REG - Cloudbreak Discovery - Interim Results
31/03/2025 15:45
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RNS Number : 9806C Cloudbreak Discovery PLC 31 March 2025
31 March 2025
Cloudbreak Discovery Plc
("Cloudbreak" or the "Company")
Interim Results for the Period Ended 31 December 2024
Cloudbreak Discovery Plc (LSE: CDL), a leading London listed royalty company
and natural resources project generator, is pleased to announce its Interim
Results for the six months ended 31 December 2024 ("H2 2024" or the "Period").
Chairmans review of interim period
I am pleased to provide Cloudbreak shareholders with an update on the
Company's developments in the six months ended 31 December 2024.
The period has seen the continuation of the re-organising of the assets and
investments the Company has, which resulted in a desire to continue with the
present undervalued asset package to build a foundation to work from and seek
to prove the underlying values. Fostering and supporting the existing
projects and investments should unlock some of this value.
Cloudbreak continued to also reduce capital expenditures and operational costs
while seeking partnerships for the existing projects it holds. The Company
will continue to focus on project generation and establishing direct
involvement in early-stage projects whereby it can make a strong financial
impact on acquired assets so as to realise multiples of value going forward.
The continued building on the existing foundation of core assets, as well as
new ones, will be how the Company proves underlying values.
Subsequent to 31 December 2023, I joined the Board as Executive Chairman, to
aid the business development efforts, focusing on identifying opportunities,
and driving revenue growth.
It is with cautious optimism that we look forward to the next financial
period, 2024 was a difficult period of hard-won lessons, but these lessons
will be valuable as we go into H2 2025.
We would like to take this opportunity to thank our shareholders for their
patience and continued support, and we look forward to reporting on our
progress moving forward.
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, Andrew Male 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 2024; 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
Executive Chairman
31 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: +61 432 794 082
Peter Huljich, Executive Chairman
Novum Securities Tel: +44 7399 9400
(Financial Adviser)
David Coffman / Anastassiya Eley
Oberon Capital Tel: +44 20 3179 5355 /
(Broker) +44 20 3179 5315
Adam Pollock / Nick Lovering
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Note 31 December 2024 Unaudited 30 June 2024 Audited 31 December 2023 Unaudited
£ £ £
Non-Current Assets
Royalty asset 1 1 1
Intangible assets 4 79,300 80,870 192,269
Investments 5 285,461 417,217 696,879
Leased Asset 27,755 28,911 29,650
Convertible debenture receivables 6 - - 471,239
392,517 526,999 1,390,038
Current Assets
Trade and other receivables 295,042 185,925 315,144
Cash and cash equivalents 38,821 195,157 160,299
Convertible debenture receivables 6 1,591,442 1,581,428 1,570,796
1,925,305 1,962,510 2,046,239
Total Assets 2,317,822 2,489,509 3,436,277
Current Liabilities
Trade and other payables 433,382 727,385 1,451,305
Convertible loan notes 7 48,438 43,248 360,400
481,820 770,633 1,811,705
Total Liabilities 481,820 770,633 1,811,705
Net Assets 1,836,002 1,718,876 1,624,572
Equity attributable to owners of the Parent
Share capital 1,304,032 900,167 778,635
Share premium 18,051,340 17,239,349 16,753,221
Other reserves 85,957 162,365 396,926
Reverse asset acquisition reserve (4,134,019) (4,134,019) (4,134,019)
Retained losses (13,471,308) (12,448,986) (12,170,191)
Total Equity 1,836,002 1,718,876 1,624,572
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Continued operations Note 6 months to 31 December 2024 Unaudited 6 months to 31 December 2023 Unaudited
£ £
Profit on disposal of exploration & evaluation asset sales 11,732 88,569
Administrative expenses (222,877) (433,541)
Foreign exchange gain/(losses) 41,054 (7,623)
Operating loss (170,091) (352,595)
Net finance income 175,057 150,307
Other income - 8,242
Other gains/(losses) (845,994) 72,737
Gain/(Loss) on disposals of investments 28,174 (231,611)
Impairment of loans (123,705) (67,303)
Unrealised fair value gain/(loss) on investments (85,763) (11,256)
Income from discontinued operations - 65,774
Loss before income tax (1,022,322) (365,705)
Income tax - -
Loss for the year attributable to owners of the Parent (1,022,322) (365,705)
Basic and Diluted Earnings Per Share attributable to owners of the Parent
during the period (expressed in pence per share)
8 (0.1)p (0.06)p
6 months to 31 December 2024 Unaudited 6 months to 31 December 2023 Unaudited
£ £
Loss for the period (1,022,322) (365,705)
Other Comprehensive Income:
Items that may be subsequently reclassified to profit or loss
Currency translation differences (76,408) (9,181)
Other comprehensive income for the period, net of tax (1,098,730) (374,886)
Total Comprehensive Income attributable to owners of the parent (1,098,730) (374,886)
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 2023 778,635 16,753,221 (4,134,019) 519,045 (11,917,424) 1,999,458
Loss for the year - - - - (365,705) (365,705)
Currency translation differences - - - (9,181) - (9,181)
Total comprehensive income for the year - - - (9,181) (365,705) (374,886)
Options cancelled - - - (56,143) 56,143 -
Warrants cancelled - - - (56,795) 56,795 -
Total transactions with owners, recognised directly in equity - - - (112,938) 112,938 -
Balance as at 31 December 2023 778,635 16,753,221 (4,134,019) 396,926 (12,170,191) 1,624,572
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) (1,098,730)
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
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Group
Note 6 months to 31 December 2024 Unaudited 6 months to 31 December 2023 Unaudited
£ £
Cash flows from operating activities
Loss before income tax (1,022,322) (365,705)
Adjustments for:
Gain/Loss on sale of investments (28,174) 231,611
Change in fair value of investments 85,763 11,256
Change in fair value of debentures (10,014) -
Impairment of loans 123,705 74,658
Net finance income (175,057) (150,307)
Unrealised foreign exchange (103,477) (61,416)
Decrease in trade and other receivables (16,893) (64,342)
(Decrease)/Increase in trade and other payables 921,855 (439,864)
Net cash used in operating activities (224,614) (764,109)
Cash flows from investing activities
Funds received on sale of exploration assets - 42,990
Sale of investments 5 68,278 69,331
Interest received - 41,020
Net cash generated from (used in) investing activities 68,278 153,341
Cash flows from financing activities
Net movement in borrowings - 201,993
Convertible loan notes - 325,000
Net cash generated from financing activities - 526,993
Net decrease in cash and cash equivalents (83,775)
(156,336)
Cash and cash equivalents at beginning of year 195,157 244,074
Cash and cash equivalents at end of year 160,299
38,821
Major non-cash transactions
During the period ended 31 December 2024, the Company issued 403,864,936
shares with a total value of £1,215,856 to settle outstanding debts that were
owed.
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 6 Heddon Street, London, W1B 4BT.
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
2024, 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 2024 were approved
by the Board of Directors on 30 January 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.
Given the Group's current cash position and its demonstrated ability to raise
capital, the Directors have a reasonable expectation that the Group has
adequate resources to continue in operational existence for the foreseeable
future. Thus, they continue to adopt the going concern basis of accounting
preparing the condensed interim financial statements for the period ended 31
December 2024.
Notwithstanding the above, a material uncertainty exists that may cast
significant doubt on the Group's ability to continue as a going concern and,
therefore, that the Group may be unable to realise their assets or settle
their liabilities in the ordinary course of business. As a result of their
review, and despite the aforementioned material uncertainty, the Directors
have confidence in the Groups forecasts and have a reasonable expectation that
the Group will continue in operational existence for the going concern
assessment period and have therefore used the going concern basis in preparing
these consolidated financial statements.
The factors that were extant at 30 June 2024 are still relevant to this report
and as such reference should be made to the going concern note and disclosures
in the 2024 Annual Report and Financial Statements.
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 2024 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 2024 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 2024, and will be adopted in the 2025
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 2024 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
IAS 9 (Amendments) Classification and measurement of Financial Instruments 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 2024 (2023: £nil).
4. Intangible assets
As at December 31, 2024, the Group's exploration and evaluation assets are as
follows:
Exploration & Evaluation Assets 6 months to 31 December 2024 6 months to 31 December 2023
£ £
South Timmins, British Columbia 1 1
Atlin West Property 1 1
Yak Property 1 1
Rizz Property 1 1
Icefall Property 1 1
Northern Treasure Property, British Columbia - 110,435
Apple Bay Property, British Columbia 1 1
Bob Cat Property, United States 44,863 47,927
Rupert Property, British Columbia 1 1
Elk Creek Property, United States 34,430 33,900
As at 31 December 79,300 192,269
As at December 31, 2024, the Group's reconciliation of exploration and
evaluation assets are as follows:
Group
Exploration & Evaluation Assets 6 months to 31 December 2024 6 months to 31 December 2023
£ £
Cost
As at 1 July 80,870 236,518
Additions - -
Disposals - (42,990)
Foreign exchange (1,570) (1,259)
As at 31 December 79,300 192,269
5. Investments held by subsidiaries
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 2024 417,174 - 43 417,217
Additions - - - -
Disposals (68,278) - - (68,278)
Fair value changes (85,763) - - (85,763)
Realised gain on investments 28,174 - - 28,174
Foreign exchange (5,877) - (12) (5,889)
31 December 2024 285,430 - 31 285,461
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. Debentures Receivable
6 months to 31 December 2024 6 months to 31 December 2023
£ £
Opening 1,581,428 2,059,060
Additions - -
Amount payable - -
Fair Value Movement 10,014 (17,025)
At end of period 1,591,442 2,042,035
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. As at 31 December 2024, the residual value of the debenture
in pound sterling was £1,591,442.
7. Convertible loan notes
Group
6 months to 31 December 2024 6 months to 31 December 2023
£ £
As at 1 July 43,248 -
Additions - 340,000
Interest on the loans (12%) 5,190 20,400
As at 31 December 48,438 360,400
8. Earnings per share
The calculation of the basic loss per share of 0.1p (2023: 0.06p) is based on
the loss attributable to equity owners of the group of £922,338 (2023: loss
of £365,705), and on the weighted average number of ordinary shares of
905,140,901 (2023: 607,678,805) 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 19 March 2025, Peter Huljich was appointed as a director of the Company. He
was appointed as an Executive Chairman.
10. Approval of interim financial statements
The Condensed interim financial statements were approved by the Board of
Directors on 31 March 2025.
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