187,463 | ||||
Convertible loan notes
On 19 December 2025, the Company issued £500,000 unsecured convertible loan notes ("CLN"), at the same time, the Company granted 4,329,004 warrants to the investor with a 3-year term and an exercise price of £0.1155 per warrant. The CLN accrues interest at a rate of 10% per annum and has a term of one year.
From an accounting perspective, the CLN consists of three components:
- Component 1 is the host debt obligation to not repay the CLN in cash and is recognised as a non-derivative financial liability and therefore measured at amortised cost using the effective interest method.
| Convertible loan debt | Convertible loan derivative | Convertible loan equity | Total | |
|---|---|---|---|---|
| £ | £ | £ | £ | |
| At 1 January 2025 | - | - | - | - |
| Principal | 337,487 | 91,750 | 70,763 | 500,000 |
| Cost of issue | (10,129) | (2,754) | (2,123) | (15,006) |
| Interest | 6,600 | - | - | 6,600 |
| At 31 December 2025 | 333,958 | 88,996 | 68,640 | 491,594 |
| Interest | 58,343 | - | - | 58,343 |
| Fair value movement | - | (44,373) | - | (44,373) |
| Conversion | (221,270) | - | - | (221,270) |
| At 30 June 2026 | 171,031 | 44,623 | 68,640 | 284,294 |
Interest on the CLN is recognised using the effective interest method in accordance with IFRS 9.
The value of the CLN Conversion Option is a function of the Company's future share price. The value of the of the CLN Conversion Option depends on whether the lowest trading price in the 20 days before Conversion is higher or lower than the nominal value of the shares of the Company, being £0.05. Thus, a computational model is required which creates numerous iterations of possible daily share price evolution paths over the term of the CLN. The fair value of the Conversion Option can then be calculated for each iteration with the average of these values being the final fair value. This is known as the Monte Carlo method.
During the Period, £300,000 of the principal amount of the CLN was converted into 5,045,841 ordinary shares of the Company. A loss on conversion of £132,020 was recognised in the statement of profit or loss.
Share based payments
During the Period, nil options were granted (year ended 31 December 2025: 2,272,000). The options outstanding as at 30 June 2026 have an exercise price in the range of 5.0 pence to 262.5 pence (31 December 2025: 5.0 pence to 262.5 pence) and a weighted average remaining contractual life of 7 years, 351 days (31 December 2025: 8 years, 67 days).
The share-based payment expense for the options for the quarter ended 30 June 2026 was £47,511 (Q2 2025: £44,601; year ended 31 December 2025: £286,364).
| 2025 | 2024 | 2024 | 2024 | 2023 | 2022 | 2022 | |
|---|---|---|---|---|---|---|---|
| Fair value at grant date | 9p | 24p | 25.5p | 15p | 26p | 179.5p | 156p |
| Share price | 10p | 35p | 36.5p | 35p | 84p | 200p | 200p |
| Exercise price | 12p | 37.5p | 37.5p | 37.5p | 103p | 5p | 262.5p |
| Expected volatility | 129.6% | 77.5% | 79.9% | 77.5% | 55.2% | 100.0% | 100.0% |
| Expected option life | 6 years | 6 years | 6 years | 2 years | 2.5 years | 5 years | 6 years |
| Contractual option life | 10 years | 10 years | 10 years | 10 years | 5 years | 10 years | 10 years |
| Risk free interest rate | 4.130% | 4.080% | 4.100% | 4.480% | 4.800% | 4.520% | 4.480% |
| Reconciliation of options in issue | Number | Weighted average exercise price(£'s) | |||||
| Outstanding at 1 January 2025 | 3,170,000 | 0.65 | |||||
| Granted during the period | 2,272,000 | 0.12 | |||||
| Outstanding at 31 December 2025 | 5,442,000 | 0.43 | |||||
| Exercisable at 31 December 2025 | 1,543,333 | 0.93 | |||||
| Reconciliation of options in issue | Number | Weighted average exercise price(£'s) | |||||
| Outstanding at 1 January 2026 | 5,442,000 | 0.43 | |||||
| Outstanding at 30 June 2026 | 5,442,000 | 0.43 | |||||
| Exercisable at 30 June 2026 | 2,356,670 | 0.75 |
4,329,004 warrants were granted during the prior year. As the grant of the warrants was attached to the issue of the CLN, they have been treated as a component of the CLN and measured in accordance with IAS 32 (see note 7).
Intangible Assets: Group
| Exploration assets | Other intangible assets | Total | |
|---|---|---|---|
| Net book value | £ | £ | £ |
| As at 31 December 2025 (Audited) | 14,627,273 | 746,030 | 15,373,303 |
| As at 30 June 2026 (Unaudited) | 14,379,988 | 805,013 | 15,185,001 |
| Exploration costs | As at 30 June 2026 | As at 31 December 2025 | |
| (Unaudited) | (Audited) | ||
| £ | £ | ||
| Cost | |||
| Opening balance | 15,373,303 | 15,521,317 | |
| Additions for the period/year | 271,787 | 1,260,152 | |
| Grant income received | (2,834) | - | |
| Foreign exchange movements | (457,255) | 1,448,902 | |
| Impairment | - | (12,397) | |
| Reclassified as held for sale | - | (3,590,701) | |
| Closing balance | 15,185,001 | 14,627,273 | |
The net book value of exploration costs is comprised of expenditure on the following projects:
| (Unaudited) | (Audited) | ||
|---|---|---|---|
| As at 30 June 2026 | As at 31 December 2025 | ||
| £ | £ | ||
| Project | Country | ||
| Kallak | Sweden | 12,335,296 | 12,590,319 |
| Pitkäjärvi | Finland | 1,752,309 | 1,749,466 |
| Rääpysjärvi | Finland | 229,025 | 224,097 |
| Luopioinen | Finland | 11,149 | 10,431 |
| Emas | Finland | 52,209 | 52,960 |
| 14,379,988 | 14,627,273 |
Total Group exploration costs of £14,379,988 are currently carried at cost in the financial statements. No impairment has been recognised during the Period (31 December 2025: £12,397).
Accounting estimates and judgements are continually evaluated and are based on a number of factors, including expectations of future events that are believed to be reasonable under the circumstances. Management is required to consider whether there are events or changes in circumstances that indicate that the carrying value of this asset may not be recoverable.
Kallak is included in the condensed financial statements as at 30 June 2026 as an intangible exploration licence with a carrying value of £12,335,296 (31 December 2025: £12,590,319). Given the Exploitation Concession was awarded and based on Management's assessment of IFRS 6 impairment indicators, Management has concluded that there is no current risk associated with Kallak and thus have not impaired the project.
During the year ended 31 December 2025, Vardar was classified as held for sale, and therefore exploration costs in relation to Mitrovica, Viti and Shala are £nil at 31 December 2025 and 30 June 2026 (see note 10).
| Other intangible assets | (Unaudited) As at 30 June 2026 | (Audited) As at 31 December 2025 |
|---|---|---|
| £ | £ | |
| Cost | ||
| At 1 January | 746,030 | 501,705 |
| Additions for the period/year | 68,750 | 225,618 |
| Grant income received | - | (12,750) |
| Foreign exchange movements | (9,767) | 31,457 |
| Total | 805,013 | 746,030 |
Other intangible assets capitalised are development costs incurred following the feasibility of GAMP project. This development has attained a stage where it satisfies the requirements of IAS 38 to be recognised as an intangible asset whereby it has the potential to be completed and used, provide future economic benefits, whereby its costs can be measured reliably and there is the intention and ability to complete. The development costs will be held at cost less impairment until the completion of the GAMP project at which stage they will be transferred to the value of the GAMP.
Discontinued operations
On 26 November 2025, the Company announced it had received a non-binding cash offer of €4,000,000 (approx. £3,445,424) for its 100% interest in Vardar. Completion of the offer is contingent upon the satisfactory outcome of the due diligence process. Based on the information available at the reporting date, the Directors were not aware of any issues that would prevent a satisfactory conclusion.
In accordance with IFRS 5, the results of Vardar are presented within discontinued operations in the Consolidated Statement of Profit or Loss (for which the comparative statements and related notes have been restated). The net assets of Vardar have been reclassified as assets and liabilities held for sale. As at 30 June 2026, the net book value of Vardar's net assets of £3,500,102 (31 December 2025: £3,525,450) is higher than the non-binding cash offer of £3,445,424 (31 December 2025: £3,493,028) and therefore an impairment of £54,678 (31 December 2025: £32,423) has been recognised in the statement of profit or loss.
| Group | (Unaudited) As at 30 June 2026 | (Audited) As at 31 December 2025 |
|---|---|---|
| £ | £ | |
| Assets classified as held for sale | ||
| Intangible assets | 3,581,382 | 3,590,701 |
| Property, plant and equipment | 5,814 | 33,783 |
| Right-of-use assets | 21,858 | 8,116 |
| Impairment of disposal group to fair value less cost to sell | (54,678) | (32,423) |
| Total assets of disposal group held for sale | 3,554,376 | 3,600,177 |
Liabilities directly associated with assets classified as held for sale
| Group | (Unaudited) As at 30 June 2026 | (Audited) As at 31 December 2025 |
|---|---|---|
| £ | £ | |
| Trade and other payables | (105,133) | (98,770) |
| Lease liabilities | (3,819) | (8,379) |
| Total liabilities of disposal group held for sale | (108,952) | (107,149) |
| Net disposal group held for sale | 3,445,424 | 3,493,028 |
The investment in Vardar of £3,376,529 and the intercompany loan receivable of £391,040 (31 December 2025: £364,441) have been classified as held for sale in the Company's statement of financial position. The total carrying amount of £3,767,569 (31 December 2025: £3,738,259) is higher than the non-binding cash offer of £3,445,424 (31 December 2025: £3,493,028), and therefore an impairment of £76,914 (31 December 2025: £245,231) has been recognised in the statement of profit or loss.
Borrowings
| Group and Company | (Unaudited) | (Audited) |
|---|---|---|
| As at 30 June 2026 | As at 31 December 2025 | |
| £ | £ | |
| Current | ||
| Convertible loan notes - debt | 171,031 | 333,958 |
| Total borrowings | 171,031 | 333,958 |
Post balance sheet events
On 7 July 2026, the Company announced receipt of binding subscriptions, subject to a number of approvals, for the £4.3 million gross equity fundraising and includes the £3.7 million strategic investment by Bacchus Capital Advisers Limited and its affiliates.
On 12 August 2026, the Company announced completion of the Financing remains subject to Foreign Direct Investment ("FDI") approval in Sweden. Such approval is expected by on or around 11 September, and the Financing is expected to close within two to three days of receipt of the FDI approval.
Following the Period end, each of the Company's 64,703,707 Existing Ordinary Shares were sub-divided into one New Ordinary Share of 0.1 pence each and one Deferred B Share of 4.9 pence each. The New Ordinary Shares have the same rights as to voting, dividends and return on capital as the Existing Ordinary Shares. Admission of the 64,703,707 New Ordinary Shares to trading on AIM took place on 24 July 2026.
- Availability of interim report
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