REG - Cloudbreak Discovery - Interim Results Period Ended 31 December 2025
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RNS Number : 9585X Cloudbreak Discovery PLC 25 March 2026
25 March 2026
Cloudbreak Discovery Plc
("Cloudbreak" or the "Company")
Interim Results for the Period Ended 31 December 2025
Cloudbreak Discovery Plc (LSE: CDL), a leading London listed natural resources
company unlocking high-grade gold potential through strategic project
investments in Western Australia's most prolific mineral belts, is pleased to
announce its Interim Results for the six months ended 31 December 2025 ("H2
2025" or the "Period").
Chairmans review of interim period
I am pleased to present the interim results for the six months ended 31 December 2025, a period in which the Company has taken decisive steps to strengthen its financial position and lay the foundations for long-term value creation.
During the period, we remained firmly focused on executing our strategy of building a high-quality portfolio of natural resource projects and royalties. While the Company continues to operate at an early stage, the progress made over the past six months marks a clear transition toward a more robust and opportunity-driven business.
The Group reported a loss of £523,218 for the period (2024: £1,022,322 loss), representing a significant improvement year-on-year. This reflects tighter cost discipline alongside a more focused investment approach. Administrative expenses increased in line with activity levels as we actively advanced our portfolio, while exploration expenditure demonstrates our commitment to developing projects capable of delivering meaningful future returns.
Importantly, the Company materially strengthened its cash position during the period, with cash and cash equivalents increasing to £159,058 (30 June 2025: £53,197). This improvement was driven by successful capital raises, reflecting continued investor support and confidence in our strategy. We also took steps to simplify the balance sheet, including the disposal of non-core financial assets, allowing management to concentrate fully on value-generating opportunities.
Subsequent to the period end, we completed a further £1.85 million fundraise in January 2026. This represents a significant milestone for the Company, substantially enhancing our financial flexibility and providing a clear runway to advance our key projects. These funds will be directed toward the development of our Australian licences and the expansion of our project pipeline, where we see compelling opportunities to create shareholder value.
While the Group reported net liabilities at the period end, the successful post-period financing and continued support from investors demonstrate strong confidence in the Company's direction. The Board believes the Company is now better positioned than at any time in its recent history to execute its growth strategy and deliver on its objectives.
We are operating in a sector that offers considerable upside, particularly for companies with the agility to identify and develop high-potential assets at an early stage. Our model - combining project generation with royalty exposure - provides multiple pathways to value creation while managing risk through diversification and partnerships.
Looking ahead, we are focused on accelerating the advancement of our existing portfolio, securing strategic partnerships, and identifying new opportunities that align with our disciplined investment criteria. We remain committed to prudent capital management while ensuring we are well positioned to capitalise on the opportunities ahead.
On behalf of the Board, I would like to thank our shareholders for their continued support and belief in our strategy. We are confident that the actions taken during and after the period have positioned the Company for a more active and value-focused phase of growth, and we look forward to updating the market on our progress.
Responsibility Statement
The Directors are responsible for preparing the Interim Report in accordance
with the Disclosure Guidance and Transparency Rules of the United
Kingdom's Financial Conduct Authority ("DTR") and with International
Accounting Standard 34 on Interim Financial Reporting (IAS 34).
The Directors, being Emma Priestley, Thomas Evans and Peter Huljich confirm
that to the best of their knowledge:
· The interim financial statements, prepared in accordance with the
applicable set of accounting standards, give a true and fair view of the
assets, liabilities, financial position and profit or loss of the Company; and
· The interim financial statements have been prepared in accordance
with IAS 34 and that as required by DTR 4.2.7 and DTR 4.2.8, the Interim
Report gives a fair review of:
· Important events that have occurred during the first six months
of the year;
· The impact of those events on the financial statements;
· A description of the principal risks and uncertainties for the
remaining six months of the financial year;
· Details of any related party transactions that have materially
affected the Company's financial position or performance in the six months
ended 31 December 2025; and
· Any changes in the related parties transactions described in the
last annual report that could have a material effect on the financial position
or performance of the enterprise in the first six months of the current
financial year.
Peter Huljich
24 March 2025
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed
inside information for the purposes of Article 7 of Regulation (EU) No
596/2014 until the release of this announcement.
For additional information please contact:
Cloudbreak Discovery PLC Tel: +44 207 887 6139
Peter Huljich, Executive Chairman
AlbR Capital Limited Tel: +44 207 469 0930
(Financial Adviser)
David Coffman / Dan Harris
Marex Financial Tel: +44 207 655 6000
(Broker)
Angelo Sofocleous / Matt Bailey
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Note 31 December 2025 Unaudited 30 June 2025 Audited 31 December 2024 Unaudited
£ £ £
Non-Current Assets
Royalty asset - - 1
Intangible assets - - 79,300
Investments 4 32,054 31,849 285,461
Leased Asset - - 27,755
32,054 31,849 392,517
Current Assets
Trade and other receivables 112,021 1,358 295,042
Cash and cash equivalents 159,058 53,197 38,821
Convertible debenture receivables 5 - 175,000 1,591,442
271,079 229,555 1,925,305
Total Assets 303,133 261,404 2,317,822
Current Liabilities
Trade and other payables 698,709 566,294 433,382
Convertible loan notes 6 18,071 48,048 48,438
716,780 614,342 481,820
Total Liabilities 716,780 614,342 481,820
Net Assets (413,647) (352,938) 1,836,002
Equity attributable to owners of the Parent
Share capital 7 1,574,645 1,424,030 1,304,032
Share premium 7 18,343,673 18,111,340 18,051,340
Other reserves 296,870 203,647 85,957
Reverse asset acquisition reserve (4,134,019 (4,134,019) (4,134,019)
Retained losses (16,494,816) (15,957,936) (13,471,308)
Total Equity (413,647) (352,938) 1,836,002
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Continued operations Note 6 months to 31 December 2025 Unaudited 6 months to 31 December 2024 Unaudited
£ £
Profit on disposal of exploration & evaluation asset sales - 11,732
Administrative expenses (442,582) (222,877)
Exploration expenditure (82,274) -
Foreign exchange (losses)/gains (2,680) 41,054
Operating loss (527,536) (170,091)
Net finance income - 175,057
Finance costs (790) -
Other income 5,201 -
Other gains/(losses) - (845,994)
Gain/(Loss) on disposals of investments - 28,174
Impairment of loans - (123,705)
Unrealised fair value (loss)/gain on investments (93) (85,763)
Loss before income tax (523,218) (1,022,322)
Income tax - -
Loss for the year attributable to owners of the Parent (523,218) (1,022,322)
Basic and Diluted Earnings Per Share attributable to owners of the Parent
during the period (expressed in pence per share)
8 (0.04)p (0.1)p
6 months to 31 December 2025 Unaudited 6 months to 31 December 2024 Unaudited
£ £
Loss for the period (523,218) (1,022,322)
Other Comprehensive Income:
Items that may be subsequently reclassified to profit or loss
Currency translation differences (13,662) (76,408)
Other comprehensive income for the period, net of tax (536,880) (1,098,730)
Total Comprehensive Income attributable to owners of the parent (536,880) (1,098,730)
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Note Share capital Share premium Reverse asset acquisition reserve Other reserves Retained losses Total
£ £ £ £ £ £
Balance as at 1 July 2024 900,167 17,239,349 (4,134,019) 162,365 (12,448,986) 1,718,876
Loss for the year - - - - (1,022,322) (1,022,322)
Currency translation differences - - - (76,408) - (76,408)
Total comprehensive income for the year - - - (76,408) (1,022,322) (1,098,730)
Issue of shares 403,865 811,991 - - - 1,215,856
Total transactions with owners, recognised directly in equity 403,865 811,991 - - - 1,215,856
Balance as at 31 December 2024 1,304,032 18,051,340 (4,134,019) 85,957 (13,471,308) 1,836,002
Balance as at 1 July 2025 1,424,030 18,111,340 (4,134,019) 203,647 (15,957,936) (352,938)
Loss for the year - - - - (523,218) (523,218)
Currency translation differences - - - 34,846 (13,662) 21,184
Total comprehensive income for the year - - - 34,846 (536,880) (502,034)
Issue of shares 150,615 232,333 - - - 382,948
Repaid convertible loan notes - - - (1,023) - (1,023)
Shares to be issued - - - 59,400 - 59,400
Total transactions with owners, recognised directly in equity 150,615 232,333 - 58,377 - 441,325
Balance as at 31 December 2025 1,574,645 18,343,673 (4,134,019) 296,870 (16,494,816) (413,647)
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
Note 6 months to 31 December 2025 Unaudited 6 months to 31 December 2024 Unaudited
£ £
Cash flows from operating activities
Loss before income tax (523,218) (1,022,322)
Adjustments for:
Gain/Loss on sale of investments - (28,174)
Change in fair value of investments 93 85,763
Change in fair value of debentures - (10,014)
Impairment of loans - 123,705
Net finance income (5,201) (175,057)
Unrealised foreign exchange loss (5,932) (103,477)
Share based payments 59,400 -
Decrease in trade and other receivables (40,165) (16,893)
(Decrease)/Increase in trade and other payables (282,520) 921,855
Net cash used in operating activities (797,543) (224,614)
Cash flows from investing activities
Sale of investments 5 50,000 68,278
Interest received 5,201 -
Net cash generated from (used in) investing activities 55,201 68,278
Cash flows from financing activities
Repayment of convertible loan notes 6 (29,977) -
Proceeds from issue of share capital 878,180 -
Net cash generated from financing activities 848,203 -
Net decrease in cash and cash equivalents
105,861 (156,336)
Cash and cash equivalents at beginning of year 53,197 195,157
Cash and cash equivalents at end of year
159,058 38,821
Major non-cash transactions
There were no major non-cash transactions during the period.
NOTES TO THE FINANCIAL STATEMENTS
1. General information
The Company is a public limited company incorporated and domiciled in England
(registered number: 06275976), which is listed on the London Stock Exchange.
The registered office of the Company is 167-169 Great Portland Street, Fifth
Floor, London, England, W1W 5PF.
2. Basis of preparation of Financial Statements
The condensed interim financial statements have been prepared in accordance
with IAS 34 "Interim Financial Statements" as adopted by the United Kingdom
and the Disclosure and Transparency Rules of the UK Financial Conduct
Authority. The condensed interim financial statements should be read in
conjunction with the annual financial statements for the period ended 30 June
2025, which have been prepared in accordance with UK-adopted international
accounting standards.
The interim financial information set out above does not constitute statutory
accounts within the meaning of the Companies Act 2006. It has been prepared on
a going concern basis in accordance with the recognition and measurement
criteria of UK-adopted International Accounting Standards.
Statutory financial statements for the period ended 30 June 2025 were approved
by the Board of Directors on 24 October 2025 and delivered to the Registrar of
Companies. The report of the auditors on those financial statements was
unqualified and concluded that a material uncertainty exists that may cast
doubt on the group's ability to continue as a going concern. The condensed
interim financial statements are unaudited.
Going concern
These financial statements have been prepared on the going concern basis. The
Group incurred losses of £523,218 and had net liabilities of £413,647 at 31
December 2025. Following the period end, in January 2026, the Group
successfully raised £1,850,000 before placing costs through the issue
equity. These funds will be used to further the Group's exploration and
evaluation activities at its Australian Licences. The Board have prepared
forecasts for the next 12 months and consider that the cash position at the
date of this report will be sufficient to meet the Group's ongoing commitments
as they fall due over the course of the next 12 months.
Risks and uncertainties
The Board continuously assesses and monitors the key risks of the business.
The key risks that could affect the Company's medium term performance and the
factors that mitigate those risks have not substantially changed from those
set out in the Company's 2025 Annual Report and Financial Statements, a copy
of which is available on the Company's website: www.cloudbreakdiscovery.com
(http://www.cloudbreakdiscovery.com) . The key financial risks are liquidity
risk, credit risk, interest rate risk and unlisted investments.
Critical accounting estimates
The preparation of condensed interim financial statements requires management
to make estimates and assumptions that affect the reported amounts of assets
and liabilities at the end of the reporting period. Significant items subject
to such estimates are set out in Note 4 of the Company's 2025 Annual Report
and Financial Statements. The nature and amounts of such estimates have not
changed significantly during the interim period.
2.1. Accounting policies
The same accounting policies, presentation and methods of computation are
followed in the interim consolidated financial information as were applied in
the Group's latest annual audited financial statements except for those that
relate to new standards and interpretations effective for the first time for
periods beginning on (or after) 1 July 2025, and will be adopted in the 2026
annual financial statements.
Changes in accounting policy and disclosures
i) New standards and amendments adopted by the Group
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 for the period
ended 31 December 2025 but did not result in any material changes to the
financial statements of the Group or Company.
ii) New standards, amendments and interpretations in issue but not yet
effective or not early adopted
Standards, amendments and interpretations that are not yet effective and have
not been early adopted are as follows:
Standard Impact on initial application Effective date
IAS 21 (Amendments) Lack of Exchangeability 1 January 2025
IFRS 18 Presentation and Disclosure in Financial Statements 1 January 2027
IAS 9 (Amendments) Classification and measurement of Financial Instruments 1 January 2026
IFRS 9 & 7 (Amendments) Classification and Measurement of Financial Instruments 1 January 2026
Annual improvements to IFRS - Volume 11 1 January 2026
The Group is evaluating the impact of the new and amended standards above
which are not expected to have a material impact on the Group's results or
shareholders' funds.
3. Dividends
No dividend has been declared or paid by the Company during the six months
ended 31 December 2025 (2024: £nil).
4. Investments held by subsidiaries
Financial assets at fair value through profit or loss are as follows:
Level 1 Level 2 Total
£ £ £
Level 3
£
1 July 2025 31,806 - 43 31,849
Additions - - - -
Disposals - - - -
Fair value changes (173) - - (173)
Realised gain on investments - - - -
Foreign exchange 378 - - 378
31 December 2025 32,011 - 43 32,054
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.
6 months to 31 December 2025 6 months to 31 December 2024
£ £
Opening 175,000 1,581,428
Disposed (175,000)
Additions - -
Amount payable - -
Fair Value Movement - 10,014
At end of period - 1,591,442
5. Debentures Receivable
Masten Unit, United States (G2 Energy Corp ("G2"))
In August 2025 the Company agreed the sale of a Debenture previously provided
to G2 for a total consideration of £175,000, as disclosed in the year end 30
June 2025 Financial Statements, comprising of an upfront payment of £50,000,
a deferred payment of £50,000 and the elimination of a debt owed by the
Company of £75,000. As a result, the value of the debenture was written
down to the sales value of £175,000 at the 30 June 2025. At 31 December
2025 the deferred consideration of £50,000 remained outstanding and is
included within Trade and other receivables.
6. Convertible loan notes
Group
6 months to 31 December 2025 6 months to 31 December 2024
£ £
Opening balance 48,048 43,248
Repayment (29,977) -
Interest - 5,190
At end of period 18,071 48,438
7. Share capital and premium
Number of Share capital Total
shares £ £
Share premium
£
1 July 2025 1,253,075,632 1,424,030 18,111,340 19,535,370
Issue of new shares - 28 August 2025 120,000,000 120,000 161,180 281,180
Issue of new shares - 05 September 2025 30,615,127 30,615 71,153 101,768
31 December 2025 1,403,690,759 1,574,645 18,343,673 19,918,318
On 28 August 2025 the Company issued 120,000,000 new ordinary shares of
£0.001 each at a placing price of £0.0025 per share for gross proceeds of
£300,000.
On 5 September 2025 the Company raised gross proceeds of £600,000 through the
placing of 126,315,790 ordinary shares at a price of £0.00475 per share.
The company issued 30,615,127 ordinary shares pursuant to this placing and
borrowed the remaining 95,700,663 ordinary shares from an existing
shareholder, Crestmont Invest Inc ("Crestmont") through a Stock Lending
Agreement ("Loan Shares"). The Loan shares will be issued to Crestmont
following the approval of a prospectus in early 2026. The Stock Lending
Agreement does not provide for any interest payments of other cash
consideration to be made to Crestmont. At the balance sheet date,
£462,232 is included in current liabilities reflecting the cash received in
relation to the loan shares.
8. Earnings per share
The calculation of the basic loss per share of 0.04p (2024: 0.1p) is based on
the loss attributable to equity owners of the group of £523,218 (2024: loss
of £1,022,322)), and on the weighted average number of ordinary shares of
1,354,064,599 (2024: 905,140,901) in issue during the period.
In accordance with IAS 33, no diluted earnings per share is presented as the
effect on the exercise of share options or warrants would be to decrease the
loss per share.
9. Events after the reporting date
On 21 January 2026 the Company completed the acquisition of certain tenements
through the issuance of an aggregate of 117,000,000 new ordinary shares of
£0.001 each.
On 22 January 2026 the Company raised gross proceeds of £1,850,000 through
the issuance of 330,357,145 new ordinary shares at a placing price of £0.0056
per share. The Company also announced that it will issue 330,357,145
warrants exercisable at a 50% premium to the placing price, with a three-year
term, upon approval of the prospectus in early 2026.
10. Approval of interim financial statements
The Condensed interim financial statements were approved by the Board of
Directors on 24 March 2025.
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