Final Results

Cloudbreak Discovery PLC (LSE: CDL), a London listed royalty company and natural resources project generator, is pleased to announce its final results for the year ended 30 June 2024.

The Annual Report and Financial Statements for the year ended 30 June 2024 will shortly be available on the Company's website at www.cloudbreakdiscovery.com. A copy of the Annual Report and Financial Statements will shortly be uploaded to the National Storage Mechanism where it will be available for viewing at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism

I am pleased to present the financial results of Cloudbreak Discovery Plc for the year ended 30 June 2024.

The Company remains focused on building a specialist early-stage natural resource investment project generator and development business seeking to identify and secure potential acquisition opportunities within the mining and oil & gas sectors. With a portfolio of mineral exploration projects and an investment in a company that has an operating oil and gas field, that is undergoing a turnaround and ramp up on production, the Group made a pre-tax loss for the year of £855,966 (2023: £3,985,721). Cash at bank at the year-end was £195,157 (2023: £244,074).

The Company has undertaken a major restructuring since March 2023, resulting in the retirement of many of the corporate debts, a reduction in the overheads and an ongoing review of its assets and projects under ownership and management. In turn the balance sheet has seen improvement, and the Company is even more streamlined and focused with its efforts.

Stock markets generally continue to be unkind to small, developing companies for whom it can be quite difficult to raise funds. On the one hand, this offers no shortage of good exploration and development propositions, often with seasoned and professional management teams, that could provide excellent opportunities for Cloudbreak to consider as investments or participation projects which can create and build long-term value for shareholders.

Alternately, the Company's cash resources are limited such that any project with either critical mass or unlocked future potential will require the injection of new funds to invest in future growth. This means that Cloudbreak will need to be seeking to find sources of new capital to fund the acquisition and development of projects which themselves have run into difficulty doing the same. The Directors of Cloudbreak believe that we have the skill set to identify, secure and fund such deserving projects. However, in current markets this is taking longer to achieve than we would like.

Outlook

We continue to look for suitable late-stage mining exploration and oil and gas projects and companies, ideally with good operational management and technical teams, particularly where existing resources are being upgraded to reporting code standards for pre-feasibility and bankable feasibility studies and in special situations where short-term routes to cash flow can be implemented without significant capital expenditure. We are particularly interested in projects exploring for or developing resources in precious and base metals and will also consider energy mineral projects that meet certain criteria. Our expertise lies particularly on the continents of North and South America and Africa.

Project Portfolio

Apple Bay - Industrial Minerals Quarry held by Linceo Media Group Ltd.

Rupert - Copper Porphyry target presently held by Buscando Resources Ltd. which are in default of property exploration commitments.

Atlin West - Gold target currently held by Power Group Projects Corp. which are in default of property exploration commitments while completing a restructuring of the company.

Yak - Gold target that was initially optioned by Moonbound Mining Corp., (now Cape Lithium Corp.), where exploration work was completed and then Moonbound relinquished the project back to Cloudbreak due to a change of direction and effort.

Bobcat - Copper and Gold target currently beneficially owned by Longford Capital Corp. with 50% interest to Cloudbreak.

Elk Creek and Franklin - Appalachian Lithium Brine target with leases currently held until 2028.

The mining exploration projects held by Cloudbreak, while impaired technically, have an underlying value and are in line with the Company's business model. Securing early-stage exploration projects, completing sufficient exploration work on these projects and then seeking financial and exploration partners is specifically how Cloudbreak realises its investment return.

Each of the projects noted above continue to be marketed to various mining exploration companies. Transactions vary dependent on the project, location and stage or commodity. In each case Cloudbreak has little to no carrying costs and where the carrying cost of these projects becomes cumbersome, Cloudbreak will make a commercial decision to hold or relinquish the project. The opportunity to option or joint venture these projects outweigh the expenses in many ways.

Optioned Projects

Lonestar Lithium Ltd. - Texas Lithium Brine target currently under option to Lonestar

The Lonestar transaction is one whereby Cloudbreak developed a data set of information and exploration opportunities and has optioned the project to Lonestar. In return Cloudbreak received a commitment of cash, shares and royalties, all based on a timeline that requires Lonestar to meet in order to avoid penalties or default.

This is a typical transaction structure for Cloudbreak with its exploration portfolio.

Operational Portfolio

G2 Energy Corp. - Operating oil and gas field.

Cloudbreak owns a USD $2.0m Convertible Debenture on G2 Energy which is a producing oil and gas company in Texas. While production performance has fluctuated, the security position of this debt instrument is strong. Working closely with G2 and their team, Cloudbreak is looking forward that the return on the instrument and by extension the royalties will prove profitable once the additional capital is invested in the field to initially stabilize and then enhance the production.

Financial Review

The Company currently only has interest income, and its cash reserves will be used in the short term to cover professional service provider fees, initial due diligence and other costs incidental to the identification and development of acquisition opportunities are being borne by the Directors and key stakeholders until such time as the Company can afford these fees.

The loss for the year was £855,966. Total expenditure during the year was £943,302 (2023: £3,855,925) which consisted mainly of service providers to aid the restructuring and clean-up of the Company of £795,379 and director fees of £99,000, with the balance comprising corporate, regulatory and administration expenses.

Financial Position

The Group's Statement of Financial Position as at 30 June 2024 and comparatives at 30 June 2023 are summarised below:

Cloudbreak will continue to require additional funds and/or funding facilities in order to fully develop its business plan.

The Directors believe that such funds are likely to come from the arrangement of appropriate debt arrangements, and further equity issues. Ultimately the viability of Cloudbreak is dependent on future liquidity of its investments and in particular the successful development of G2 Energy Corp. The Directors' assessment of going concern is set out in note 2.4 to the financial statements.

UK Listing Category

I would like to thank all our professional staff, consultants and advisors, all of whom work tirelessly to accomplish our common goal of the turnaround of the Company. And I would like to thank our Shareholders, and Directors for their considerable support. I look forward to reporting further positive news during 2025.

Andrew Male

CEO

Interim CEO

STATEMENT OF FINANCIAL POSITION

As at 30 June 2024 Company number: 06275976

The Company has elected to take the exemption under Section 408 of the Companies Act 2006 from presenting the Parent Company Income Statement and Statement of Comprehensive Income. The loss for the Company for the year ended 30 June 2024 was £2,011,221 (loss for year ended 30 June 2023: £8,781,189).

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 30 June 2024

Other Comprehensive Income:

Items that may be subsequently reclassified to profit or loss

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 30 June 2023

• General information
• Summary of significant Accounting Policies

2.1. Basis of preparation of Financial Statements

The Financial Statements have been prepared in accordance with UK-adopted international accounting standards (UK IAS) in accordance with the requirements of the Companies Act 2006. The Financial Statements have also been prepared under the historical cost convention.

The Financial Statements are presented in Pounds Sterling rounded to the nearest pound.

The preparation of financial statements in conformity with UK IAS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Accounting Policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the Consolidated Financial Statements are disclosed in Note 4.

2.2. New and amended standards

• New and amended standards mandatory for the first time for the financial periods beginning on or after 30 June 2024.

The International Accounting Standards Board (IASB) issued various amendments and revisions to International Financial Reporting Standards and IFRIC interpretations. The amendments and revisions were applicable on or after the year ended 30 June 2024 but did not result in any material changes to the financial statements of the Group.

2.3. Basis of Consolidation

The Consolidated Financial Statements consolidate the financial statements of the Company and its subsidiaries made up to 30 June. Subsidiaries are entities over which the Group has control. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.

• The contractual arrangement with the other vote holders of the investee;
• Rights arising from other contractual arrangements; and
• The Group's voting rights and potential voting rights

2.4. Going concern

The Group Financial Statements have been prepared on a going concern basis. The Directors are of the view that, the Group has funds to meet its planned expenses over the next 12 months from the date of these financial statements.

As at 30 June 2024, the Group had cash and cash equivalents of £195,157. The Directors have prepared cash flow forecasts to 31 December 2025, which take into account the cost and operational structure of the Group and Parent Company, property option income, debenture interest and any existing licence and working capital requirements. These forecasts indicate that the Group and Parent Company's cash resources are not sufficient to cover the projected expenditure for a period of 12 months from the date of approval of these financial statements. These forecasts indicate that the Group and Parent Company, in order to meet their operational objectives, and meets their expected liabilities as they fall due, will be required to raise additional funds within the next 12 months.

In common with many entities in the resource sector, the Company will need to raise further funds within the next 12 months in order to meet its expected liabilities as they fall due. Whilst the Directors are confident that they will be secure the necessary funding, the current conditions do indicate the existence of a material uncertainty which may cast significant doubt about the ability of the Group and parent company to continue as a going concern. No adjustments have been made in the financial statements, should the Group not be able to continue as a going concern.

2.5. Foreign currencies

Functional and presentation currency

Items included in the Financial Information are measured using the currency of the primary economic environment in which the entity operates (the 'functional currency'). The functional currency of the parent company is Pounds Sterling as is the functional currency of the UK subsidiary which is Imperial Minerals (UK) Limited. The functional currency of the Canadian subsidiary, Cloudbreak Exploration Inc. is Canadian Dollars. The functional currency of the US subsidiaries, Cloudbreak Discovery (US) Ltd. and Cloudbreak Energy (US) Ltd. is US Dollars. The Financial Information in The Group's overseas subsidiaries are translated in accordance with IAS 21 - The Effect of Changes in Foreign Exchange Rates.

During the year ended 30 June 2024, the Company disposed of Kudu Resources and Kudu Resources Guinea as part of a settlement agreement.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where such items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Income Statement in other comprehensive income. The financial statements are presented in Pounds Sterling (£), the functional currency of Cloudbreak Discovery Plc is Pounds Sterling, as is the functional currency of the UK subsidiary which is Imperial Minerals (UK) Limited.

2.6. Fair value measurement

IFRS 13 establishes a single source of guidance for all fair value measurements. IFRS 13 provides guidance on how to measure fair value under IFRS when fair value is required or permitted. The resulting calculations under IFRS 13 affected the principles that the Company uses to assess the fair value, but the assessment of fair value under IFRS 13 has not materially changed the fair values recognised or disclosed. IFRS 13 mainly impacts the disclosures of the Company. It requires specific disclosures about fair value measurements and disclosures of fair values, some of which replace existing disclosure requirements in other standards.

2.7. Finance Income

Interest income is recognised using the effective interest method.

2.8. Other income

The other income of the Group comprises royalty income. It is measured at the fair value of the consideration received or receivable after deducting discounts and other withholding tax. The royalty income becomes receivable on extraction and sale of the relevant underlying commodity, and by determination of the relevant royalty agreement.

2.9. Cash and cash equivalents

Cash and cash equivalents comprise cash at hand and current and deposit balances with banks and similar institutions, which are readily convertible to known amounts of cash and which are subject to insignificant risk of changes in value. This definition is also used for the Statement of Cash Flows.

2.10. Trade and other receivables and prepaids

Trade receivables are amounts due from third parties in the ordinary course of business. If collection is expected in one year or less, they are classified as current assets. If not, they are presented as non-current assets.

2.11. Royalty assets at fair value through profit and loss

Royalty financial assets are recognised or derecognised on completion date where a purchase or sale of the royalty is under a contract, and are initially measured at fair value, including transaction costs. All of the Group's royalty financial assets have been designated as at fair value through profit and loss ("FVTPL"). The royalty financial assets at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognised in the 'revaluation of royalty financial assets' line item of the income statement.

2.12. Investments in subsidiaries

2.13. Intangible assets

Exploration and evaluation assets

The Group recognises expenditure as exploration and evaluation assets when it determines that those assets hold potential to be successful in finding specific resources. Expenditure included in the initial exploration and evaluation assets relate to the acquisition of rights to explore, topographical, geological, geochemical and geophysical studies, exploratory drilling, trenching, sampling and activities to evaluate the technical feasibility and commercial viability of extracting a resource. Capitalisation of pre-production expenditure ceases when the prospective property is capable of commercial production.

Exploration and evaluation assets are recorded and held at cost

Exploration and evaluation assets are not subject to amortisation, as such at the year-end all intangibles held have an indefinite life but are assessed annually for impairment. The assessment is carried out by allocating exploration and evaluation assets to cash generating units ('CGU's'), which are based on specific projects or geographical areas. The CGU's are then assessed for impairment using the criteria specified in IFRS 6.

Whenever the exploration for and evaluation of resources in cash generating units does not lead to the discovery of commercially viable quantities of resources and the Group has decided to discontinue such activities of that unit, the associated expenditures are written off to the Income Statement.

Exploration and evaluation assets recorded at fair-value on business combination

Exploration assets which are acquired as part of a business combination are recognised at fair value in accordance with IFRS 3. When a business combination results in the acquisition of an entity whose only significant assets are its exploration asset and/or rights to explore, the Directors consider that the fair value of the exploration assets is equal to the consideration. Any excess of the consideration over the capitalised exploration asset is attributed to the fair value of the exploration asset.

2.14. Impairment of non-financial assets

Assets that have an indefinite useful life, for example, intangible assets not ready to use, are not subject to amortisation and are tested annually for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units). Non-financial assets that suffered impairment are reviewed for possible reversal of the impairment at each reporting date.

2.15. Financial assets

Fair Value through Profit or Loss (FVTPL)

Non-derivative financial assets comprising the Group's strategic financial investments in entities not qualifying as subsidiaries or jointly controlled entities. These assets are classified as financial assets at fair value through profit or loss. They are carried at fair value with changes in fair value recognised through the income statement. Where there is a significant or prolonged decline in the fair value of a financial investment (which constitutes objective evidence of impairment), the full amount of the impairment is recognised in the income statement.

Due to the nature of these assets being unlisted investments or held for the longer term, the investment period is likely to be greater than 12 months and therefore these financial assets are shown as non-current assets in the Statement of financial position.

Amortised Cost

These assets comprise the 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.

The Group's financial assets measured at amortised cost comprise trade and other receivables, convertible debenture receivables and cash and cash equivalents in the consolidated statement of financial position. Cash and cash equivalents include cash in hand, deposits held at call with banks, other short term highly liquid investments with original maturities of three months or less, and - for the purpose of the statement of cash flows - bank overdrafts.

Recognition and measurement

Amortised cost

Fair value through the profit or loss

• Level 1: Quoted prices in active markets for identical items (unadjusted)
• Level 2: Observable direct or indirect inputs other than Level 1 inputs
• Level 3: Unobservable inputs (i.e. not derived from market data).

The Group measures its investments in quoted shares using the quoted market price. For shares held in unlisted entities, the share price is based on the current financial and operational performance, as well as taking the potential of future plans into account. Unlisted investments whose fair value cannot be measured reliably, are measured at cost less impairment.

Impairment of financial assets

The Group considers a financial asset in default when contractual payments are 180 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows and usually occurs when past due for more than one year and not subject to enforcement activity.

Derecognition

2.16. Financial Investments

Non-derivative financial assets comprising the Group's strategic financial investments in entities not qualifying as subsidiaries, associates or jointly controlled entities. These assets are classified as financial assets at fair value through profit or loss. They are carried at fair value with changes in fair value recognised through the income statement. Where there is a significant or prolonged decline in the fair value of a financial investment (which constitutes objective evidence of impairment), the full amount of the impairment is recognised in the income statement.

Listed investments are valued at closing bid price on 30 June 2024. Unlisted investments that are not publicly traded and whose fair value cannot be measured reliably, are measured at cost less impairment.

2.17. Equity

Equity comprises the following:

• "Share capital" represents the nominal value of the Ordinary shares;
• "Reverse asset acquisition reserve" represents the retained losses of the Company before acquisition and the Company equity at reverse acquisition.
• "Other reserves" represents the foreign currency translation reserve, warrant reserve and share option reserve where;

o "Warrant reserve" represents share warrants awarded by the Group;

o "Share option reserve" represents share options awarded by the Group;

• "Retained deficit or losses" represents retained losses.

2.18. Share based payments

The Group operates an equity-settled, share-based scheme under which the Group receives services from employees or contractors as consideration for equity instruments (options and warrants) of the Group. The fair value of the third-party suppliers' services received in exchange for the grant of the options is recognised as an expense in the Income Statement or charged to equity depending on the nature of the service provided. The value of the employee services received is expensed in the Income Statement and its value is determined by reference to the fair value of the options granted:

• including any market performance conditions;
• including the impact of any non-vesting conditions.

2.19. Taxation

No current tax is payable for the year ended 30 June 2024 in view of the losses to date for all entities in the Group (2023: £12,178).

Deferred tax liabilities will be recognised for taxable temporary differences arising on investments in subsidiaries except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets and liabilities are not discounted.

Financial risk management

Risk management is carried out by the Canadian based management team under policies approved by the Board of Directors.

3.1.Treasury policy and financial instruments

During the years under review, the financial instruments were cash and cash equivalents, shares in listed and unlisted companies and other receivables which were or will be required for the normal operations of the Group.

The Group operates informal treasury policies which include ongoing assessments of interest rate management and borrowing policy. The Board approves all decisions on treasury policy.

The risks arising from the Group's financial instruments are liquidity and interest rate risk. The Directors review and agree policies for managing these risks and they are summarised below:

Unlisted investments

The Company is required to make judgments over the carrying value of investments in unquoted companies where fair values cannot be readily established and evaluate the size of any impairment required. It is important to recognise that the carrying value of such investments cannot always be substantiated by comparison with independent markets and, in many cases, may not be capable of being realised immediately. Management's significant judgement in this regard is that the value of their investment represents their cost less previous impairment.

Market risk & foreign currency risk

The Group is exposed to market risk, primarily relating to interest rate and foreign exchange movements. The Group does not hedge against market or foreign exchange risks as the exposure is not deemed sufficient to enter into forwards or similar contracts.

Credit risk

Credit risk arises from cash and cash equivalents as well as outstanding receivables. The amount of exposure to any individual counter party is subject to a limit, which is assessed by the Board.

Liquidity risk and interest rate risk

The Group seeks to manage financial risk, to ensure sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. This is achieved by the close control by the Directors of the Group in the day-to-day management of liquid resources. Cash is invested in deposit accounts which provide a modest return on the Group's resources whilst ensuring there is limited risk of loss to the Group.

3.2. Capital risk management

Critical accounting estimates and judgements

The preparation of the Financial Information in conformity with UK adopted IASs requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Financial Information and the reported amount of expenses during the year. Actual results may vary from the estimates used to produce this Financial Information.

Significant items subject to such estimates and assumptions include, but are not limited to:

Share based payment transactions

The valuation of these options and warrants involves making a number of critical estimates relating to price volatility, future dividend yields, expected life of the options and forfeiture rates.

Classification of royalty arrangements: initial recognition and subsequent measurement

The Directors must decide whether the Group's royalty arrangements should be classified as:

• Intangible assets in accordance with IAS 38 Intangible Assets; or
• Financial assets in accordance with IFRS 9 Financial Instruments

The Directors use the following selection criteria to identify the characteristics which determine which accounting standard to apply to each royalty arrangement:

Type 1 - Intangible assets: Royalties, are classified as intangible assets by the Group. The Group considers the substance of a simple royalty to be economically similar to holding a direct interest in the underlying mineral asset. Existence risk (the commodity physically existing in the quantity demonstrated), production risk (that the operator can achieve production and operate a commercially viable project), timing risk (commencement and quantity produced, determined by the operator) and price risk (returns vary depending on the future commodity price, driven by future supply and demand) are all risks which the Group participates in on a similar basis to an owner of the underlying mineral licence. Furthermore, in a royalty intangible, there is only a right to receive cash to the extent there is production and there are no interest payments, minimum payment obligations or means to enforce production or guarantee repayment. These are accounted for as intangible assets under IAS-38.

Type 2 - Financial royalty assets (royalties with additional financial protection): In certain circumstances where the risk is considered too high, the Group will look to introduce additional protective measures. This has taken the form of minimum payment terms. Once an operation is in production, these mechanisms generally fall away such that the royalty will display identical characteristics and risk profile to the intangible royalties; however, it is the contractual right to enforce the receipt of cash which results in these royalties being accounted for as financial assets under IFRS 9. There are currently no royalties classified as financial royalty assets.

Estimated impairment of convertible loan notes receivable & Convertible debenture receivables

Anglo African Minerals Plc ('AAM')

The Group has assessed whether the AAM convertible loan notes receivable which has been previously fully impaired in the prior year, should remain impaired in the current year or be reversed. They have reassessed this asset and determined that there are no conditions to reverse the impairment.

G2 Energy Corp. ("G2")

The Group also assessed whether the G2 convertible debenture receivable should be impaired and based on the current production levels and the programme at the Masten Unit Energy Project, they have determined it should not be impaired as G2, through the funding from the Company, now have the funds required to undertake the exploration activity and advance the project. The terms of the debenture are still being met by both parties and G2 are expected to pay the necessary interest payments. The directors assessed this debenture in accordance with IFRS standards and concluded it is a financial asset accounted for as amortised cost as the financial asset is held within a business model with the objective to hold and collect the contractual cash flows which is in the form of interest and principal payments. As part of the debenture agreement, the Group received a 3.25% Overriding Royalty Interest in the project which has limited production and revenues. In accordance with IFRS the directors have assessed the royalty interest and accounted for it as intangible assets in accordance with IAS 38 because there is only a right to receive cash to the extent there is production and there are no interest payments, minimum payment obligations or means to enforce production or guarantee repayment. These are accounted for as intangible assets under IAS 38. The directors considered the fair value of the royalty assets which they receive in exchange as part of the debenture agreement for which they did not pay any consideration. Fair value is determined based on discounted cash flow models (and other valuation techniques) using assumptions considered to be reasonable and consistent with those that would be applied by a market participant. The determination of assumptions used in assessing fair values is subjective and the use of different valuation assumptions could have a significant impact on financial results. The current royalty covers a very small production site. During the year ended 30 June 2024, £39,000 was received, with a total of £98,000 being received to date from this royalty. Following their assessment, the directors concluded that the fair value of the royalty agreement was not material and has not been recognised as intangible asset. The group is in regular communication with G2 and is monitoring the results of its exploration activities that will be undertaken as the result of the funding by the Group to G2.

Texas Legacy Exploration LLC ("Texas Legacy")

The Group assessed whether the Texas Legacy convertible debenture receivable should be impaired. After review from management, it was agreed that the debenture be impaired in full as it was no longer recognised as a debenture and was converted to royalty. As a result of the impairment, the initial $600k payment was no longer considered payable. However, royalty payments will be received should production commence in the future.

Unlisted investments

The Group is required to make judgments over the carrying value of investments in unquoted companies where fair values cannot be readily established and evaluate the size of any fair value movement required. It is important to recognise that the carrying value of such investments cannot always be substantiated by comparison with independent markets and, in many cases, may not be capable of being realised immediately. Management's significant judgement in this regard is that the value of their investment represents the entities financial and operational performance, as well as their future potential. This valuation method was considered the most appropriate by management due to the limited information available related to the unlisted investments as at 30 June 2024. Management have assessed whether any fair value movement on the unlisted investments is required at 30 June 2024 and have fully impaired one of their investments due to the lack of reported activity and updates from the company.

Recovery of other receivables

Included in other receivables is an amount of £140,000 as at 30 June 2024 in respect of unpaid ordinary share capital issued on 3 June 2021. The Directors plan to take action to recover the amount owed and believe that the amount will be recovered in full in due time, but because this outcome is not certain and the balance has been owed for an extended period, a provision for bad debt for the full amount has been implemented. This was recognised in the prior year ended 30 June 2023 and still deemed appropriate to include in the year ended 30 June 2024.

Valuation of exploration and evaluation assets

Exploration and evaluation costs have a carrying value of 30 June 2024 of £80,870 (2023: £236,518). Such assets have an indefinite useful life as the Group has the right to renew exploration licenses or options and the asset is only amortised once extraction of the resource commences. The value of the Group's exploration and evaluation expenditure will be dependent upon the success of the Group in discovering economic and recoverable resources, especially in the countries of operation where political, economic, legal, regulatory and social uncertainties are potential risk factors. The future revenue flows relating to these assets is uncertain and will also be affected by competition, relative exchange rates and potential new legislation and related environmental requirements. The Group's ability to continue its exploration programs and develop its projects is dependent on future fundraisings. The ability of the Group to continue operating within some of the jurisdictions contemplated by management is dependent on a stable political environment which is uncertain based on the history of the country. This may also impact the Group's legal title to assets held which would affect the valuation of such assets. There have been no changes made to any past assumptions.

The Directors have undertaken a review to assess whether circumstances exist which could indicate the existence of impairment as follows:

• The Group no longer has title to mineral leases or the title will expire in the near future and is not expected to be renewed.
• No further exploration or evaluation is planned or budgeted.

Following their assessment, the Directors concluded that an impairment charge of £107,684 (2023: £12,636) was necessary on the Northern Treasure property because the claims on the property had lapsed, and the Directors agreed that it shouldn't be renewed.

Intangible assets

As at June 30, 2024, the Group's exploration and evaluation assets are as follows:

Group

As at June 30, 2024, the Group's reconciliation of exploration and evaluation assets are as follows:

Group

South Timmins Property, Canada

During the year ended June 30, 2021, the Group paid $27,540 CAD (£16,080) in asset staking costs to acquire twelve mineral titles in Ontario, Canada known as the South Timmins property.

On 23 September 2021, the Group entered into an option agreement with 1315956 BC Ltd, under which 1315956 BC Ltd may acquire up to a 100% interest in the Group's South Timmins property subject to a 1% net smelter return ("NSR") to the Group. In order for 1315956 BC Ltd to fully exercise the option on the South Timmins Property, they must pay the Group an aggregate of $495,000 CAD, issue 2,250,000 common shares of 1315956 BC Ltd and incur exploration expenses of $1,515,000 with a minimum of $265,000 CAD in the first year.

To date, the Group has received cash payments of $270,000 (£157,579) and 500,000 shares in relation to the option payments due under the agreement.

At the year ended 30 June 2024, a total balance of $75,000 CAD (£43,367) was owed to the group in relation to the option payments due under the agreement. 750,000 shares were also outstanding during the period as part of the agreement, which are yet to be received.

After a review from management related to recoverability, the total balance owed was written off as bad debt.

Atlin West, Canada

On August 9 2021, the Group entered into an option agreement with 1315843 BC Ltd to purchase 100% of the rights to the Atlin West Project located in British Columbia, Canada. To earn a 100% interest, 1315843 BC Ltd would have to make aggregate cash payments of $700,000 CAD, issue 8,000,000 shares in 1315843 BC Ltd and will make payments of $325,000 over a three-year period to Cloudbreak. Upon completion of the work Cloudbreak would transfer 100% interest. Cloudbreak will retain a net 2% NSR. The Group has previously received cash payments of $100,000 CAD (£79,086) and 3,000,000 shares in relation to the option payments due under the agreement.

At the year ended 30 June 2024, a total balance of $75,000 CAD (£43,367) was owed to the group in relation to the option payments due under the agreement. 2,500,000 shares were also due during the period as part of the agreement.

After a review from management related to recoverability, the total balance owed was written off as bad debt.

Yak, Canada

On October 13 2021, the Group entered into an option agreement with Moonbound Mining Ltd ('Moonbound'). In respect of the Yak Project located in British Columbia, Canada. Moonbound would issue Cloudbreak 2,700,000 common shares and make aggregate cash payments of $145,000 CAD over a three-year period. Additionally, Moonbound will commit to spending up to $700,000 CAD in exploration expenditure on the property and enter into a public transaction within six months of the agreement. Upon completion of the obligations, Cloudbreak will transfer 100% interest and retain a net 2% NSR. The Group has previously received cash payments of $35,000 CAD (£20,903) and 700,000 shares in relation to the option payments due under the agreement.

At the year ended 30 June 2024, the total amount outstanding was $35,000 CAD (£20,521). After a review from management related to recoverability, the total balance owed was written off as bad debt.

Rizz, Canada

On February 25 2022, the Group entered into an option agreement with 1311516 BC Ltd in respect of the Rizz Project in British Colombia, Canada. 1311516 BC Ltd will issue 3,000,000 common shares to Cloudbreak and make an aggregate of $120,000 CAD in cash payments to the Group. Additionally, 1311516 BC Ltd will commit to spending up to $750,000 CAD in exploration expenditure on the property over three years. This will need to be done to earn an interest of 75% in the project. Upon completion of the terms, Cloudbreak and 1311516 BC Ltd will enter a joint venture in which each party will be responsible for its pro-rata share of expenditures on the project. Up to 30 June 2022, the Group received cash payments of $25,000 CAD and 3,000,000 shares in relation to the option payments due under the agreement.

At 30 June 2023, $25,000 CAD (£14,931) was due as a cash payment and is still owed to the Group of in relation to the option payments due under the agreement. After a review from management related to recoverability, the balance owed was written off as bad debt.

At the year ended 30 June 2024, the total amount outstanding was $50,000 CAD (£29,316).

After a review from management related to recoverability, the balance owed was written off as bad debt.

Icefall, Canada

On March 3 2022, the Group entered into an option agreement with 1311516 BC Ltd in respect of the Icefall Project in British Colombia, Canada. 1311516 BC Ltd will issue 2,000,000 common shares to Cloudbreak's subsidiary Cloudbreak Exploration Inc. and make an aggregate of $120,000 CAD in cash payments to the Group. Additionally, 1311516 will commit to spending up to £700,000 CAD in exploration expenditure on the property over three years. This will need to be done to earn an interest of 75% in the project. Upon completion of the terms Cloudbreak and 1311516 BC Ltd will enter a joint venture in which each party will be responsible for its pro-rata share of expenditures on the project. Up to 30 June 2022, the Group has received cash payments of $25,000 CAD and 2,000,000 shares in relation to the option payments due under the agreement.

During the year ended 30 June 2023 $25,000 CAD (£14,931) was due as a cash payment and is still owed to the Group in relation to the option payments due under the agreement. After a review from management related to recoverability, the balance owed was written off as bad debt.

At the year ended 30 June 2024, the total amount outstanding was $50,000 CAD (£29,316). After a review from management related to recoverability, the balance owed was written off as bad debt.

Northern Treasure, Canada

During 2022, the Group staked the Northern Treasure property for $50,645 CAD which is located in Northern British Columbia.

On 28 October 2022, Cloudbreak announced that Precision GeoSurveys has completed a high-resolution helicopter-borne magnetic survey over the Northern Treasure Project in British Columbia.

Following their assessment, the Directors impaired the Northern Treasure property in full after the claims on the property lapsed, and the Directors agreed that it shouldn't be renewed.

Rupert, Canada

On September 11, 2018, the Group entered into an asset purchase agreement with a company controlled by a director of the Group and two unrelated persons to purchase the Rupert Property, located in British Columbia, Canada. As consideration for the property, the Group issued 2,000,000 common shares valued at $100,000 CAD (£59,000) and granted a 2% NSR. At any time, 1% of the NSR can be purchased by the Group for $1,500,000 CAD. Of the common shares issued to acquire the property, 1,000,000 were issued to a company that was controlled by a director of the Group. The Group also agreed to incur aggregate expenditures on the property of $800,000 ($100,000 CAD - £59,000 incurred).

On December 11, 2020, the Group sold the Rupert Property to Buscando Resources Corp. ("Buscando"), a company with a director in common. Payments to be received by the Group are as follows:

• $150,000 CAD in total cash payments with $25,000 CAD (£14,750) on closing (received), $50,000 CAD on or before 12 months after Buscando is listed on a public exchange (still owed at 30 June 2024), $75,000 CAD on or before 24 months after Buscando is listed on a public exchange;
• 3,750,000 shares in total issued to the Group with 1,000,000 shares issued on closing (received and valued at $50,000 CAD - £29,500 in the year ended 30 June 2023), 1,250,000 on or before 12 months after Buscando is listed on a public exchange (received and valued at $125,000 CAD - £74,653 in the year ended 30 June 2023), 1,500,000 on or before 24 months after Buscando is listed on a public exchange; and
• $200,000 expenditures incurred on the property with $100,000 CAD on or before 12 months after Buscando is listed on a public exchange, $100,000 CAD on or before 24 months after Buscando is listed on a public exchange.

As a result of the sale to Buscando, the original vendors waived the exploration commitments required by the Group under the September 11, 2018, agreement.

As at the 30 June 2024, this asset was fully impaired.

Stateline, United States

On February 9 2022, Cloudbreak and Alianza Minerals entered into an option agreement with Volt Lithium Corp (formerly known as Allied Copper Corp) in respect of the Stateline Project in Colorado, United States. Volt Lithium will issue the alliance (Cloudbreak and Alianza Minerals) 4,250,000 common shares over a three-year period and make aggregate cash payments of $315,000 CAD ($40,000 CAD paid) with a further $50,000 CAD due on closing. Additionally, Volt Lithium will commit to spending up to £3,750,000 CAD in exploration expenditure on the property over three years. The alliance will retain a net 2% NSR, not subject to a buy down provision.

On August 9 2022, Cloudbreak and Alianza Minerals agreed to amend the terms of the Stateline option agreement with Volt Lithium entered into on 9 February 2022. Under the modified terms, Volt Lithium will be able to delay the issuance of shares and warrants whilst keeping the agreement in good standing. Outstanding Volt Lithium shares will become payable to Alianza and Cloudbreak as either party reduces its equity holding through sale or other type of divesture, or if additional shares are issued in Volt Lithium which would dilute either party's holdings. Up to 30 June 2022, the Group has received cash payments of $65,000 CAD and 250,000 shares in relation to the option payments due under the agreement.

To date, the Group has received cash payments of $25,000 CAD (£14,931) and 250,000 shares in relation to the option payments due under the agreement.

On 11 August 2023, the option agreement was terminated by Volt Lithium so no further payments will be received. No amount was outstanding at 30 June 2024.

Foggy Mountain, Canada

In April 2022, the Group staked the Foggy Mountain property which is located in Central British Columbia.

On 19 October 2022, Cloudbreak announced that that it has completed a reconnaissance surface programme at the property.

During the year ended 30 June 2024, the Foggy Mountain Property was disposed as part of a settlement agreement.

Bobcat, United States

On 6 December 2022, the Group entered a holding and cost share agreement with Longford Capital Corp pertaining to the holding, exploration, operations and development of the Bob Cat property in Idaho. The Group acquired 50% interest in the property for $60,000 USD (£47,517).

Elk Creek, United States

On 21 November 2022, the Group acquired an oil and gas lease for $43,157 USD (£34,178), for a property based in Pennsylvania, USA. The lease gives the Group full permission to conduct any and all due diligence on the leased premises, which includes inspections, tests, environmental assessments, soil studies, surveys and more.

Investments in subsidiary undertakings

Company

Subsidiaries

Details of the subsidiary undertakings at 30 June 2024 are as follows:

During the year ended 30 June 2024, Kudu Resources Limited and Kudu Resources Guinea were disposed as part of a settlement agreement with Cronin Services. The terms of the agreement also included the transfer of 950,000 Temas Resources shares, 1,700,000 shares in Buscando Resources Corp., in addition to the Foggy Mountain property being transferred.

During the year ended 30 June 2024, the loan and investment balances of the Company held in Cloudbreak Exploration Inc. ('CEI') were impaired by a total of £1,555,611. This was agreed after reviewing the net asset value of the subsidiary and adjusting the value of the investment and loan balance with CEI accordingly.

Investments held by Group

Financial assets at fair value through profit or loss are as follows:

As at June 30, 2024, investments were classified as held for trading and recorded at their fair values based on quoted market prices (if available). Investments that do not have quoted market prices are measured at cost due to the limited amount of information available related to the fair value of the investments.

Calidus Resources Corp. and Canary Biofuels Inc. are Level 3 investments, all other investments listed below are Level 1.

Temas Resources Corp.

On September 23, 2020, the Group sold its La Blache property to Temas Resources Corp. ("Temas") for a cash payment of $30,000 CAD (£17,517) and 10,000,000 Temas shares which had a value at the time of $2,000,000 CAD (£1,167,815). The Group retained a 2% NSR on the La Blache property. The Temas shares are subject to pooling restrictions with 2,500,000 Temas shares released March 23, 2021, and 7,500,000 Temas released September 23, 2021. In 2022, the Group sold 29,000 shares for $2,020 CAD (£1,290).

During the year ended 30 June 2023 the Group sold 457,000 of their shares in Temas Resources for a total of $28,474 CAD (£17,006) and had a share consolidation with a ratio of 9:1. At 30 June 2023, the fair value of the Temas Resources shares was $147,996 CAD (£88,230).

During the year ended 30 June 2024, the Group sold all of their shares in Temas Resources for a total of $63,531 CAD (£36,735).

Norseman Silver Inc.

On 23 August 2021, the Group received 380,000 shares in Norseman from the option agreement for the Silver Switchback property for $129,200 CAD (£74,235).

On 31 May 2021, the Group received 1,000,000 shares in Norseman from the option agreement for the Caribou property for $170,000 CAD (£108,575).

During the year ended 30 June 2022, the Group sold 1,766,500 shares in Norseman for a total of $352,002 CAD (£208,888).

During the year ended 30 June 2023, the Group received 1,200,000 warrants and sold their shares in Norseman for a total of $528,200 CAD (£315,455). During the year ended 30 June 2024, the 1,200,000 warrants expired.

There was no additional activity during the year ended 30 June 2024 from the Group related to their investment in Norseman Silver.

Buscando Resources Corp.

On December 31, 2020, the Group sold the Rupert property to Buscando, in exchange for 1,000,000 shares in Buscando at a value of $50,000 CAD (£29,195).

During the year ended 30 June 2022, the Group purchased an additional 50,000 shares in Buscando for a total of $6,840 CAD (£4,305)

During the year ended 30 June 2023, the Group purchased 10,000 shares for a total of $1,080 CAD (£645) and received 1,250,000 shares for $0.10 CAD each from the Rupert Property option agreement.

At 30 June 2023, fair value of the Buscando shares was $246,000 CAD (£146,657).

During the year ended 30 June 2024, the Group received 150,000 shares from Buscando Resources, and sold 1,7000,000 for a total of $59,500 CAD (£34,405) as part of the settlement agreement outlined in note 6.

At 30 June 2024, fair value of the Buscando shares is $106,400 CAD (£61,524).

Linceo Resources Corp.

On August 17, 2019, the Group sold the Granny Smith and Fuji mineral claims to Linceo Media Group ("Linceo"), a company with a director in common, for 4,000 shares in Linceo at a value of $47,600 CAD (£27,793) and retained a 2.5% NSR on each property. During the year ended June 30, 2021, the Group impaired the shares in Linceo to $1. Management assessed the value at year end and confirmed there is no further changes to the fair value of the Linceo shares.

AAM shares

On June 2, 2021, the Group acquired 12,500,000 AAM share purchase warrants that had a conversion price of $0.03 USD and expiry date of July 1, 2021 and acquired 11,000,000 AAM ordinary shares. The Group issued 1,200,000 ordinary shares to acquire the 12,500,000 AAM share purchase warrants (£36,000 value) and 3,520,000 ordinary shares (£105,600 value) to acquire the 11,000,000 AAM ordinary shares. The warrants expired on July 1, 2021, with the £36,000 impaired to $1. During the year ended June 30, 2021, the Group impaired the shares in AAM to $1. Management assessed the value at year end and confirmed there is no further changes to the fair value of the AAM shares.

Calidus Resources Corp.

On September 1, 2021, the Group received 500,000 shares from Calidus Resources Corp. for the option agreement for the South Timmins property for $500 CAD (£320).

This is a level 3 investment, with no public information available so management have kept the value at cost.

Volt Lithium Corp (formerly known as Allied Copper Corp.)

On 3 February 2022, the Group received 1,000,000 shares from Volt Lithium Corp. from the option agreement for the Klondike project for $225,000 (£130,661).

During the year ended 30 June 2023, the Group sold 959,500 shares in Volt Lithium Corp. for a total of $249,082 CAD (£148,758).

At 30 June 2023, fair value of the Volt Lithium Corp. shares was $75,530 CAD (£45,029).

During the year ended 30 June 2024, the Group sold all of their shares in Volt Lithium Corp. for a total of $70,170 CAD (£40,574).

Canary Biofuels Inc.

On 28 June 2022, the Group purchased 59,700 shares from Canary Biofuels Inc. for $200,095 (£127,753). This is a level 3 investment, with no public information available so management have kept the value at cost.

At 30 June 2023, the cost of the Canary Biofuels Inc. shares was $200,095 CAD (£119,230). This value remained the same for the year ended 30 June 2024.

After review from management, the investment in Canary Biofuels Inc. was impaired in full in the year ended 30 June 2024 due to the lack of activity within the company.

Lithos Energy Inc. (formerly known as Alchemist Mining Inc.)

On 14 January 2022, the Group purchased 1,250,000 shares from Lithos Energy Inc. for $93,750 (£54,184).

During the year ended 30 June 2023, the Group sold 305,000 shares in Lithos Energy for a total of $106,022 (£63,319). At 30 June 2023, fair value of the Lithos Energy shares was $614,250 (£366,194).

During the year ended 30 June 2024, the Group sold 614,500 shares in Lithos Energy for a total of $248,860 (£155,463). At 30 June 2024, fair value of the Lithos Energy shares was $94,193 (£54,465).

1311516 B.C. Ltd

On 3 March 2022, the Group received 3,000,000 shares from 1311516 B.C. Ltd from the option agreement for the Rizz property for $5,010 CAD (£2,963).

On 9 March 2022, the Group received 2,000,000 shares from 1311516 B.C. Ltd from the option agreement for the Icefall property for $3,340 CAD (£1,978).

Management assessed the value at year end and confirmed there is no further changes to the fair value of the 1311516 B.C. Ltd shares.

G2 Energy Corp.

During the year ended 30 June 2023, the Group received 6,017,000 shares from G2 Energy Corp. 5,110,000 of these shares were received in place of the quarterly interest that was due to be paid to the Group as part of the debenture agreement entered on 31 May 2022, and 907,000 of the shares were received for legal fees covered by the Group, for G2.

At 30 June 2023, fair value of the G2 Energy Corp. shares was $72,204 CAD (£43,046).

During the year ended 30 June 2024, G2 Energy Corp had a share consolidation with a ratio of 5:1. At 30 June 2024, fair value of the G2 Energy Corp. shares is $33,381 CAD (£19,302).

Lonestar Lithium Ltd

During the year the Company acquired 2,000,000 shares in Lonestar Lithium Ltd at a valued price of $0.2 USD per share as part of sale of the Group's knowledge and lithium datasets in the USA (Pennsylvania and Texas).

Royalty Asset

Apple Bay Property, Canada

On April 5, 2017, the Group purchased a 1.50% production royalty on the Apple Bay property located in British Columbia, Canada. The production royalty was purchased for 3,000,000 shares of the Group at a deemed value of $0.10 CAD (£0.058) per share from a company controlled by the CEO of the Group. During the year ended June 30, 2021, the Group determined that the royalty was impaired and reduced the balance to £1. As at June 30, 2024, included in Royalty Assets is £1 (June 30, 2023 - £1) attributed to the Apple Bay property.

Debentures Receivable

Group

Masten Unit, United States

On 31 May 2022, the Group entered into an agreement with G2 Energy Corp. ('G2') on the Masten Unit Energy Project located in Cochran County Texas, United States. Whereby the Company will provide G2 with a $2,000,000 USD debenture on a two-year term in exchange for a 3.25% Overriding Royalty Interest in the Project. G2 will pay 12% per annum interest to the Company, calculated and paid quarterly in cash or shares at the discretion of the Company. As part of the agreement, the Group received 6,500,000 warrants for G2, however management have deemed that these warrants have no value at this stage as the assets held by G2 are predominantly made up of the early-stage exploration assets on which they have received from the Company. The group is in regular communication with G2 and is monitoring the results of its exploration activities that will be undertaken as the result of the funding by the Group to G2. On 30 June 2024, the residual value of the debenture in pound sterling was £1,581,428.

Butte Strawn, United States

On 16 August 2022, the Company entered into an agreement with Iron Forge Holdings (III) Ltd (IF3). Whereby the company will provide IF3 with a $1,500,000 USD debenture for the Butte Strawn Energy Project located in Irion County, Texas. $500,000 USD was paid on signing. IF3 will pay 12.5% per annum interest to the Company, calculated and paid quarterly in cash or shares at the discretion of the Company. The Company received 6,000,000 warrants with a strike price of $0.35 CAD with a three-year term from financial close. On 16 June 2023, it was agreed that the principal value of the debenture be reduced from $1,500,000 USD to $600,000 USD with no further obligations for the Group. All accrued interest not paid as of the date of the agreement has been forgiven and both parties agreed to cancelling the warrants. The overriding royalty was reduced from 6% to 2%.

After review from management during the year ended 30 June 2024, it was agreed that the debenture should be de-recognised and impaired in full. This is because it was agreed that the principal amount of $600,000 USD (£474,428) was no longer due as it would be recognised as royalty, rather than a debenture, and the Company will receive royalty payments in future, when production commences.

Convertible loans

Group

On March 20, 2019, the Group issued a $500,000 USD (£361,847) unsecured convertible loan note to Anglo-African Minerals plc ("AAM"). The convertible loan note bears interest at 10% per annum and compounds monthly, is unsecured, and had an original maturity date of September 20, 2019. The convertible loan note is convertible into common shares of AAM at $0.01 USD per share. The maturity date of the convertible loan note was subsequently extended to March 20, 2020, and the Group was issued 21,029,978 AAM warrants per the terms of the extension. These warrants have a strike price of $0.025 USD per share, with an expiry date of September 19, 2021. As at June 30, 2021, the Group impaired the balance down to $Nil as collectability was considered doubtful. As at June 30, 2024, management have accrued interest amounting £82,194 (2023 - £76,163) on the convertible loan and this same value has been impaired during the year.

On June 2, 2021, the Group acquired an unsecured convertible loan note that was issued to AAM from Cronin Services Ltd., a company controlled by the former Chairman and CEO of the Group, that had a principal value of $420,000 USD (£303,744) and accrued interest of $61,261 (£44,304) for total value of $481,261 USD (£348,048). The Group issued 14,166,790 ordinary shares and 7,083,395 share purchase warrants to acquire this note. Each share purchase warrant may be converted into one ordinary share of the Group at £0.05 per ordinary share and expires June 2, 2025. The convertible loan note bears interest at 10% per annum and compounds monthly, is unsecured, and had a maturity date of May 31, 2021. The convertible loan note is convertible into common shares of AAM at $0.01 USD per share. As at June 30, 2021, the Group impaired the balance down to $Nil as collectability was considered doubtful. As at June 30, 2024, management have accrued interest amounting £48,930 (2023 - £28,157) on the convertible loan and this same value has been impaired during the year. The overall decrease is from foreign exchange movement on interest and principal.

On June 2, 2021, the Group acquired an unsecured convertible loan note that was issued to AAM from Cronin Capital Corp., a company controlled by the former Chairman and CEO of the Group, that had a principal value of $49,790 USD (£35,949) and accrued interest of $9,826 USD (£7,094) for total value of $59,617 USD (£43,043). The Group issued 1,630,832 ordinary shares and 1,630,832 share purchase warrants to acquire this note. Each share purchase warrant may be converted into one ordinary share of the Group at £0.05 per ordinary share and expires 2025 June 2. The convertible loan note bears interest at 15% per annum and compounds monthly, is unsecured, and had a maturity date of 30 September 2020. The convertible loan note is convertible into common shares of AAM at $0.005 USD per share. As at June 30, 2021, the Group impaired the balance down to $Nil as collectability was considered doubtful. As at June 30, 2024, management have accrued interest amounting £10,358 (2023 - £6,573) on the convertible loan and this same value has been impaired during the year.

On June 2, 2021, the Group acquired an unsecured convertible loan note that was issued to AAM by Reykers Nominees Limited that had a principal value of $250,000 USD (£180,500) and accrued interest of $52,776 (£38,104) for total value of $302,776 USD (£218,604). The Group also acquired 12,500,000 AAM share purchase warrants that had a conversion price of $0.03 USD and expiry date of July 1, 2021 and acquired 11,000,000 AAM ordinary shares. The Group issued 8,912,756 ordinary shares to acquire this convertible note, 1,200,000 ordinary shares to acquire the 12,500,000 AAM share purchase warrants and 3,520,000 ordinary shares to acquire the 11,000,000 AAM ordinary shares. The convertible loan note bears interest at 10% per annum and compounds monthly, is unsecured, and had a maturity date of 30 June 2020. The convertible loan note is convertible into common shares of AAM at $0.01 USD per share. As at June 30, 2021, the Group impaired the balance down to $Nil as collectability of the convertible loan was considered doubtful and the shares and warrants impaired. As at June 30, 2024, management have accrued interest amounting £30,739 (2023 - £17,714) on the convertible loan and this same value has been impaired during the year.

Trade and other receivables

The following table sets out the fair values of financial assets within Trade and other receivables.

The fair value of all current receivables is as stated above.

Included in sundry receivables is an amount of £140,000 (2023: £140,000) as at 30 June 2024 in respect of unpaid ordinary share capital issued on 3 June 2021. A provision of £140,000 has been included for this after review from management.

The maximum exposure to credit risk at the year-end date is the carrying value of each class of receivable mentioned above. The Group does not hold any collateral as security. Trade and other receivables are all denominated in £ sterling.

The majority of the entities cash at bank is held with institutions with at least a AA- credit rating. A bank account in the UK which holds a small percentage of cash is held with institutions whose credit rating is unknown.

Financial Instruments by Category

General objectives, policies and processes

The Board has overall responsibility for the determination of the Group's risk management objectives and policies and, whilst retaining ultimate responsibility for them, it has delegated authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the Group's finance function. The Board receives monthly reports through which it reviews the effectiveness of the processes put in place and the appropriateness of the objectives and policies it sets.

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.

The Group reports in Sterling. Internal and external funding requirements and financial risks are managed based on policies and procedures adopted by the Board of Directors. The Group does not use derivative financial instruments such as forward currency contracts, interest rate and currency swaps or similar instruments. The Group does not issue or use financial instruments of a speculative nature.

Capital management

The Group's objectives when maintaining capital are:

• to provide an adequate return to shareholders.

The capital structure of the Group consists of total shareholders' equity as set out in the 'Statement of Changes in Equity'. All working capital requirements are financed from existing cash resources. After discussions between management, the Crescita drawdown facility was cancelled during the year ended 30 June 2024.

Capital is managed on a day-to-day basis to ensure that all entities in the Group are able to operate as a going concern. Operating cash flow is primarily used to cover the overhead costs associated with operating as a main market-listed company.

Liquidity risk

Whilst the Group's payables exceed the cash at bank, the Directors are confident they can raise the funds required to meet its obligations.

The Board receives forward looking cash flow projections at periodic intervals during the year as well as information regarding cash balances. At the balance sheet date, the Group had cash balances of £195,157 and the financial forecasts indicated that the Group is expected to raise funds to meet its obligations under all reasonably expected circumstances and will not need to establish overdraft or other borrowing facilities.

Interest rate risk

As the Group only has borrowings in the form of convertible loan notes, which aren't impacted by varied interest rates, it only has limited interest rate risk. The impact is on income and operating cash flow and arises from changes in market interest rates. Cash resources are held in current, floating rate accounts.

Market risk

Market price risk arises from uncertainty about the future valuations of financial instruments held in accordance with the Group's investment objectives. These future valuations are determined by many factors but include the operational and financial performance of the underlying investee companies, as well as market perceptions of the future of the economy and its impact upon the economic environment in which these companies operate. This risk represents the potential loss that the Group might suffer through holding its financial investment portfolio in the face of market movements, which was a maximum of £417,217 (2023: £891,255).

The investments in equity of quoted companies that the Group holds are less frequently traded than shares in more widely traded securities. Consequently, the valuations of these investments can be more volatile.

Market price risk sensitivity

The table below shows the impact on the return and net assets of the Group if there were to be a 20% movement in overall share prices of the financial investments held at 30 June 2024.

The impact of a change of 20% has been selected as this is considered reasonable given the current level of volatility observed and assumes a market value is attainable for the Group's unlisted investments.

Currency risk

The Directors consider that there is minimal significant currency risk faced by the Group. The current foreign currency transactions the Group enters are denominated in CAD$ and USD$ in relation to transactions associated with exploration and evaluation option payments and property expenditures. The Group maintains minimal foreign currency holdings to minimize this risk.

Credit risk

Credit risk is the risk that a counterparty will fail to discharge an obligation or commitment that it has entered into with the Group. The Group's maximum exposure to credit risk is:

The Group's cash balances are held in accounts with HSBC, BLK.FX, Bank of Montreal and with its Investment Broker accounts.

Fair value of financial assets and liabilities

Trade and other receivables

The following table sets out the fair values of financial assets within Trade and other receivables.

There are no financial assets which are past due and for which no provision for bad or doubtful debts has been made.

Trade and other payables

The following table sets out financial liabilities within Trade and other payables. These financial liabilities are predominantly non-interest bearing, excluding the existing convertible loan notes. Other liabilities include tax and social security payables and provisions which do not constitute contractual obligations to deliver cash or other financial assets.

Trade and other payables

The following table sets out the fair values of financial liabilities within trade and other payables.

Convertible loan notes

On 11 July 2023, the Company issued convertible loan notes (CLN) to Crestmont Invest, Logic Nominees, Thomas Solomon and Paul Gurney. The gross proceeds totalled £340,000 and the loan notes have an annual interest rate of 12%.

On 20 May 2024, the Group issued and allotted 121,531,891 new ordinary shares at a price of 0.5 pence per share as part of a shares for debt settlement. No cash was received from the issue of these shares. The debts settled mainly included amounts owed to suppliers of the Group, the directors of the Company and individuals that provided convertible loans to the Company.

Share based payments

The outstanding share options and warrants as at 30 June 2024 are shown below:

The expected volatility of the options is based on historical volatility for the six months prior to the date of granting. No options or warrants were granted during the year ended 30 June 2024.

A reconciliation of options and warrants granted over the year to 30 June 2024 is shown below:

Employee benefit expense

The total number of Directors who served in the year was 3 (2023: 4). There are no employees of the Group.

The following amounts were paid during the year to Directors:

Group

Amounts included in Directors fees and salaries include £216,000 (2023: £315,000) in relation to director fees and consulting fees. Details of fees paid to Companies and Partnerships of which the Directors detailed above are Directors and Partners have been disclosed in Note 27.

Directors' remuneration

Year ended 30 June 2024

Remuneration hasn't been paid in full to all directors, the amounts referenced above have either been accrued or partially paid. Refer to note 27 for amounts still owning to the Directors.

*Andrew Male's remuneration also includes his consulting fees related to his Company; Westridge Management International Limited.

Year ended 30 June 2023

The interest income on the convertible loan is interest on the AAM convertible loans. This interest is subsequently impaired. Refer to note 9 for further information.

Other gains

Group

The other gains balance is made up of the net gains that were realised after the transactions that took place as part of the settlement agreement with Cronin Services. The settlement led to net gains on payables that were extinguished, in addition to receivables and loan balances being written off.

Loss on disposal of investments

Group

The realised loss on investment comes from the loss realised after the Group disposed of the shares they previously owned during the year ended 30 June 2024.

Income tax expense

No charge to taxation arises due to the losses incurred.

Group

The weighted average applicable tax rate of 15.9% (2023: 18%) used is a combination of the 19% standard rate of corporation tax in the UK, 15% Canadian corporation tax and 21% US corporation tax.

The Company has tax losses of approximately £2,989,637 (2023: £2,853,785) available to carry forward against future taxable profits. No deferred tax asset has been recognised on accumulated tax losses because of uncertainty over the timing of future taxable profits against which the losses may be offset.

Earnings per share

Group

The calculation of the basic loss per share of 0.1 pence (2023: 1 pence) is based on the loss the loss attributable to equity owners of the group of £855,966 (2023: loss of £3,997,899), and on the weighted average number of ordinary shares of 621,330,333 (2023: 578,496,992) in issue during the period.

Details of share options and warrants that could potentially dilute earnings per share in future periods are set out in Note 16.

Expenses by nature

Group

Commitments

License commitments

The Group owns a number of exploration licences in Canada. These licences include commitments to pay minimum spend requirements. The Group have entered into option agreements on all of their properties aside from newly staked properties, Northern Treasure and Foggy Mountain - which was disposed of as part of the settlement agreement detailed in note 6. As part of these option agreements, the minimum spend obligations have been passed onto the Optionees. Refer to note 5 for further information.

As at 30 June 2024 these are as follows:

Group

Minimum spend requirement £

Related party transactions

Details of the Directors' remuneration can be found in Note 18. Key Management Personnel are considered to be the Directors.

During the year, the Group remitted amounts totalling £110,724 (2023: £59,000) to Westridge Management International Ltd. A company controlled by Andrew Male, a Director of the group. £50,274 of the payments were paid via the issue of 10,144,850 shares at £0.005 per share. The amount outstanding owing to Westridge Management at the year-end was £90,276 (2023: £65,000).

During the year, the Group remitted amounts totalling £24,171 (2023: nil) to Windy Apple Ventures Ltd. A company controlled by Paul Gurney, who was a Director of the group during the year ended 30 June 2024 (resigned 18 October 2024). £8,171 of the payments were paid via the issue of 1,634,261 shares at £0.005 per share The amount accrued and outstanding owing to Windy Apple Ventures Ltd. at the year-end was £48,240 (2023: £22,500).

On 3 July 2023, the Company issued a convertible loan note (CLN) to Paul Gurney. The gross proceeds totalled £15,000 and the loan had an annual interest rate of 12%.

During the year, the Group remitted amounts totalling £16,000 (2023: nil) to Emma Priestley. The amount accrued and outstanding to Emma at the year-end was £47,000 (2023: £30,000).

Discontinued operation

During the year, the Company disposed of Kudu Resources Limited, a subsidiary of the Company for CAD 5,000 (£2,775). Kudu Resources Limited had net liabilities of £222,190. The Group has recognised a gain from the subsidiary at the point of disposal amounting to £232,071 and this was recognised in the statement of comprehensive income.

As the operations of Kudu Resources Limited were discontinued, the comparative profit and loss has been restated in accordance with IFRS 5 to move the costs in 2023 that relate to the subsidiary to discontinued operations.

The profit and loss for Kudu Resources Limited is below:

Ultimate controlling party

The Directors believe there is no ultimate controlling party.

Contingent liability

There is an ongoing dispute between Cloudbreak Discovery Exploration (subsidiary) and the Canada Revenue Agency ("CRA") related to an incorrect tax being charged to the subsidiary for their 2021 tax return. The CRA claimed that an outstanding liability of $304,597 CAD is due in relation to the return, which the Group disagree with due to their loss-making position over the previous years. An amended return has been sent by the subsidiary to the CRA to correct this amount and management have been engaging with the CRA to resolve the matter.

Events after the reporting date

On 25 July 2024, the Company issued 403,864,936 new ordinary shares of £0.001 each as follows:

• 16,652,055 new ordinary shares issued at a price of £0.004 per Share, to correct the position created by the conversion of convertible loan notes on 22 May 2024, where too few ordinary shares were issued as a result of the miscalculation of the conversion price;
• 305,832,210 new ordinary shares issued at a price of £0.002968 per Share, pursuant to the conversion of an outstanding debt owed by the Company to the value of £907,710; and
• 81,380,671 new ordinary shares issued at a price of £0.002968 per Share to certain creditors of the Company to capitalise amounts owed to them for the provision of their services to the Company

On 18 October 2024, Paul Gurney resigned from the Board.