30 September 2025
Critical Mineral Resources PLC
('CMR' or the 'Company')
Interim Results
Critical Mineral Resources plc (CMRS), the exploration and development company
focused on critical metals and minerals in Morocco, is pleased to announce its
unaudited interim results for the six months ended 30 June 2025 ('H1 2025' or
the 'Period').
Highlights in H1 2025
* On 23rd May 2025 the Company signed a formal joint venture agremment for the
Agadir Melloul copper project in the Western Anti Atlas.
* During the period, £1.1 million was advanced to Agamel Minerals SARL to
fund drilling, exploration, technical work and permit acquisitions in Morocco.
* During the period the Company received total funds of £2.2m (£825,000 in
equity and £1.4m in proceeds from Convertible Loan Notes).
* Russell Tucker was appointed to the Board as a non-Executive Director on the
23rd May 2025.
Charles Long, Chief Executive Officer, commented:
“H1 2025 was very significant for CMR and its shareholders. We signed the
formal joint venture agreement for Agadir Melloul and secured cornerstone
finance. This finance, provided by our largest shareholder, followed nearly 3
months of technical and corporate due diligence, including a site visit by an
independent mining consultant whose very positive technical report formed the
basis of the investment decision. I think it is fair to say that these
achievements, for a small company in a challenging market, are worth
celebrating, and will come to define CMR’s future. We are now drilling and
first assay results will be published soon, most likely during October 2025.
On this front, we have to balance strong demand for newsflow from the market,
with what is best for our longer term strategy and shareholders. This is the
approach we have taken thus far and I believe it has been successful. I will
say, however, that drilling is going extrememly well, both in terms of metres
achieved and the visible mineralisation in the core. There is palpable
excitement on the ground and I am very confident that, when the time is right,
we will be announcing some very interesting drill results.”
For further information, please contact:
Critical Mineral Resources PLC Charles Long, Chief Executive Officer info@cmrplc.com
Novum Securities Jon Belliss +44 (0) 20 7399 9425
Notes To Editors
Critical Mineral Resources (CMR) PLC is focused on developing a
sediment-hosted copper and silver project in Morocco. The macro strategy is
to produce critical minerals for the global economy, including those essential
for electrification and the clean energy revolution. Many of these
commodities, including copper, are widely recognised as being at the start of
a supply and demand supercycle.
CMR identified Morocco as an ideal mining-friendly jurisdiction that meets
its acquisition and operational criteria. The country is perfectly located to
supply raw materials to Europe and possesses excellent prospective geology,
good infrastructure and attractive permitting, tax and royalty conditions. In
2023, CMR acquired an 80% stake in leading Moroccan exploration and geological
services company Atlantic Research Minerals SARL. In 2025, CMR signed a
definitive joint venture agreement to earn-in to 60% of the Agadir Melloul
sediment hosted copper and silver project.
The Company is listed on the London Stock Exchange (CMRS). More information
regarding the Company can be found at www.cmrplc.com
CONDENSED INCOME STATEMENT
Six months ended 30 June 2025
Six months to 30 June 2025 (unaudited) Six months to 30 June 2024 (unaudited)
Note £ £
Continuing operations:
Administrative expenses 4 (390,951) (280,002)
Finance costs (54,934) (3,194)
Interest income - 3,947
Operating loss and loss before taxation (445,525) (279,249)
Income tax expense - -
Loss for the period (445,525) (279,249)
Total loss attributable to:
Owners of Critical Mineral Resources plc (439,040) (274,499)
Non-controlling interests (6,485) (4,750)
(445,525) (279,249)
Other comprehensive income:
Items that may be reclassified subsequently to profit and loss:
Exchange differences on translation of foreign operations 1,496 (565)
Other comprehensive profit/(loss) for the period 1,496 (565)
Total comprehensive loss for the period (444,029) (279,814)
Total comprehensive loss attributable to:
Owners of Critical Mineral Resources plc (436,559) (175,041)
Non-controlling interests (7,430) (4,540)
(444,029) (279,814)
Earnings per share:
Total basic and diluted loss per share (£) 5 (0.003) (0.005)
The above condensed Consolidated Statement of Profit or Loss and Other
Comprehensive Income should be read in conjunction with the accompanying
notes.
CONDENSED BALANCE SHEET
Six months ended 30 June 2025
As at 30 June As at 31 Dec
2025 2024
Note £ £
ASSETS
Non-current assets
Intangible assets 2,331 2,331
Tangible assets 41,886 54,699
Investment in Associates and Joint Ventures 6 1,123,138 -
Total non-current assets 1,167,355 57,030
Current assets
Other receivables 98,207 117,533
Cash and cash equivalents 671,471 70,073
Total current assets 769,678 187,606
Total assets 1,937,033 244,636
LIABILITIES
Non-current liabilities
Lease liabilities (26,117) (34,980)
Total non-current liabilities (26,117) (34,980)
Current liabilities
Trade and other payables 7 (125,895) (244,983)
Convertible loan notes 10 (1,417,058) (215,560)
Lease liabilities (23,584) (23,584)
Total current liabilities (1,566,537) (484,127)
Total liabilities (1,592,654) (519,107)
Net assets/(liabilities) 344,379 (274,471)
EQUITY
Share capital 8 1,922,881 1,149,318
Share premium 8 6,189,972 5,913,081
Other equity 9 129,566 117,141
Share-based payment reserve 39,222 39,222
Foreign exchange reserve (3,917) (6,358)
Retained earnings (7,906,744) (7,467,704)
Capital and reserves attributable to owners of Critical Mineral Resources plc 370,980 (255,300)
Non-controlling interests (26,601) (19,171)
Total equity 344,379 (274,471)
The above Condensed Consolidated Financial Statements should be read in
conjunction with the accompanying notes.
CONDENSED CASHFLOW STATEMENT
Six months ended 30 June 2025
6 month period ended 30 June 2025 6 month period ended 30 June 2024
Notes £ £
Cash flow from operating activities
Loss for the period before taxation (445,525) (279,249)
Adjustments for:
Interest expense 54,934 3,194
Interest income - (3,947)
Depreciation 12,813 12,813
Foreign exchange movements 1,497 (567)
Operating cash flows before movements in working capital (376,281) (267,756)
Decrease in trade and other receivables 19,324 1,978
(Decrease)/Increase in trade and other payables (119,087) 53,341
Net cash flow in operating activities (476,044) (212,437)
Cash flow from investing activities
Advances to associates and joint ventures (1,123,138) -
Net cash flow from investing activities (1,123,138) -
Cash flow from financing activities
Proceeds from issuance of equity securities 825,000 253,261
Share issue costs - (13,695)
Interest paid (3,031) (3,194)
Interest received - 3,947
Finance lease payments (8,863) (9,382)
Proceeds from CLN 1,387,474 -
Net cash flow from financing activities 2,200,580 230,937
Net increase in cash and cash equivalents 601,398 18,500
Cash and cash equivalent at beginning of the half year 70,073 24,785
Cash and cash equivalent at end of the half year 671,471 43,285
The above condensed Consolidated Statement of Cash Flows should be read in
conjunction with the accompanying notes.
CONDENSED STATEMENT OF CHANGES IN EQUITY
Six months ended 30 June 2025
Share capital Share premium Other equity Share-based payment reserve Retained earnings Foreign exchange reserve Non-controll’g interest Total
£ £ £ £ £ £ £ £
Balance as at 30 June 2024 734,536 5,856,912 100,233 34,584 (6,839,857) (719) (9,833) (124,144)
Comprehensive income
Loss for the 6 months - - - - (639,580) - (9,851) (649,431)
Exchange differences on translation of foreign operations - - - - - (5,639) 513 (5,126)
Total comprehensive income for the 6 months - - - - (639,580) (5,639) (9,338) (654,557)
Transactions with owners recognised directly in equity
Issue of shares 414,782 56,169 16,908 - - - - 487,699
Lapsed warrants - - - (11,733) 11,733 - - -
Share based payments - - - 16,371 - - - 16,371
Total transactions with owners recognised directly in equity 414,622 - - 4,638 11,733 - - 430,993
Balance as at 31 December 2024 1,149,318 5,913,081 117,141 39,222 (7,467,704) (6,358) (19,171) (274,471)
Comprehensive income
Loss for the 6 months - - - - (439,040) - (6,485) (445,525)
Exchange differences on translation of foreign operations - - - - - 2,441 (945) 1,496
Total comprehensive income for the 6 months - - - - (439,040) 2,441 (7,430) (444,029)
Transactions with owners recognised directly in equity
Issue of shares 773,563 276,891 12,425 - - - - 1,062,879
Total transactions with owners recognised directly in equity 773,563 276,891 12,425 - - - - 1,062,879
Balance as at 30 June 2025 1,922,881 6,189,972 129,566 39,222 (7,906,744) (3,917) (26,601) 344,379
The above condensed Consolidated Statement of Changes in Equity should be read
in conjunction with the accompanying notes.
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
1. General information
The principal activity of the Company and its subsidiaries (the Group) is in
mineral exploration and the development of appropriate exploration projects.
The Company’s registered office is at Eccleston Yards, 25 Eccleston Place,
London, SW1W 9NF. Its shares are listed on the Main Market of the London
Stock Exchange under the ticker “CMRS”, in the “Equity Shares –
Transition” category. On 17 August 2023 the Company changed its name
from Caerus Mineral Resources PLC to Critical Mineral Resources PLC.
1. BASIS of PREPARATION
These condensed interim financial statements are for the six months ended 30
June 2025 and have been prepared in accordance with the accounting policies
adopted in the Group’s most recent annual financial statements for the year
ended 31 December 2024.
The Group have chosen to adopt IAS 34 “Interim Financial Reporting” in
preparing this interim financial information. They do not include all the
information required in annual financial statements, and they should be read
in conjunction with the consolidated financial statements for the year ended
31 December 2024 and any public announcements made by Critical Mineral
Resources Plc (“CMR”) during the interim reporting period.
The business is not considered to be seasonal in nature.
The functional currency for each entity in the Group is determined as the
currency of the primary economic environment in which it operates. The
functional currency of the parent company CMR is Pounds Sterling (£) as this
is the currency that finance is raised in. The functional currency of its
subsidiary is the Moroccan Dirham as this is the currency that mainly
influences labour, material and other costs of providing services. The Group
has chosen to present its consolidated financial statements in Pounds Sterling
(£), as the Directors believe it is a more convenient presentational currency
for users of the consolidated financial statements. Foreign operations are
included in accordance with the policies set out in the Annual Report and
Accounts.
The condensed interim financial statements have been approved for issue by the
Board of Directors
on 29 September 2025.
New standards, amendments and interpretations adopted by the Group.
During the current period the Group adopted all the new and revised standards,
amendments and interpretations that are relevant to its operations and are
effective for accounting periods beginning on 1 January 2025. This adoption
did not have a material effect on the accounting policies of the Group.
New standards, amendments and interpretations not yet adopted by the Group.
The standards and interpretations that are relevant to the Group, issued, but
not yet effective, up to the date of these interim Financial Statements have
been evaluated by the Directors and they do not consider that there will be a
material impact of transition on the financial statements.
Going concern
The condensed interim financial statements have been prepared on the
assumption that the Group will continue as a going concern. Under the going
concern assumption, an entity is ordinarily viewed as continuing in business
for the foreseeable future with neither the intention nor the necessity of
liquidation, ceasing trading or seeking protection from creditors pursuant to
laws or regulations. In assessing whether the going concern assumption is
appropriate, the Directors take into account all available information for the
foreseeable future, in particular for the twelve months from the date of
approval of the condensed interim financial statements.
The Group’s assets are not currently generating revenues, an operating loss
has been reported and an operating loss is expected in the 12 months
subsequent to the date of these financial statements. Notwithstanding this,
the Company expects to receive £400,000 from its strategic investor in lne
with the subscription agreement, and there are outstanding warrants which the
directors anticipate will be exercised in the near term. In addition, the
directors are confident that further funding could be secured through an
equity raise if required.
The Board, whilst acknowledging this material uncertainty, remains confident
of raising finance and therefore have concluded that there is a reasonable
expectation that the Company has access to adequate resources to continue in
operational existence for the foreseeable future. In the event of lack of
funds, the Directors would implement temporary reductions in salaries. For
this reason, the Directors have adopted the going concern basis in preparing
the condensed interim financial statements.
Risks and uncertainties
The Directors continuously assess and monitor the key risks of the business.
The key risks that could affect the Group's medium-term performance and the
factors that mitigate those risks have not substantially changed from those
set out in the Group’s most recent annual financial statements for the year
ended 31 December 2024.
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 Group’s most recent annual financial
statements for the year ended 31 December 2024. The nature and amounts of
such estimates have not changed during the interim period.
1. SEGMENTAL REPORTING
For the purpose of IFRS 8, the Chief Operating Decision Maker “CODM” takes
the form of the board of directors. The Directors are of the opinion that the
business of the Group focused on two reportable segments as follows:
* Head office, corporate and administrative, including parent company
activities of raising finance and seeking new investment opportunities, all
based in the UK; and
* Mineral exploration, all based in Morocco
The geographical information is the same as the operational segmental
information shown below.
Period ending 30 June 2025 Corporate and Administrative (UK) £ Mineral exploration (MOROCCO) £ TOTAL £
Operating loss from total operations before and after taxation (413,100) (32,425) (445,525)
Segment total assets – (net of investments in subsidiaries) 1,860,580 76,453 1,937,033
Segment liabilities (1,575,521) (17,133) (1,592,654)
Period ending 30 June 2024 Corporate and Administrative (UK) £ Mineral Exploration (MOROCCO) £ TOTAL £
Operating loss from total operations before and after taxation (255,499) (23,750) (279,249)
Segment total assets – (net of investments in subsidiaries) 245,570 9,214 254,784
Segment liabilities (377,047) (1,881) (378,928)
1. ADMINISTRATIVE EXPENSES
6 months to 30 June 2025 6 months to 30 June 2024
£ £
Wages and salaries 192,285 141,239
Regulatory fees 45,193 39,656
Depreciation 12,813 12,813
Legal and professional fees 115,824 61,026
Other 24,836 25,268
390,951 280,002
1. EARNINGS PER SHARE
The calculation for earnings per Ordinary Share (basic and diluted) is based
on the consolidated loss attributable to the equity shareholders of the
Company is as follows:
Continuing operations: 6 months to 30 June 2025 6 months to 30 June 2024
Total loss for the period (£) (445,525) (279,249)
Weighted average number of Ordinary shares 164,178,445 61,213,012
Total Loss per Ordinary share (£) (0.003) (0.005)
Earnings and diluted earnings per Ordinary share are calculated using the
weighted average number of Ordinary shares in issue during the period. There
were no dilutive potential Ordinary shares outstanding during the period.
1. INVESTMENT IN ASSOCIATES AND JOINT VENTURES
During the six months ended 30 June 2025, the Group advanced a total of
£1,123,138 in respect of its investment in Agamel Minerals SARL, a joint
venture vehicle established with Coppernicus Mining Company SARL to hold and
develop copper–silver exploration permits in central Morocco. The advances
represent the Group’s contribution towards drilling, development
expenditure, exploration programmes, technical work, and the acquisition of
permits, and in aggregate secure the Group’s position to earn up to a 60%
interest in the project. In line with the Group’s accounting policies, the
expenditure has been recorded as an advance for exploration and evaluation
assets; however, following the period end, on 11 August 2025, 10% of the share
capital in Agamel Minerals SARL was transferred to the Group, and the
investment will be accounted for as investments in associates.
1. TRADE AND OTHER PAYABLES
30 June 2025 31 December 2024
£ £
Trade creditors 51,931 58,049
Accruals and other payables 70,989 184,576
Taxes and social security 2,975 2,358
125,895 244,983
1. SHARE CAPITAL AND SHARE PREMIUM
Number of shares - Ordinary Share Capital £ Share Premium £ Total £
As at 30 June 2024 73,453,509 734,536 5,856,912 6,591,268
Issued 25 July 2024 7,345,350 73,454 22,036 95,490
Issued 23 October 2024 3,068,243 30,682 3,068 33,750
Issued 27 November 2024 1,462,926 14,629 1,463 16,092
Issued 23 December 2024 29,601,743 296,017 29,602 325,619
Less share issue costs - - (13,696) (13,696)
As at 31 December 2024 114,931,771 1,149,318 5,913,081 7,062,399
Issue 25 March 2025 20,459,728 204,597 20,856 225,453
Issue 18 June 2025 56,896,522 568,966 256,035 825,001
As at 30 June 2025 192,288,051 1,922,881 6,189,972 8,112,853
1. OTHER EQUITY
Other equity consists of gifted shares in Critical Mineral Resources Plc that
are held by the Company.
On 27 March 2025, the Company announced the placement of the remaining
1,129,592 gifted shares at a conversion price of £0.011 per share with a
value of £12,425. No gifted shares were held at period end.
WARRANTS AND OPTIONS
The following table sets out the movement of warrants during the period, no
warrants were exercised during either period:
Number of warrants Exercise price (pence) Expiry
As at 30 June 2024 432,000 20.0p
Issued in the period 27,227,273 1.1p to 1.3p 16/07/27 to 20/09/27
Lapsed in the period (432,000) 20.0p
As at 31 December 2024 27,227,273 1.1p to 1.3p
Issued in the period 20,413,835 1.25p to 1.3p 19/03/27 to 31/12/28
As at 30 June 2025 47,641,107 1.1p to 1.3p
1. CONVERTIBLE LOAN NOTES
Group Company
2025 £ 2024 £ 2025 £ 2024
£ £ £ £
Convertible loan notes 1,417,058 215,560 1,417,058 215,560
The carrying value of the liabilities above is deemed to equate to their fair
value, due to their short-term nature.
During the period the Company issued the following CLNs:
Amount Interest rate Exercise price (pence) Expiry
Issued on 7 March 2025 425,000 15% 1.10p 31/12/28
Issued on 7 March 2025 462,474 5% 1.45p 07/03/28
Issued on 23 May 2025 500,000 5% 1.45p 31/12/28
1,387,474
On the 28th March 2025, £198,540 of the CLNs were converted and interest was
paid in ordinary shares. The convertible loan notes are presented in the
balance sheet as follows:
£
Face value of notes issued 575,000
Other equity securities – value of conversion rights* -
Loan notes converted (376,460)
198,540
Interest expense** 32,929
Interest paid (15,909)
Balance as at 31 December 2024 215,560
Loan notes converted (198,540)
Face value of notes issued 1,387,474
Interest expense** 29,584
Interest paid (17,020)
Balance as at 30 June 2025 1,417,058
* There is no material difference between the initial fair value of the notes
and their carrying amount, since the interest payable on those borrowings is
close to the current market rate for such a loan and the redemption date is 31
December 2025, therefore the equity component is not material and has not been
recognised.
**interest expense is calculated by applying the actual interest rate of 15%
and 5% to the liability outstanding on a daily basis and was paid in shares at
the request of the note holders.
1. SUBSEQUENT EVENTS
The Directors confirm that apart from the events documented below, there have
been no events subsequent to the interim period end of 30 June 2025 which
would have a material impact on these financial statements.
On 11 August 2025, 10% of the share capital in Agamel Minerals SARL, was
transferred to the Company as the first phase of the joint venture with
Copperinus Mining Company.
Post period end, the Company received £350,000 (Tranche 3) from Gilini
Holdings earlier than expected.
1. DIRECTORS’ RESPONSIBILITY STATEMENT
The Directors confirm that these condensed interim financial statements have
been prepared in accordance with UK adopted International Accounting Standard
34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency
Rules sourcebook of the United Kingdom’s Financial Conduct Authority and
that the interim management report includes a fair review of the information
required by DTR 4.2.7 and DTR 4.2.8, namely:
* An indication of important events that have occurred during the first six
months and their impact on the condensed set of financial statements, and a
description of the principal risks and uncertainties for the remaining six
months of the financial year; and
* Material related-party transactions in the first six months and any material
changes in the related-party transactions described in the last annual report.
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