REG - Celsius Resources Ld - Half Year Report
13/03/2026 10:00
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RNS Number : 5995W Celsius Resources Limited 13 March 2026
ASX/AIM RELEASE
13 March 2026
Interim Results
_______________________________________________________________________________
Celsius Resources Limited ("Celsius" or the "Company") (ASX,AIM:CLA) announces
its interim results for the six months ended 31 December 2025.
A copy of the report is also available on the Company's website:
https://celsiusresources.com (https://celsiusresources.com) .
This announcement has been authorised for release by the Board.
This announcement contains inside information for the purposes of Article 7 of
the UK version of Regulation (EU) No 596/2014 which is part of UK law by
virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon
the publication of this announcement via a Regulatory Information Service,
this inside information is now considered to be in the public domain.
Celsius Resources Contact Information
Level 5, 191 St. Georges Terrace
Perth WA 6000
PO Box 7059
Cloisters Square PO
Perth WA 6850
P: +61 8 9324 4516
E: info@celsiusresources.com.au (mailto:info@celsiusresources.com.au)
W: www.celsiusresources.com (http://www.celsiusresources.com)
Celsius Resources Limited
Neil Grimes P: +61 419 922 478
E: info@celsiusresources.com.au (mailto:info@celsiusresources.com.au)
W: www.celsiusresources.com (http://www.celsiusresources.com)
Multiplier Media
(Australia Media Contact) M: +61 402 075 707
Jon Cuthbert E: jon.cuthbert@multiplier.com.au (mailto:jon.cuthbert@multiplier.com.au)
Zeus
(Nominated Adviser & Broker)
James Joyce/ P: +44 (0) 20 3 829 5000
James Bavister
Review of operations
The loss for the consolidated entity after providing for income tax and
non-controlling interest amounted to $2,173,284 (31 December 2024:
$7,359,463).
Makilala Mining Company, Inc. ("MMCI"), an affiliate of Celsius in the
Philippines, is nearing completion of the Front-End Engineering Design and
Definitive Feasibility Study("DFS") to support the development of its flagship
Maalinao-Caigutan-Biyog Copper-Gold Project ("MCB Project") in the Cordillera
Administrative Region.
With more than 90 percent of deliverables finalized, major
components-including mine design, process plant layout, and surface
infrastructure planning-are already in place.
Supporting this progress is the completion of the Geotechnical and
Hydrogeological drilling program which produced a comprehensive dataset
critical to design optimization. Hydrogeological investigations also provided
critical insights into rock mass permeability, groundwater conditions, and
hydraulic conductivity which are essential for slope stability, groundwater
management, and preliminary infrastructure design.
Significant milestone was also achieved with the release of the JORC-Compliant
2025 Mineral Resource Estimate and Maiden Ore Reserve Statement. The 2025 MRE
reflects an increase of 5 Mt bringing the global resource to 343 Mt @ 0.46%
copper and 0.12 g/t gold. This equates to 1.6 Mt of contained copper and 1.4
Moz of contained gold, reported at a preferred lower cutoff grade of 0.2%
copper. The updated MRE has substantially improved confidence in the resource
base. Strengthening of the Measured category confirmed the continuity of
copper mineralisation, while refined boundaries of mineralised zones provided
a clearer picture of higher-grade domains. Additional diamond drilling
delineated shallow high-grade copper mineralisation, enhancing grade
distribution at higher cutoff grades.
The underground Ore Reserve totals 130.2 million tonnes at 0.66% copper and
0.21 g/t gold, containing 856,000 tonnes of copper and 891,000 ounces of gold
at a copper equivalent grade of 0.84%. This reserve now forms the basis of the
mine plan and underpins financing discussions with potential partners and
institutions.
Metallurgical testwork has reinforced confidence in the MCB Project, with
recent drilling confirming consistent high-grade copper mineralisation beyond
resource model expectations. These results validate the robustness of the
deposit and support ongoing assessments. Studies further show the project can
reliably produce high-quality copper and gold concentrates, strengthening its
technical and economic foundations.
Together, the updated Mineral Resource Estimate, Maiden Ore Reserve, and
metallurgical results provide a solid technical and economic foundation for
mine development, financing, and long-term operations.
As part of preparations for early works and construction, MMCI advanced key
regulatory processes to ensure compliance and operational readiness.
The National Water Resources Board (NWRB) granted MMCI a conditional water
permit, authorizing the initiation of water use activities essential for
project operations. Compliance obligations include installing calibrated water
measuring devices and submitting quarterly utilization reports. These measures
allow the NWRB to validate withdrawals, assess sustainability, and safeguard
community water rights. Transition to a permanent permit will depend on MMCI's
continued adherence to these requirements.
For land preparation, MMCI has formally submitted its application for a
Tree-Cutting Permit to the Department of Environment and Natural Resources
(DENR). The submission package includes site plans, environmental impact
assessments, and compliance documentation, demonstrating adherence to
regulatory standards. This process is aligned with the finalized mine design
and layout, identifying specific zones where tree removal may be necessary for
infrastructure. Coordination with DENR officials is ongoing to facilitate
review and ensure timely issuance of the permit in line with project
schedules.
To streamline construction permitting, MMCI developed a draft Memorandum of
Agreement and Implementation Plan. Consultations with the Local Government
Unit of Pasil are scheduled to refine provisions and formalize the agreement,
ensuring transparency and efficiency in the permitting process.
In parallel with technical studies, MMCI has continued to strengthen its
partnership with the host community through a series of strategic social and
economic initiatives that build local capacity and promote sustainable
development. These interventions are anchored on transparency, inclusivity,
and long-term impact.
Regular stakeholder meetings ensure open communication, collaborative
decision-making, and accountability in project implementation. Skills training
and workforce development programs, delivered in partnership with TESDA and
local providers, enhance employability while supporting community
infrastructure projects. Educational assistance and scholarships expand the
local talent pool, cultivating future professionals-including Mining
Engineering scholars-who can contribute to the industry and regional growth.
Complementing these efforts, MMCI has also provided healthcare services to
address immediate needs and strengthen community resilience. Together, these
initiatives reinforce trust, empower individuals, and weave social
responsibility into the fabric of project development, ensuring that the
benefits of the MCB Copper-Gold Project extend meaningfully to its host
community.
Botilao Copper-Gold Prospect, Philippines
MMCI is actively progressing the renewal of its tenement permit, a critical
regulatory requirement to sustain exploration and development activities at
the MCB Copper-Gold Project. The renewal process involves the preparation and
submission of comprehensive work programs that cover Exploration,
Environmental Management, and Community Development.
Sagay Copper-Gold Project, Philippines
Tambuli Mining Company, Inc. ("TMCI"), a wholly owned subsidiary of Celsius in
the Philippines, continues to comply with the key requirements for the
approval of its Declaration of Mining Project Feasibility ("DMPF")
application.
Opuwo Cobalt Project, Namibia
Several parties have expressed interest in acquiring this Project and are
continuing with their due diligence. As of the date of this report, no binding
agreement has been reached and, although discussions are continuing, there can
be no certainty that any binding agreement will be reached or the timing of
any such agreement.
The Opuwo tenement permit EL4346 is due for renewal. The Company has lodged
the necessary documentation to have the permit renewed with the Ministry of
Mines. The tenement remains active until such time that it is renewed by the
Ministry of Mines and the Company is continuing discussions on the renewal
process with the Namibian authorities.
Cullarin West Project, Australia
The Company is in the process of relinquishing its interest in this project.
No development activities were conducted during the half year ended 31
December 2025.
Statement of profit or loss and other comprehensive income
For the half-year ended 31 December 2025
Note 31 Dec 2025 31 Dec 2024
$ $
Revenue
Other income 1,653 77
Expenses
Directors' and employee benefits expense (260,154) (157,518)
Travel and accommodation (44,204) (17,568)
Depreciation and amortisation expense (44,003) (10,825)
Legal and other professional fees (282,320) (417,046)
Exploration expenditure (1,015,315) (281,874)
Other expenses (588,401) (393,345)
Foreign exchange loss 78,618 12,910
Loss before income tax expense from continuing operations (2,154,126) (1,265,189)
Income tax expense - -
Loss after income tax expense from continuing operations (2,154,126) (1,265,189)
Loss after income tax expense from discontinued operations 4 (19,158) (6,094,274)
Loss after income tax expense for the half-year (2,173,284) (7,359,463)
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation (665,127) 803,491
Other comprehensive income for the half-year, net of tax (665,127) 803,491
Total comprehensive income for the half-year (2,838,411) (6,555,972)
Loss for the half-year is attributable to:
Non-controlling interest - -
Members of parent entity (2,173,284) (7,359,463)
(2,173,284) (7,359,463)
Total comprehensive income for the half-year is attributable to:
Non-controlling interest - continuing operations - -
Non-controlling interest - discontinuing operations (69) 21,023
Non-controlling interest (69) 21,023
Member of parent entity - continuing operations (2,838,342) (6,576,995)
Member of parent entity - discontinuing operations - -
Member of parent entity (2,838,342) (6,576,995)
(2,838,411) (6,555,972)
Cents Cents
Earnings per share for loss from continuing operations attributable to the
owners of Celsius Resources Limited
Basic earnings per share (0.07) (0.05)
Diluted earnings per share (0.07) (0.05)
Earnings per share for loss from discontinued operations attributable to the
owners of Celsius Resources Limited
Basic earnings per share 0.00 (0.24)
Diluted earnings per share 0.00 (0.24)
Earnings per share for loss attributable to the owners of Celsius Resources
Limited
Basic earnings per share (0.07) (0.29)
Diluted earnings per share (0.07) (0.29)
Statement of financial position
As at 31 December 2025
Note 31 Dec 2025 30 Jun 2025
Assets $ $
Current assets
Cash and cash equivalents 2,157,612 4,368,851
Trade and other receivables 251,058 38,826
Other current assets 81,394 158,645
2,490,064 4,566,322
Fixed assets classified as held for sale 3,453 3,159
Assets of disposal groups classified as held for sale 5 3,044,423 3,042,006
Total current assets 5,537,940 7,611,487
Non-current assets
Exploration and evaluation 6 32,394,827 23,635,393
Mine development 444,831 444,831
Property, plant and equipment 334,241 264,876
Right of use asset 106,979 143,016
Total non-current assets 33,280,878 24,488,116
Total assets 38,818,818 32,099,603
Liabilities
Current liabilities
Trade and other payables 1,363,315 693,645
Other liabilities 1,838,920 1,699,220
Lease liabilities 45,170 33,592
Liabilities directly associated with assets classified as held for sale 7 54,302 49,680
Total current liabilities 3,301,707 2,476,137
Non-current liabilities
Interest bearing liabilities 8 10,852,138 3,073,552
Lease liabilities 67,788 98,009
Total non-current liabilities 10,919,926 3,171,561
Total liabilities 14,221,633 5,647,698
Net assets 24,597,185 26,451,905
Equity
Issued capital 9 86,802,161 85,852,075
Reserves 10 (1,915,041) (1,283,588)
Accumulated losses (60,289,133) (58,115,849)
Equity attributable to the owners of Celsius Resources Limited 24,597,987 26,452,638
Non-controlling interest 11 (802) (733)
Total equity 24,597,185 26,451,905
Statement of changes in equity
For the half-year ended 31 December 2025
Issued Accumulated Share based payments Foreign currency translation Non-controlling Total equity
capital losses reserve reserve interest
Consolidated $ $ $ $ $ $
Balance at 1 July 2024 81,188,958 (50,545,981) 502,759 (2,722,158) (1,748) 28,421,830
Loss after income tax expense for the half-year - (7,359,463) - - - (7,359,463)
Other comprehensive income for the half-year, net of tax - - - 782,468 21,023 803,491
Total comprehensive income for the half-year - (7,359,463) - 782,468 21,023 (6,555,972)
Transactions with owners in their capacity as owners:
Contributions of equity, net of transaction costs 1,680,172 - - - - 1,680,172
Share-based payments - - 144,795 - - 144,795
Balance at 31 December 2024 82,869,130 (57,905,444) 647,554 (1,939,690) 19,275 23,690,825
Issued Accumulated Share based payments Foreign currency translation Non-controlling Total equity
capital losses reserve reserve interest
Consolidated $ $ $ $ $ $
Balance at 1 July 2025 85,852,075 (58,115,849) 1,038,450 (2,322,038) (733) 26,451,905
Loss after income tax expense for the half-year - (2,173,284) - - - (2,173,284)
Other comprehensive income for the half-year, net of tax - - - (665,058) (69) (665,127)
Total comprehensive income for the half-year - (2,173,284) - (665,058) (69) (2,838,411)
Transactions with owners in their capacity as owners:
Contributions of equity, net of transaction costs 983,691 - - - - 983,691
Share-based payments (33,605) - 33,605 - - -
Balance at 31 December 2025 86,802,161 (60,289,133) 1,072,055 (2,987,096) (802) 24,597,185
Statement of cash flows
For the half-year ended 31 December 2025
Note 31 Dec 2025 31 Dec 2024
Cash flows from operating activities $ $
Payments to suppliers and employees (inclusive of GST) (2,144,389) (1,091,926)
Interest received 1,678
Net cash used in operating activities (2,142,711) (1,091,926)
Cash flows from investing activities
Payments for property, plant and equipment (122,906) (38,840)
Payments for exploration and evaluation (9,036,781) (1,134,168)
Net cash used in investing activities (9,159,687) (1,173,008)
Cash flows from financing activities
Proceeds from issue of shares 9 1,069,453 1,807,295
Share issue transaction costs (85,761) (182,327)
Proceeds from loans 8,215,411 -
Net cash from financing activities 9,199,103 1,624,968
Net decrease in cash and cash equivalents (2,103,295) (639,969)
Cash and cash equivalents at the beginning of the financial half-year 4,368,851 1,599,725
Effects of exchange rate changes on cash and cash equivalents (107,944) 24,724
Cash and cash equivalents at the end of the financial half-year 2,157,612 984,480
Notes to the financial statements
Note 1. Material Accounting Policies
The half-year financial report is a general purpose financial report prepared
in accordance with the Corporations Act 2001 and AASB 134 'Interim Financial
Reporting'. Compliance with AASB 134 ensures compliance with International
Accounting Standard 34 'Interim Financial Reporting'.
The half-year financial report does not include full disclosures of the type
normally included in an annual financial report. It is recommended that this
half-year financial report be read in conjunction with the annual financial
report for the year ended 30 June 2025 and any public announcements made by
Celsius Resources Limited during the half-year in accordance with continuous
disclosure requirements arising under the Corporations Act 2001.
The accounting policies and methods of computation adopted in the preparation
of the half-year financial report are consistent with those adopted in the
annual financial report for the year ended 30 June 2025.
Going concern
The financial statements have been prepared on the going concern basis that
contemplates the continuity of normal business activities and the realisation
of assets and extinguishment of liabilities in the ordinary course of
business.
As disclosed in the financial statements, the Group incurred a loss for the
half-year of $2,173,284 and had net cash out-flows from operating activities
of $2,142,711 and from investing activities of $9,159,687 for the half-year
ended 31 December 2025.
These factors indicate a material uncertainty which may cast significant doubt
as to whether the consolidated entity will continue as a going concern and
therefore whether it will realise its assets and extinguish its liabilities in
the normal course of business and at the amounts stated in the financial
report.
The Directors believe that there are reasonable grounds to believe that the
consolidated entity will be able to continue as a going concern, after
consideration of the following factors:
· Throughout the second half of 2025 and as per the terms of the
First OLSA between MMCI and MIC, drawdown of funds has been transferred to
continue the Feasibility Study update and FEED programs. A total of US$7.5
million has been transferred into MMCI up to 31 December 2025;
· Completion of a capital raising in February 2026 achieving AUD
9.3 million before costs (Net AUD 8.7 million);
· The Group's ability to reduce expenditure as and when required
including, but not limited to, reviewing all expenditure for deferral or
elimination, until the Group has sufficient funds; and
· Ability of the Group to raise further funds through subsequent
capital raisings as evidenced during the current financial year.
Accordingly, the Directors believe that the consolidated entity will be able
to continue as a going concern and that it is appropriate to adopt the going
concern basis in the preparation of the financial report.
The financial report does not include any adjustments relating to the amounts
or classification of recorded assets or liabilities that might be necessary if
the consolidated entity does not continue as a going concern.
Note 2. Critical accounting judgements, estimates and assumptions
The directors evaluate estimates and judgements incorporated into the
financial statements based on historical knowledge and best available current
information. Estimates assume a reasonable expectation of future events and
are based on current trends and economic data, obtained both externally and
within the consolidated entity.
There have been no judgements, apart from those involving estimation, in
applying accounting policies that have a significant effect on the amounts
recognised in these financial statements.
Following is a summary of the key assumptions concerning the future and other
key sources of estimation at reporting date that have not been disclosed
elsewhere in these financial statements:
Exploration and evaluation expenditure
Exploration and evaluation costs have been capitalised on the basis that
activities in the area have not yet reached a stage that permits reasonable
assessment of the existence of economically recoverable reserves. Key
judgements are applied in considering costs to be capitalised which includes
determining expenditures directly related to these activities and allocating
overheads between those that are expensed and capitalised.
Share based payment transactions
The consolidated entity measures the cost of equity-settled transactions by
reference to the fair value of the equity instruments at the date at which
they are granted. The fair value is determined by using an appropriate
valuation model taking into account the terms and conditions upon which the
instruments were granted. The accounting estimates and assumptions relating to
equity-settled share-based payments would have no impact on the carrying
amounts of assets and liabilities within the next annual reporting period but
may impact profit or loss and equity.
New and Revised Accounting Standards and Interpretations
The consolidated entity has adopted all of the new or amended Accounting
Standards and Interpretations issued by the Australian Accounting Standards
Board ('AASB') that are mandatory for the current reporting period. Any new or
amended Accounting Standards or Interpretations that are not yet mandatory
have not been early adopted.
Note 3. Segment information
The consolidated entity operates within two geographical segments within the
mineral exploration and extraction industry, being Australia, Namibia and
Philippines. The segment information provided to the chief operating decision
maker is as follows:
Corporate activities Exploration & corporate activities Exploration & corporate activities
Australia Namibia Philippines Consolidated
$ $ $ $
Six months ended 31 December 2025
Interest revenue 1,059 - 594 1,653
Total income 1,059 - 594 1,653
Segment results before income tax (974,384) (19,158) (1,179,742) (2,173,284)
Loss before income tax (973,325) (19,158) (1,179,148) (2,171,631)
Segment assets 882,552 3,052,036 34,884,230 38,818,818
Segment liabilities (117,359) (54,302) (14,049,972) (14,221,633)
Net assets 765,193 2,997,734 20,834,258 24,597,185
Six months ended 31 December 2024
Interest revenue - - 77 77
Intersegment revenue - 108,718 - 108,718
Intersegment elimination (108,718) - - (108,718)
Total income (108,718) 108,718 77 77
Segment results before income tax (827,351) (6,094,274) (437,838) (7,359,463)
Loss before income tax (827,351) (6,094,274) (437,838) (7,359,463)
Segment assets 1,053,597 3,048,872 21,333,143 25,435,612
Segment liabilities (399,433) (43,531) (1,301,823) (1,744,787)
Net assets 654,164 3,005,341 20,031,320 23,690,825
Note 4. Discontinued operations
Consolidated
31 Dec 2025 31 Dec 2024
$ $
Discontinued other income - debt forgiveness - 108,718
Legal and other professional fees (18,829) (23,578)
Other expenses (329) (4,322)
Depreciation - -
Travel and accommodation - -
Impairment of exploration expenditure - (6,175,092)
Total expenses (19,158) (6,202,992)
Loss before income tax expense (19,158) (6,094,274)
Income tax expense - -
Loss after income tax expense from discontinued operations (19,158) (6,094,274)
Note 5. Assets of disposal groups classified as held for sale
Consolidated
31 Dec 2025 30 Jun 2025
$ $
Other current assets 22,048 20,171
Exploration and evaluation 3,016,025 3,016,025
Prepayments 6,350 5,810
3,044,423 3,042,006
During the 2024 reporting period, the board has decided to reclassify the
Opuwo Cobalt Group, View Nickel Pty and Cullarin Metals Pty to Assets Held for
Sale. As part of this reclassification, the board impaired the capitalised
exploration costs up to 30 June 2024.
Since this date, the Directors have received a number of non-binding offers
from various parties. All of the offers are contingent on the successful
renewal of the underlying tenement from the Namibian Government. An
application by Celsius for the renewal of its exclusive prospecting licence
has been submitted in accordance with the Namibian Minerals (Prospecting and
Mining) Act, 1992 and does not expire until such application is refused,
withdrawn or lapsed.
Note 6. Deferred exploration expenditure
Consolidated
31 Dec 2025 30 Jun 2025
$ $
Expenditure brought forward at the beginning of the period 23,635,393 19,577,942
Expenditure incurred 9,799,922 4,201,800
Foreign exchange movements (1,040,488) (144,349)
Expenditure at the end of the period 32,394,827 23,635,393
Note 7. Liabilities directly associated with assets classified as held for
sale
Consolidated
31 Dec 2025 30 Jun 2025
$ $
Trade and other payables 54,302 49,680
54,302 49,680
Note 8. Loans and borrowings
Consolidated
31 Dec 2025 30 Jun 2025
$ $
Secured loan 10,852,138 3,073,552
10,852,138 3,073,552
In February 2025 the Company's Philippine affiliated company (formerly
subsidiary), Makilala Mining Company, Inc. ("MMCI") entered into a Binding
Term Sheet for a bridge loan facility ("Facility") to fully finance the
updating of the Company's Feasibility Study and Front-End Engineering Design
("FEED"), and to partially finance the development and operations of the
Maalinao-Caigutan-Biyog Copper-Gold Project ("MCB") Project; and to maintain
regulatory compliance of the MCB Project.
The binding term sheet Facility is for up to USD 76.4 million, of which US$10
million was made available under the First Omnibus Loan and Security Agreement
("First OLSA"), of which USD 7.5 million was drawn down as of 31 December
2025.
Interest is compounded quarterly and added to the principal amount, payable on
maturity date at a fixed interest rate of 12.5%, compounded quarterly. The
loan is a United States dollar denominated loan which is carried at amortised
cost.
The availability period under the First OLSA is nine (9) months from signing
which can be extended by mutual agreement, with funding tied to the
satisfactory completion of the FEED and updated Study. The availability period
for the balance under the facility of USD 66.4 million is subject to
satisfactory completion of the FEED and updated Feasibility Study, up to 24
months from signing. The tenor for the entire Facility covering the OLSAs is
three (3) years, and the maturity date is three (3) years after the first
drawdown under the Second OLSA, which is yet to be signed.
The Facility is secured by a Real Estate Mortgage on MMCI's mining rights and
Project-related property; a security interest in collateral, moveable assets
and project documents; Share Collateral on shares of the Company's
wholly-owned Philippine subsidiary Makilala Holding Limited and Sodor, Inc. in
MMCI; Control over the Project's financial accounts; and Corporate Suretyship
from Celsius Resources Limited for 40% of the Facility Amount.
The Company has USD 2.5 million undrawn under the First OLSA available at 31
December 2025.
Note 9. Issued capital
Ordinary shares
Consolidated
31 Dec 2025 30 Jun 2025 31 Dec 2025 30 Jun 2025
Shares Shares $ $
Ordinary shares - fully paid 3,241,488,452 3,135,488,452 86,802,161 85,852,075
Movements in ordinary share capital
Details Date Shares Issue price $
Balance 1 July 2025 3,135,488,452 85,852,075
Placement for share capital 19 November 2025 106,000,000 GBP0.005 1,069,453
Capital raising costs - (119,367)
Balance 31 December 2025 3,241,488,452 86,802,161
During the period, there were no exercised options or warrants.
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the
proceeds on the winding up of the company in proportion to the number of and
amounts paid on the shares held. The fully paid ordinary shares have no par
value and the company does not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy
shall have one vote and upon a poll each share shall have one vote.
Share buy-back
There is no current on-market share buy-back.
Note 10. Reserves
Consolidated
31 Dec 2025 30 Jun 2025
$ $
Foreign currency translation reserve (2,987,096) (2,322,038)
Share-based payment reserve 1,072,055 1,038,450
Total reserves (1,915,041) (1,283,588)
Movements in reserves
Movements in each class of reserve during the current financial half-year are
set out below:
Share based payment reserve 31 Dec 2025 30 June 2025
$ $
Balance at the beginning of the period 1,038,450 502,759
Issue of options - capital raising costs 33,605 535,691
Balance at the end of the period 1,072,055 1,038,450
During the six-month period, the consolidated entity issued the following
options and warrants:
● On 14 August 2025 122,075,070 listed free-attaching options were issued at an
exercise price of $0.01 and expiring 20 May 2028.
● On 19 November 2025 5,300,000 warrants were issued at an exercise price of
$0.015 and expiring 19 November 2028.
Consolidated
31 Dec 2025 30 Jun 2025
Foreign currency translation reserve $ $
Balance at the beginning of the period (2,322,038) (2,722,158)
Translation of foreign entities (665,058) 400,120
Balance at the end of the period (2,987,096) (2,322,038)
The reserve is used to recognise exchange differences arising from the
translation of financial statements of foreign operations to Australian
dollars.
Note 11. Non-controlling interest
Consolidated
31 Dec 2025 30 Jun 2025
$ $
Retained profits/(accumulated losses) (802) (733)
Total Non-controlling interest (802) (733)
Note 12. Dividends
No dividends have been paid or provided for during the half-year (31
December 2024: nil).
Note 13. Contingent liabilities
The 30 June 2025 Annual Report disclosed that the Company's affiliate Makilala
Mining Company Inc. (MMCI) had been issued an invoice from Sarmiento Loriega
Law Office (SL Law) claiming a 3% finder's fee, premium or success fee in
respect of the First omnibus loan and security agreement (First OLSA) with
Maharlika Investment Corporation. The MMCI President, Julito R. Sarmiento, is
a founding partner of SL Law. MMCI intends to conduct an independent legal
review to determine the validity of the claim.
The consolidated entity had no other contingent liabilities as at 31 December
2025.
Note 14. Commitments for expenditure
There were no significant changes in commitments held by the Group since the
last annual reporting date.
Note 15. Events after the reporting period
On 18 February 2026 the Company announced Peter Hume, the Company's
long-standing Non-Executive Director, former Managing Director and Technical
Director of its Philippine affiliate Makilala Mining Company, Inc. had been
appointed as interim Non-Executive Chairman of the Company.
On 23 February 2026, the Company announced it had secured firm commitments of
$9.3 million through a strongly supported institutionally backed Placement
(Placement). New shares have been conditionally subscribed for at a price of
$0.02 per share and were issued with one free-attaching option for every two
shares subscribed for at an exercise price of $0.035 and expiring 3 years from
the date of issue (Placement Options). The fundraising is to take place in 2
tranches: the first will raise $9.265 million (before costs) and settled on 26
February 2026, with the second tranche of funding of $35k and the Placement
Options being subject to shareholder approval at a General Meeting to be held
in April 2026.
In the directors' opinion:
● the attached financial statements and notes comply with the Corporations Act
2001, Australian Accounting Standard AASB 134 'Interim Financial Reporting',
the Corporations Regulations 2001 and other mandatory professional reporting
requirements;
● the attached financial statements and notes give a true and fair view of the
consolidated entity's financial position as at 31 December 2025 and of its
performance for the financial half-year ended on that date; and
● there are reasonable grounds to believe that the company will be able to pay
its debts as and when they become due and payable.
Signed in accordance with a resolution of directors made pursuant to section
303(5)(a) of the Corporations Act 2001.
On behalf of the directors
___________________________
Peter Hume
Non-Executive Chairman
13 March 2026
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