REG - European Green Trns. - Results for the year ended 31 December 2025
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RNS Number : 7339G European Green Transition PLC 03 June 2026
European Green Transition plc
("EGT", or the "Company")
Results for the year ended 31 December 2025
3 June 2026 - European Green Transition plc (AIM: EGT), a company operating in
the critical infrastructure sector, announces its audited results for the year
ended 31 December 2025.
In February 2026, in line with its M&A focussed strategy, EGT completed
the acquisition of the Wind Energy Services business for £3.5 million on a
debt-free, cash-free basis. The Wind Energy Services business is comprised of
Earthmill Maintenance Limited, Wind Energy Partnership Limited, Silverford
Engineering Limited and Anemos Analytics Limited, a group of EBITDA profitable
onshore wind turbine operations, maintenance, repair and remote monitoring
businesses in the UK and Ireland.
Operational & corporate highlights
• Foundations laid for M&A-led strategy, following continued engagement with
distressed target companies throughout the year, which resulted in the
acquisition of the Wind Energy Services business
• Positive engagement with multiple parties regarding the sale and/or
partnership of EGT's exploration assets amid positive market tailwinds for
Rare Earth Elements ("REE") and copper
• Extension of the Olserum REE project licenses in Sweden until June 2029,
following the successful completion of the drill programme in H2 2024 which
confirmed the district scale potential for REEs at Olserum
• Successful extension of the Pajala copper project licenses in Sweden until
March 2028
• Strengthened leadership with Cathal Friel appointed Executive Chair to lead
EGT's acquisition strategy and the appointment of Mick Kearney as an
Independent Non-Executive Director
• Cash balance of £2.3 million as at 31 December 2025, subsequently bolstered
by a £7.5 million upsized and oversubscribed fundraise in Q1 2026
Post-period end
• Completion of the acquisition for £3.5m of the Wind Energy Services business
on a debt-free, cash-free basis
• Successfully completed an upsized and oversubscribed placing and subscription
from new and existing investors, raising gross proceeds of £7.5 million in
March 2026, materially strengthening the balance sheet
• Following the placing and subscription, the Group is now debt-free
• Significant expansion of the Group's repowering pipeline, with 55 signed heads
of terms, 25 planning approvals granted, 13 projects commenced and 3
repowering projects completed as at 31 March 2026, across a portfolio of over
900 wind turbines
• Increased interest in Anemos Analytics, a condition monitoring software
technology, from 52% to 79% as part of a strategy to expand its footprint
across onshore wind, and other markets including larger wind assets,
hydropower, shipping, and other industrial applications
• Continued progress towards the Group's medium‑term target of £50 million
revenue and double‑digit EBITDA margins, driven by repowering activity and
organic growth in services
Outlook
• The Group enters 2026 with strong momentum, following the completion and
integration of the Wind Energy Services acquisition and a materially
strengthened, debt-free balance sheet
• The Board believes the operating environment for onshore wind and repowering
services remains highly supportive, with the UK government policy prioritising
energy security and the removal of planning constraints for onshore wind
• Recent policy developments are expected to continue to drive customer
engagement, contract wins and project delivery across the portfolio
• EGT has strong near and medium‑term revenue visibility, supported by a
growing repowering pipeline, recurring revenue and maintenance contracts
across its existing customers
• Operational activity is expected to accelerate through the remainder of 2026,
as repowering projects progress and additional heads of terms are anticipated
to convert into contracted revenue
• With a clear focus on execution and capital discipline, the Board is committed
to delivering organic growth within the Wind Energy Services business while
pursuing value-accretive bolt on acquisitions
• The Board is confident in the Group's strategy and expects EGT to continue
progressing towards its medium‑term target of £50 million Group revenue and
double‑digit EBITDA margins
Cathal Friel, Co-founder and Executive Chair, said: "2025 was a foundational
year for EGT. Through a disciplined strategic focus on M&A, we laid the
groundwork for the transformational acquisition completed in early 2026. This
deal marks a clear step-change for the EGT Group by delivering immediate
revenues, EBITDA profitability and a scalable platform for growth.
We are now firmly focused on execution through integrating the Wind Energy
Services business, delivering organic growth and pursuing further
value-accretive acquisitions as we work towards our medium-term target of £50
million in Group revenue and double-digit EBITDA margins. We are delighted
with our progress year to date and with a strong pipeline of opportunities, a
growing repowering pipeline, and clear visibility over future revenues, we
believe the Company is well-positioned to build a scalable, cash-generative
infrastructure platform and deliver long-term value for shareholders. We look
forward to sharing a trading update later this summer."
Enquiries
European Green Transition plc +44 (0) 208 058 6129
Cathal Friel, Executive Chair
Jack Kelly, CFO
Panmure Liberum - Nominated Adviser & Joint Broker + 44 (0) 20 7886 2500
James Sinclair-Ford / Gaya Bhatt
Mark Murphy / Rauf Munir
OAK Securities - Joint Broker +44 (0) 20 3973 3678
Jerry Keen / Calvin Man +44 (0) 7733 117328
Camarco - Financial PR
Billy Clegg / Tilly Butcher / Poppy Hawkins + 44 (0) 20 3757 4980
europeangreentransition@camarco.co.uk
Notes to Editors
European Green Transition plc (AIM: EGT) is a company focused on acquiring,
integrating and optimising revenue-generating and profitable services
businesses in the critical infrastructure sector across the UK and Ireland.
In 2026, EGT delivered a significant milestone in this strategy by acquiring
an EBITDA profitable operation, maintenance, repairs, and remote monitoring
platform business which serves over 900 onshore wind turbines across the UK
& Ireland. This platform includes Earthmill Maintenance, Wind Energy
Partnership, Silverford Engineering, and Anemos Analytics.
The Company's strategy is to deliver sustained organic growth by expanding its
service offering, driving operational efficiencies to support margin
improvement, and generating strong free cash flow to fund reinvestment and a
progressive dividend strategy. EGT is pursuing a disciplined capital
allocation policy, including targeting selective bolt-on acquisitions across
the critical infrastructure space in the UK, Ireland, and Europe, such as
water, energy, roads, and data centres. The Company is also seeking to sell or
partner its existing portfolio of non-core mining projects, including the
Olserum Rare Earth Element (REE) Project.
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Executive Chair's Statement
I am pleased to present the 2025 Annual Results for European Green Transition
plc (EGT), a foundational year for the Company.
Following my appointment as Executive Chair in June 2025, the Company
re-emphasised its focus on advancing our M&A strategy, targeting the
acquisition of distressed, revenue-generating businesses. In parallel, we
worked to enhance the positioning of our existing natural resources portfolio
amidst positive sector tailwinds, while ensuring the Company was strategically
and operationally prepared to act decisively as attractive acquisition
opportunities emerged.
I am pleased that, post period end, we successfully executed on this strategy
through the acquisition of our wind energy services platform, an
EBITDA-profitable group of businesses acquired from the liquidators of Arena
Capital Partners for £3.5m. The wind energy services platform is focused on
servicing over 900 onshore wind turbines across the UK and Ireland. This
business provides strong near and medium-term revenue visibility, along with a
clear path to scale, providing us with the confidence to achieve our
medium-term target of £50 million in Group revenue and double-digit EBITDA
margins.
Combined with the potential upside from the monetisation of our natural
resources assets, specifically the Olserum Rare Earth Elements ("REE") project
in Sweden, EGT is strongly positioned for the year ahead. With the foundations
firmly established in 2025, we believe 2026 will be a transformational year
for the Company.
Strategic Development and M&A
We completed the acquisition of the Wind Energy Services business, comprised
of 100% of Earthmill Maintenance, 85% of Wind Energy Partnership and
Silverford Engineering, and 52% of Anemos Analytics, from the court-appointed
liquidators of Arena Capital Partners for £3.5 million. We had been engaging
with the business for 18 months, enabling us to move decisively in a
competitive process. This was exactly the type of opportunity we had been
searching for; an established, EBITDA-profitable business with strong
recurring revenues, a loyal and growing customer base, and an exceptional
management team, available at an attractive valuation. The acquisition was
completed on a cash-free debt-free basis at a 2.3x 2024 adjusted EBITDA
multiple and a 3.9x 2025 adjusted EBITDA multiple, and included c. £3.95
million of inventory and £2.5 million net working capital.
The platform generated approximately £14.7 million in revenue in FY25
(unaudited) and serves over 900 onshore wind turbines across the UK and
Ireland. With multi-year relationships supporting recurring and repeatable
revenue, we are pleased to have such strong near-term and medium-term revenue
visibility to deliver significant growth in 2026 and beyond.
I have been involved in building and transforming a number of businesses on
AIM over the past two decades, including hVIVO plc and Amryt Pharma plc. In
both cases, the principle was the same, to find a distressed business with
real potential, acquire it at the right price, and apply disciplined
management and capital allocation to scale it. That is precisely what we
intend to do with EGT, as we look to build a leading critical infrastructure
business in the coming years.
The Repowering Opportunity
Repowering wind turbines represents a significant growth opportunity for the
Company. This involves the replacing and upgrading of older wind turbines with
more powerful and efficient models while utilising existing
infrastructure. Following UK government policy changes in the summer of
2025, which lifted the de facto ban on onshore wind planning permissions which
had been in place for 9 years, the Wind Energy Services business has
experienced a surge in interest from existing and new customers looking to
repower their existing turbine to provide increased energy security and
maximise existing feed-in-tariff revenues.
As at 31 March 2026, Earthmill had signed 55 heads of terms for repowering
projects, with a typical repowering contract value of approximately £450k.
This represents a potential repowering revenue opportunity of c. £25 million
to be delivered across 2026 and 2027.
We expect to continue to grow the repowering orderbook by signing more
repowering heads of terms across 2026 and beyond, and our operational team are
focused on the delivery of these turbines. The Company is currently engaged
with approximately 280 qualified prospects across its existing client base of
c.900 turbines representing a potential repowering revenue opportunity
of £126 million. These qualified prospects and existing customers are
typically small, industrial high-energy users requiring energy security,
particularly in light of the ongoing energy crisis caused by geopolitical
volatility and uncertainty.
The UK Government's March 2026 proposals to allow small onshore turbines to be
installed without planning permission for farms, schools and industrial users
will, if enacted, further expand the addressable market for our services. EGT
is engaging with the UK Government to position EGT as a first mover in the
market and leverage its expertise in the small onshore wind market across the
UK. The UK is committed to onshore wind as a primary lever in its energy
security strategy, and EGT is well positioned to support the continued
deployment, optimisation and long-term operation of this critical
infrastructure.
Anemos Analytics
In May 2026, we increased our interest in Anemos Analytics from 52% to 79%,
further strengthening our position in predictive maintenance and
condition-monitoring technologies for the wind energy sector. Anemos'
platform, which provides real-time turbine monitoring and predictive analytics
capabilities, is now installed across 119 turbines in the UK under long-term
recurring contracts, with additional installations contracted in the near
term.
Anemos directly supports EGT's operations and maintenance capabilities through
Earthmill and we believe there is a compelling growth opportunity for Anemos
across UK onshore wind. Though the business has only been in operation for 12
months, we are impressed by the strength of Anemos' technology and the early
commercial traction they have seen. We are supporting Anemos with
our business development capability and strategic oversight in order to
accelerate Anemos' growth in onshore wind while also pursuing opportunities in
adjacent markets, including larger wind assets, hydropower, shipping and other
industrial applications.
Natural Resources Projects
Following our IPO, we made considerable progress on the REE project in Sweden
with a successful 1,500m drill programme which proved the district scale
potential for REE at the Olserum REE project.
The current geopolitical uncertainty has highlighted the urgent requirement
for Europe to establish a secure supply of REE to support its industrial base
and broader economic resilience, and the Olserum REE project has the potential
to be a critical supplier of REE to Europe in the near future. With no active
REE mines currently operating in Europe, we believe the Olserum REE project
holds significant value and could be of critical strategic importance for
Europe's REE supply security in the years ahead.
International focus on REE has grown in recent months, driven by their
critical role in global supply chains, particularly in the production of
permanent magnets, which are essential to the renewable and defence sectors.
China currently dominates the global supply, processing and refining of REE
and, with geopolitical tensions rising globally, there is a pressing need to
establish a secure and resilient REE supply within Europe.
In May 2025, we extended the Olserum REE licence to June 2029. We believe the
Olserum REE project is now well positioned for sale or partnership with a
large, established mining company who can support its future development while
generating an attractive return for EGT shareholders. Constructive discussions
are ongoing with a view to monetise the project.
The Pajala project, located in northern Sweden, has confirmed copper potential
in addition to high-grade graphite from historic work. The licences have been
extended by three years to March 2028. Similar to our approach for the Olserum
REE project, we are confident of realising value for shareholders from this
project through sale or partnership.
The strength of copper prices, which reached record highs in recent months,
has continued to make the project attractive to third parties as copper
remains a critical component for the electrification of the global economy.
Financial
EGT ended the year with a cash balance of £2.3 million (2024: £3.7
million). Post period end, we successfully completed a £7.5 million fundraise
which was upsized and oversubscribed due to strong investor demand. I am
pleased that investors share my confidence in our ability to execute on our
strategy.
Today, we are debt-free with a strengthened balance sheet providing the
capital required to work towards our medium-term revenue target of £50m and
double-digit EBITDA margins. We will seek to achieve this by scaling our
existing wind energy services business organically, capitalising on the
significant repowering opportunity and pursuing selective bolt-on acquisitions
that expand our service offering.
Dividend Policy
The Board has committed to adopting a progressive dividend policy from the
first full year following completion of the acquisition of the Wind Energy
Services business, targeting annual dividend growth of approximately 5% per
annum. This reflects our confidence in the quality of the cash flows generated
by Wind Energy Services business and our intention to build a sustainable,
income-generating business that delivers long-term value for shareholders.
Outlook
Looking ahead, EGT is strongly placed to benefit from the accelerating global
shift towards energy independence and security, supported by both our Wind
Energy Services business and our natural resources portfolio.
Over the past year, our focus has been on establishing the foundations
required to support future growth. With these now in place, our priority is
disciplined execution as we progress towards our medium-term target of £50
million in Group revenue and double-digit EBITDA margins.
Within the Wind Energy Services business, we are encouraged by the scale of
the repowering opportunity. Recent UK government policy developments have
reinforced market momentum and underpin our confidence in the medium-term
outlook for the business.
With no active rare earth mines currently operating in Europe and a backdrop
of increasing geopolitical tension and supply chain vulnerability, the need to
establish secure supply for critical minerals has become more pronounced. Our
natural resource projects are well aligned with this trend, and we will
continue to evaluate options for partnership or sale in order to maximise
value for our shareholders.
EGT is well positioned to deliver against its strategic and financial
objectives, while playing a meaningful role in supporting the UK's and
Europe's transition to a more secure, resilient and sustainable energy future.
Cathal Friel
Executive Chair
2 June 2026
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2025
Year to 31 December Year to 31 December
2025 2024
GBP£ GBP£
Notes
Revenue - -
Administrative costs 4 (1,355,650) (1,809,225)
Exceptional items 5 - (386,094)
Operating loss (1,355,650) (2,195,319)
Net finance income 10 95,436 55,289
(Loss) before income tax (1,260,214) (2,140,030)
Income tax (charge) 11 - -
(Loss) for the year (1,260,214) (2,140,030)
Other comprehensive income
(16,267) 10,376
Currency translation differences
Total comprehensive (loss) for the year (1,276,481) (2,129,654)
Earnings per share from operations attributable to shareholders during the
year:
(£0.0087) (£0.0195)
Basic and diluted (loss) per ordinary share
From operations 12
All activities relate to continuing operations.
The notes are an integral part of these consolidated Financial Statements.
Consolidated and Company's Statement of Financial Position
As at 31 December 2025
Group 2025 GBP£ Group 2024 GBP£ Company Company
2025 2024
Notes GBP£ GBP£
Assets
Non-current assets
Intangible assets 14 2,104,387 1,986,713 - -
Property, plant and equipment 13 3,456 2,505 - -
Investments in subsidiaries 15 - - 140,769 140,769
Total non-current assets 2,107,843 1,989,218 140,769 140,769
Current assets
Trade and other receivables 17 37,938 43,204 3,926,724 3,631,286
VAT recoverable 20,222 39,091 - 77,304
Cash and cash equivalents 18 2,275,720 3,661,001 2,244,003 3,075,781
Total current assets 2,333,880 3,743,296 6,170,727 6,784,371
Total assets 4,441,723 5,732,514 6,311,496 6,925,140
Equity attributable to owners
Share capital 22 361,552 361,552 361,552 361,552
Share premium account 22 7,720,127 7,720,127 7,720,127 7,720,127
Reverse acquisition reserve 22 305,081 305,081 - -
Share option reserve 23 32,289 24,483 32,289 24,483
Foreign currency reserves 22 (3,154) 13,113 - -
Retained earnings 22 (4,243,985) (2,983,771) (1,847,975) (1,321,188)
Total equity 4,171,910 5,440,585 6,265,993 6,784,974
Liabilities
Current liabilities
Trade and other payables 19 269,813 291,929 45,503 140,166
Convertible debt securities 21 - - - -
Total current liabilities 269,813 291,929 45,503 140,166
Non-current liabilities
- - - -
Convertible debt securities 21
Total non-current liabilities - - - -
Total liabilities 269,813 291,929 45,503 140,166
Total equity and liabilities 4,441,723 5,732,514 6,311,496 6,925,140
The notes are an integral part of these Financial Statements.
The Financial Statements were approved and authorised for issue by the Board
on 2 June 2026.
The Company has elected to take the exemption under section 408 of the
Companies Act 2006 not to present the parent Company income statement account.
The loss for the Parent Company for the year was £526,787 (2024:
£1,321,188).
Jack
Kelly
European Green Transition plc
CFO
Registered no: 15442832
Consolidated Statement of Changes in Shareholders' Equity
For the year ended 31 December 2025
Share Option Reserve GBP£ Reverse Acquisition Reserve GBP£ Foreign currency Reserve GBP£
Share Capital GBP£ Share Premium Retained Earnings
GBP£ GBP£ Total GBP£
At 1 January 2024 116,672 291,015 - - 2,737 (843,741) (433,317)
Changes in equity for the year ended 31 Dec 2024
(Loss) for the year - - - - - (2,140,030) (2,140,030)
Currency differences - - - - 10,376 - 10,376
Total comprehensive (loss) for the year
- - - - 10,376 (2,140,030) (2,129,654)
Transactions with the owners
Shares issued 244,880 7,429,112 - - - - 7,673,992
Share based payment reserve - - 24,483 - - - 24,483
Reverse Acquisition - - - 305,081 - - 305,081
Total contributions by and distributions to owners
244,880 7,429,112 24,483 305,081 - - 8,003,556
At 31 Dec 2024 361,552 7,720,127 24,483 305,081 13,113 (2,983,771) 5,440,585
Changes in equity for the year ended 31 Dec 2025
(Loss) for the year - - - - - (1,260,214) (1,260,214)
Currency differences - - - - (16,267) - (16,267)
Total comprehensive (loss) for the year
- - - - (16,267) (1,260,214) (1,276,481)
Transactions with the owners
Share based payment reserve - - 7,806 - - - 7,806
Total contributions by and distributions to owners
- - 7,806 - - - 7,806
At 31 Dec 2025 361,552 7,720,127 32,289 305,081 (3,154) (4,243,985) 4,171,910
See Note 22 for definition of the reserves above.
Company Statement of Changes in Shareholders' Equity
For the year ended 31 December 2025
Share Option Reserve GBP£
Share Capital GBP£ Share Premium Retained Earnings
GBP£ GBP£ Total GBP£
At 1 January 2024 - - - - -
Changes in equity for the year ended 31 Dec 2024
(Loss) for the year - - - (1,321,188) (1,321,188)
Total comprehensive (loss) for the year - - - (1,321,188) (1,321,188)
Transactions with the owners
Shares issued for EGM shares 140,769 - - 140,769
Shares issued on IPO 220,783 7,720,127 - - 7,940,910
Share based payment reserve - - 24,483 - 24,483
Total contributions by and distributions
to owners 361,552 7,720,127 24,483 - 8,106,162
At 31 Dec 2024 361,552 7,720,127 24,483 (1,321,188) 6,784,974
Changes in equity for the year ended 31 Dec 2025
(Loss) for the year - - - (526,787) (526,787)
Total comprehensive (loss) for the year - - - (526,787) (526,787)
Transactions with the owners
New Share Issue - - - - -
Share based payment reserve - - 7,806 - 7,806
Total contributions by and distributions to owners - - 7,806 - 7,806
At 31 Dec 2025 361,552 7,720,127 32,289 (1,847,975) 6,265,993
See Note 22 for definition of the reserves above.
Consolidated and Company's Statement of Cash Flows
For the year ended 31 December 2025
Group 2025 GBP£ Group 2024 GBP£ Company Company
2025 2024
Notes GBP£ GBP£
Cash Flow from operating activities
(1,356,962) (1,616,588) (826,365) (765,293)
Continuing operations
Cash (used) in operations 24
Net cash (used) in operating activities (1,356,962) (1,616,588) (826,365) (765,293)
Cash flow from investing activities
Cash acquired in new subsidiaries - - - 198,461
Funding of subsidiaries 15 - - (112,901) (1,675,661)
Purchase of new project options 4 - (233,927) - (233,927)
Purchase of property, plant and equipment 13 (2,217) (2,275) - -
Purchase of intangible assets 14 (117,674) (415,375) - -
Net cash used in investing activities (119,891) (651,577) (112,901) (1,711,127)
Cash flow from financing activities
Proceeds from issuance of ordinary shares 22 - 6,500,253 - 6,462,089
Costs of IPO - (950,574) - (950,574)
Proceeds from convertible debt securities 21 - 255,000 - -
Interest received 10 107,839 26,142 107,487 40,686
Net cash generated by financing activities 107,839 5,830,821 107,487 5,552,201
Net (decrease)/increase in cash and cash equivalents (1,369,014) 3,562,656 (831,779) 3,075,781
Cash and cash equivalents at beginning of year 18 3,661,001 87,969 3,075,781 -
FX translation (16,267) 10,376 - -
Cash and cash equivalents at end of year 2,275,720 3,661,001 2,244,002 3,075,781
The notes are an integral part of these Financial Statements.
Notes to the Financial Statements
For the year ended 31 December 2025
1. General information
European Green Transition plc ("EGT", the "Company", the "EGT Group"), was
incorporated on 25 January 2024. The Company is a public limited company,
incorporated in England and Wales. The Company is limited by shares and is
listed on the AIM market of the London Stock Exchange. The registered address
of the Company is The Walbrook Building, 25 Walbrook, London, EC4N 8AF, UK.
The EGT Group comprises European Green Transition plc and its subsidiary
companies.
The Financial Statements are presented in GBP ("£"), except where otherwise
indicated. The registered number of the Company is 15442832.
2. Accounting policies
Basis of preparation
Compliance with applicable law and UK-adopted IAS
The consolidated Financial Statements comprise those of the Company and its
subsidiaries (together the "Group"). The consolidated Financial Statements of
the Group and the individual Financial Statements of the Company have been
prepared in accordance with UK-adopted international accounting standards
("UK-adopted IAS") as they apply to the Group for the year ended 31 December
2025 and with the requirements of the Companies Act 2006. The Financial
Statements are prepared on the historical cost basis.
Principal accounting policies
The principal accounting policies are summarised below. They have been
consistently applied throughout the year covered by the Financial Statements.
Consolidation
The consolidated Financial Statements comprise the Financial Statements of the
Company and its subsidiaries as at and for the year ended 31 December 2025.
Subsidiaries are entities controlled by the Group. Where the Group has control
over an investee, it is classified as a subsidiary. The Group controls an
investee if all three of the following elements are present: power over an
investee, exposure to variable returns from the investee, and the ability of
the investor to use its power to affect those variable returns. Control is
reassessed whenever facts and circumstances indicate that there may be a
change in any of these elements of control. Subsidiaries are fully
consolidated from the date that control commences until the date that control
ceases. Accounting policies of subsidiaries have been changed where necessary
to ensure consistency with the policies adopted by the Group. Intergroup
balances and any unrealised gains or losses or income or expenses arising from
intergroup transactions are eliminated in preparing the consolidated Financial
Statements.
Reverse acquisition
The acquisition of European Green Metals Ltd and its subsidiaries by European
Green Transition plc on 14 March 2024 was accounted using the principles of
reverse acquisition accounting. Although the Group Financial Statements were
prepared in the name of the legal parent, European Green Transition plc, they
were in substance a continuation of the consolidated Financial Statements of
the legal subsidiary, European Green Metals Ltd. The following accounting
treatment was applied in respect of the reverse accounting:
The assets and liabilities of the legal subsidiary, European Green Metals Ltd,
were recognised and measured in the prior year Group Financial Statements at
the pre-combination carrying amounts, without restatement to fair value. The
retained earnings recognised in the Group Financial Statements reflect the
prior year earnings of European Green Transition plc from its incorporation
date of 25 January 2024 to that period end plus the retained earnings of
European Green Metals Ltd to the prior period end. The equity structure
appearing in the Group Financial Statements reflects the equity structure of
the legal parent, European Green Transition plc, including the equity
instruments issued in order to affect the business combination.
Comparative period
The comparative period is for the year ended 31 December 2024.
Going concern
Management believe that it is appropriate to prepare these consolidated
Financial Statements on the going concern basis. In making that assessment,
management are required to consider whether the Group can continue in
operational existence for the foreseeable future, being a period of not less
than twelve months from the date of the approval of the consolidated Financial
Statements. In reaching the going concern conclusion, the cash and cash
equivalents of £2,275,720 as at 31 December 2025, the post balance sheet
fundraise of £7,500,000 in March 2026 (Note 27) and the Group's forecasts
and projections over the foreseeable future, along with sensitivity analysis
performed on the projected cashflows taking into account reasonable changes in
market conditions, were considered. The Group, therefore, continues to adopt
the going concern basis in preparing the consolidated Financial Statements.
Further information is provided on page 14 of the Group Directors' Report.
Presentation of balances
The consolidated Financial Statements are presented in Pounds Sterling ("£")
which is the functional and presentational currency of both the Company and
its subsidiary European Green Metals Ltd. The functional currency of the
subsidiaries European Green Metals (Ireland) Limited and Rockfleet Minerals
Limited is the Euro ("€"). The functional currency of the subsidiary
European Mineral Exploration AB is the Swedish Krona ("SEK").
The following table discloses the major exchange rates of those currencies
utilised by the Group:
Average rate Average rate Year end rate Year end rate
2025 2024 2025 2024
Rate compared to GBP£
Euro (€) 1.17 1.18 1.15 1.21
Swedish Krona (SEK) 12.89 13.57 12.40 13.84
Changes in accounting policies and disclosures
Except where disclosed otherwise in this note, the accounting policies adopted
in the preparation of the consolidated Financial Statements are consistent
with those applied when preparing the consolidated Financial Statements for
the year ended 31 December 2024.
New accounting standards, amendments and interpretations adopted by the Group
The following standards and amendments became effective for accounting periods
beginning on or after 1 January 2025 and have been adopted by the Group for
the first time in the consolidated Financial Statements for the year ended 31
December 2025.
These have been assessed by the Directors as having no material impact on the
Group's financial position, performance or disclosures.
Effective for accounting periods beginning
Standard/amendment Date issued on or after
Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates August 2023 1 January 2025
- Lack of Exchangeability (provides guidance on when a currency is
exchangeable and how to determine the exchange rate when it is not)
New standards, amendments and interpretations not yet adopted by the Group
The following standards and amendments were in issue at the balance sheet date
but were not yet effective and have not been applied in preparing the
consolidated Financial Statements for the year ended 31 December 2025. These
standards have not yet been endorsed by the UK Endorsement Board, where
applicable.
The Directors do not anticipate that the adoption of the following standards
and amendments will have a significant financial or disclosure impact on the
Group's Financial Statements in future periods.
Effective for accounting periods beginning
Standard/amendment Date issued on or after
Amendments to IFRS 9 Financial Instruments and May 2024 1 January 2026
IFRS 7 Financial Instruments: Disclosures
IFRS 18 Presentation and Disclosures in Financial April 2024 1 January 2027
Statements
IFRS 19 Subsidiaries without Public May 2024 1 January 2027
Accountability: Disclosures
Critical accounting judgements and key sources of estimation uncertainty
The preparation of Financial Statements in conformity with UK-adopted IAS
requires management to make estimates and judgements that affect the reported
amounts of assets and liabilities as well as the disclosure of contingent
assets and liabilities at the period end and the reported amounts of revenues
and expenses during the reporting period. Estimates and judgements are
continually evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be
reasonable under the circumstances.
The Group's accounting policy descriptions set out the areas that involve
significant estimation, uncertainty and critical judgement. The most
significant of which are:
(a) Carrying value of intangible exploration and evaluation assets - (Note
14)
The capitalisation of exploration costs relating to the exploration and
evaluation phase requires management to make judgements as to the future
events and circumstances of a project, especially in relation to whether an
economically viable extraction operation can be established. In making such
judgements, the Directors take comfort from the findings from exploration
activities undertaken, and that the Company expects to be able to bring in a
partner to support future development of the project.
At each reporting date, management make a judgment as to whether circumstances
have changed following the initial capitalisation and whether there are
indicators of impairment. If there are such indicators, an impairment review
will be performed which could result in the relevant capitalised amount being
written off to the income statement. The Directors assess the impairment
indicators as presented within IFRS 6 Exploration for and Evaluation of
Mineral Resources.
In the current year an impairment charge of £nil (2024: £nil) was made to
Intangibles Assets and charged to the Consolidated Statement of Comprehensive
Income (Note 14).
(b) Investment in subsidiaries and recoverability of intercompany
receivables (Note 15 and 17)
In addition, the Company has also considered its investment in subsidiaries
and loans to subsidiaries. In the current year and at this stage of the
Company's development, the Company sees no requirement for impairment of its
investment in or loans to its subsidiaries, given the early stage nature of
the underlying exploration assets, the fact we have recently completed our
first drill programme and we have recently renewed our key exploration
licences.
Employee benefits
All employee benefit costs, notably bonuses and contributions to personal
pension plans are charged to the Consolidated Statement of Comprehensive
Income on an accruals basis.
Financial instruments
Financial instruments are classified on initial recognition as financial
assets, financial liabilities or equity instruments in accordance with the
substance of the contractual arrangement. Financial instruments are initially
recognised when the Company becomes party to the contractual provisions of the
instrument. Financial assets are de-recognised when the contractual rights to
the cash flows from the financial asset expire or when the contractual rights
to those assets are transferred. Financial liabilities are de-recognised when
the obligation specified in the contract is discharged, cancelled or expired.
Financial assets
Cash and cash equivalents
Cash and cash equivalents comprise of current bank account balances and
short-term deposits with a maturity of three months or less. Amounts are
readily convertible to a known amount of cash and are subject to an
insignificant risk of change in value.
Trade and other receivables
Trade and other receivables have fixed or determinable payments that are not
quoted in an active market, are measured at initial recognition at fair value,
and are subsequently measured at amortised costs using the effective interest
method less impairment. Trade and other receivables are reduced by appropriate
allowances for estimated irrecoverable amounts. Interest income is recognised
by applying the effective interest rate, except for short-term receivables
when the recognition of interest would be immaterial.
Impairment of financial assets
At each Statement of Financial Position date, financial assets are assessed
for indicators of impairment. Financial assets are impaired if indications
exist that events have occurred after the initial recognition of the financial
asset that estimated future cash flows have been impacted. If any such
indication exists, the recoverable amount of the asset is estimated in order
to determine the extent of the impairment loss. Where the asset does not
generate cash flows that are independent from other assets, the Company
estimates the recoverable amount of the cash-generating unit to which the
asset belongs. Any impairment loss arising from the review is charged to the
Statement of Comprehensive Income whenever the carrying amount of the asset
exceeds its recoverable amount.
IFRS 9 requires the Company to make an assessment of expected credit losses
relating to loans to subsidiary companies. An expected credit loss model has
been used which takes into account the probability of default, the exposure at
default and the loss given default at the year end. The Company defines
default as the performance against plans, forecasts and the overall progress
towards monetisation.
The Company does not expect loans to be recalled within the next 24 months and
nor would amounts be available to repay on demand and therefore the Company
has considered this in calculating the expected credit loss. The probability
of default is considered to be low when considering the performance of the
subsidiary companies. The potential recoverable amount has been estimated
based on a probability weighted cashflow model. Cashflow assumptions include
forecast future licence payments, the amount and timing of which are
uncertain. The Company does not believe that there is a significant risk of
default and therefore has not recognised a loss provision in the current year.
Financial liabilities
Trade and other payables
Trade and other payables are initially measured at their fair value and are
subsequently measured at their amortised cost using the effective interest
rate method except for short-term payables when the recognition of interest
would be immaterial.
Foreign currency translation
The Company translates foreign currency transactions into its functional
currency, £, at the rate of exchange prevailing at the transaction date.
Monetary assets and liabilities denominated in foreign currencies are
translated into the functional currency at the rate of exchange prevailing at
the Statement of Financial Position date. Exchange differences arising are
taken to the Statement of Comprehensive Income.
Non-monetary items that are measured in terms of historical cost in a foreign
currency are translated using the exchange rates at the dates of the initial
transactions.
On consolidation, exchange differences arising from the translation of the net
investment in foreign subsidiaries (listed below) are taken to Other
Comprehensive Income. When a foreign subsidiary is partially disposed of or
sold, exchange differences that were recorded in equity are recognised in the
Statement of Comprehensive Income as part of the gain or loss on sale.
EGT and European Green Metals Ltd have a functional currency of GBP(£),
Rockfleet Minerals Limited and European Green Metals (Ireland) Limited have a
functional currency of Euro(€) and European Mineral Exploration AB has a
functional currency of Swedish Krona (SEK).
Intangible assets - Exploration for and Evaluation of Mineral Resources
Exploration expenditure relates to the initial search for deposits with
economic potential. Evaluation expenditure arises from a detailed assessment
of deposits that have been identified as having economic potential. The costs
of exploration assets include the cost of acquiring the right to explore.
Costs incurred in relation to evaluating the technical feasibility and
commercial viability of extracting resources are capitalised as part of
exploration and evaluation assets. Exploration costs are capitalised until
technical feasibility and commercial viability of extraction of reserves are
demonstrable. At that point, all costs which have been capitalised to date and
included in exploration and evaluation assets, are assessed for impairment.
All impairment losses are recognised immediately in the Statement of
Comprehensive Income. If assets are not impaired, then they are reclassified
as either tangible assets or intangible assets and amortised over their useful
life.
Impairment of intangible assets - Exploration for and Evaluation of Minerals Resources
Exploration and evaluation assets are assessed for impairment when facts and
circumstances suggest that the carrying amount may exceed its recoverable
amount. The Group reviews and tests for impairment indicators on an ongoing
basis and specifically if the following occurs:
• the period for which the Group has a right to explore in the
specific area has expired during the year or will expire in the near future,
and is not expected to be renewed;
• substantive expenditure on further exploration for and evaluation
of mineral resources in the specific area is neither budgeted nor planned;
• exploration for and evaluation of mineral resources in the
specific area have not led to the discovery of commercially viable quantities
of mineral resources and the Group has decided to discontinue such activities
in the specific area;
• sufficient data exists to indicate that although a development in
the specific area is likely to proceed the carrying amount of the exploration
and evaluation asset is unlikely to be recovered in full from successful
development or by sale.
Where an impairment indicator is met, the Group performs a full impairment
assessment under IAS 36.
Investment in subsidiaries
Investments in subsidiaries are stated at cost less impairment. Investment in
subsidiaries are subject to annual impairment review, with any impairment
charge being recognised in the Statement of Comprehensive Income. The Group
determines whether an investment is a business combination by applying the
definition in IFRS 3, which requires that the assets acquired and liabilities
assumed constitute a business. If the assets acquired are not a business, the
Group accounts for the transaction as an asset acquisition. Frequently, the
acquisition of mining exploration assets is effected through a non-operating
corporate structure. As these structures do not represent a business, it is
considered that the transaction does not meet the definition of a business
combination. Accordingly, the transaction is accounted for as the acquisition
of an asset. The net assets acquired are recognised at cost. When IFRS 3
guidance was applied to the acquisition of Rockfleet Minerals Limited,
European Mineral Exploration AB and Olree AB (since liquidated) the indicators
point to the acquisition being that of assets (primarily mining exploration
permits) as opposed to an acquisition of a business. After reviewing the
characteristics of the acquisition, the Group has determined that the
appropriate accounting treatment of these acquisitions is an asset
acquisition.
Impairment of investment in subsidiaries
At each Statement of Financial Position date, the Company reviews the carrying
amounts of its investment in subsidiaries to determine whether there is any
indication that those assets have suffered an impairment loss. If any such
indication exists, the recoverable amount of the asset is estimated in order
to determine the extent of the impairment loss. Any impairment loss arising
from the review is charged to the Statement of Comprehensive Income whenever
the carrying amount of the asset exceeds its recoverable amount.
The Group assesses each asset annually to determine whether any indication of
impairment exists. Where an indicator of impairment exists, a formal estimate
of the recoverable amount is made, which is considered to be the higher of the
fair value less costs to sell and value in use. These assessments require the
use of estimates and assumptions such as discount rates, future capital
requirements, general risks affecting the green energy industry and other
risks specific to the individual asset. Fair value is determined as the amount
that would be obtained from the sale of the asset in an arm's length
transaction between knowledgeable and willing parties. Fair value is generally
determined as the present value of estimated future cash flows arising from
the continued use of the asset, using assumptions that an independent market
participant may take into account. Cash flows are discounted to their present
value using a pre-tax discount rate that reflects current market assessments
of the time value of money and the risks specific to the asset. Assets are
grouped into the smallest group that generate cash inflows are independent of
other assets.
Property, plant and equipment
Property, plant and equipment are stated at historical cost less accumulated
depreciation and any provision for impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the asset and
bringing the asset to its working condition for its intended use.
Subsequent costs are included in the asset's carrying amount or recognised as
a separate asset, as appropriate, only where it is probable that future
economic benefits associated with the asset will flow to the Group and the
cost of the asset can be measured reliably. The carrying amount of the
replaced asset is derecognised. All other repairs and maintenance are charged
to the Statement of Comprehensive Income during the financial period in which
they are incurred. Any borrowing costs associated with qualifying property,
plant and equipment are capitalised and depreciated at the rate applicable to
that asset category.
Depreciation on assets is calculated using the straight-line method to
allocate their cost to its residual value over their estimated economic useful
lives, as follows:
Computer
Equipment three
years
Office
Equipment
three years
The assets' residual values and useful economic lives are reviewed regularly,
and adjusted if appropriate, at the end of each reporting period.
An asset's carrying value is written down immediately to its recoverable
amount if the asset's carrying amount is greater than its estimated
recoverable amount.
Gains and losses on the disposal of assets are determined by comparing the
proceeds with the carrying amount and are recognised in Administration
Expenses in the Statement of Comprehensive Income.
Taxes
Tax comprises current and deferred tax. Current tax is the expected tax
payable on the taxable income for the period, using tax rates enacted or
substantially enacted at the reporting date. Deferred tax assets or
liabilities are recognised where the carrying value of an asset or liability
in the Statement of Financial Position differs to its tax base and is
accounted for using the statement of financial position liability method.
Recognition of deferred tax assets is restricted to those instances where it
is probable that taxable profit will be available against which the difference
can be utilised. There is no deferred tax asset recognised for the Group or
Company as the Company is still pre-revenue, and thus not considered probable
that future trading profits would be generated in which this asset could be
offset.
Share capital
Ordinary Shares are classified as equity. Proceeds in excess of the nominal
value of shares issued are allocated to the share premium account and are also
classified as equity. Incremental costs directly attributable to the issue of
new Ordinary Shares or options are deducted from the share premium account.
Interest income
Interest income is accrued on a time basis, by reference to the principal
outstanding and at the effective interest rate applicable.
Exceptional items
These are items of an unusual or non-recurring nature incurred by the Group
and include transactional costs and one-off items relating to business
combinations, such as acquisition expenses, restructuring costs, IPO costs
etc.
3. Segmental information
The Board considers there to be only a single operating segment up to 31
December 2025: Green Energy projects. As at this date all areas of the
business were engaged in the development of a range of Green Energy projects.
Performance information was reported as a single business unit to the
executive management team, who was responsible for reviewing the Group's
management information. The Executive Chair and Chief Financial Officer are
considered to be the chief operating decision makers.
The Group did not generate revenue during the year or prior year.
Location of non-current assets
2025 2024
£ £
Sweden 1,969,719 1,852,045
Germany 134,668 134,668
UK/Ireland 3,456 2,505
Total non-current assets 2,107,843 1,989,218
Non-current assets consist of intangible assets and tangible assets.
Intangible assets are classified under the location where the project is
located.
4. Administrative costs
2025 2024
£ £
Employee benefit expense (Note 8) 560,464 654,681
Professional fees, public and investor relations 597,418 514,894
Licences, options, subcontractors' fees, travel 367 306,891
Office, administration and general expenses 189,595 308,276
Share option charge (Note 8 & 23) 7,806 24,483
Total administrative costs 1,355,650 1,809,225
There were no short-term lease payments expensed during year ended 31 December
2025 (2024: £Nil).
5. Exceptional items
2025 2024
£ £
Exceptional items include:
- Transaction costs relating to IPO of Company - 386,094
Total exceptional loss - 386,094
6. Auditor remuneration
Services provided by the Company's auditor and its associates. During the year
the Group (including its overseas subsidiaries) obtained the following
services from the Company's auditor and its associates:
2025 2024
£ £
Fees payable to Company's auditor for the audit of the Parent Company and
consolidated Financial Statements
48,050 43,050
Fees payable to Company's auditor as Reporting Accountant for IPO of Company - 70,000
(Note 5)
Total paid to the Company auditor 48,050 113,050
Total auditor's remuneration 48,050 113,050
7. Directors' emoluments
2025 2024
£ £
Aggregate emoluments 347,559 367,667
Social security costs 29,156 39,260
Contribution to defined contribution pension scheme 15,772 14,919
Share based payment charge (Note 23) 3,548 21,290
Total Directors' remuneration 396,036 443,136
8. Employee benefit expense (including Note 7)
2025 2024
£ £
Wages and salaries 490,028 570,978
Social security costs 44,455 56,464
Pension costs 25,981 27,239
Share based payments charge (Note 23) 7,806 24,483
Total employee benefit expense 568,270 679,164
9. Average number of people employed
2025 2024 2025 2024
Group No. Group No. Company Company
No. No.
Average number of people (including Directors) employed was: Administration
6 5 3 2
Total average number of people employed 6 5 3 2
10. Net finance costs
2025 2024
£ £
Interest expense:
- 1,247
- Interest credited on convertible debt securities* (Note 21)
Finance costs - 1,247
Finance income
- Interest income on bond held by Swedish Mining authority 50 111
- Interest on tax and other refunds - 502
- Interest income on bank deposits 95,386 53,429
Finance income 95,436 54,042
Net finance income 95,436 55,289
*All convertible debt securities converted to ordinary shares in EGT on date
of IPO 8 April 2024.
11. Taxation
2025 2024
Group £ £
Total current tax charge - -
Total deferred tax - -
The tax charge on the Group's loss before tax differs from the theoretical
amount that would arise using the standard tax rate applicable to the loss of
the consolidated entities as follows:
2025 2024
£ £
(Loss) before tax (1,260,214) (2,140,030)
Tax calculated at domestic tax rates applicable to UK small profits rate of
tax of 19%
(2024 - 19%) (239,441) (406,606)
Tax effects of:
- Expenses not deductible for tax purposes (33,888) (31)
- Losses carried forward (205,553) (406,575)
Total tax charge - -
See Note 20 for details on deferred tax asset.
12. Loss per share
Basic and diluted
Basic loss per share is calculated by dividing the (Loss) attributable to
equity holders of the Company for the year by the weighted average number of
ordinary shares in issue during the year.
2025 2024
£ £
(Loss) for the year (1,260,214) (2,140,030)
Weighted average number of Ordinary Shares in issue 144,620,892 109,743,447
Loss per share from operations (£0.0087) (£0.0195)
On incorporation of EGT on 25 January 2024, 2000 shares @ £0.0005 per share
were issued. These shares were later converted to 400 shares @ £0.0025 per
share when EGT acquired European Green Metals Ltd ("EGM") and its subsidiaries
in March 2024.
On 14 March 2024, EGT and EGM completed a share exchange agreement whereby EGT
acquired EGM by issuing 1 EGT share for each 1 EGM share in issue. 56,307,702
EGT shares @ £0.0025 per share were issued as a result.
Convertible debt securities (Note 21) were converted to equity on admission of
EGT to AIM on the London Stock exchange on 8 April 2024. 23,691,900 EGT shares
@ £0.01 per share were issued as a result.
The Company issued a further 64,620,890 shares @ £0.01 per share as part of a
fundraise on admission of EGT to AIM on the London Stock Exchange on 8 April
2024.
EGT adopted an Employee Performance Incentive Plan ("EPIP") for a number of
key senior management on admission of EGT to AIM on the London Stock Exchange
on 8 April 2024. Due to the losses in the year, the effect of the share
options noted in Note 23 are considered to be anti-dilutive. The weighted
average number of potentially dilutive shares at 31 December 2025 was
1,300,000 (2024: 1,684,153).
13. Property, plant and equipment
Office Equipment Computer equipment 2025 2024
£ £ Total Total
Group £ £
Cost
At 1 January 1,043 2,087 3,130 850
2025 Additions 674 1,465 2,139 2,275
Exchange differences 59 51 110 5
At 31 December 1,776 3,603 5,379 3,130
Depreciation
At 1 January 261 364 625 -
2025 Charge for the year 555 711 1,266 625
Exchange differences 19 13 32 -
At 31 December 835 1,088 1,923 625
Net book value at 31 December 941 2,515 3,456 2,505
The Company has no property, plant or equipment.
14. Intangible fixed assets
Group 2025 Group 2024
£ £
Group
Cost
At 1 January 2,030,828 1,615,453
Additions 30,087 422,877
Exchange differences 87,587 (7,502)
At 31 December 2,148,502 2,030,828
Amortisation and impairment
At 1 January 44,115 44,115
Charge for the year - -
At 31 December 44,115 44,115
Net book value
2,104,387 1,986,713
At 31 December
The Group reviews the carrying amounts of its intangible assets to determine
whether there are any indications that those assets have suffered an
impairment loss. If any such indications exist, the recoverable amount of the
asset is estimated in order to determine the extent of the impairment loss.
Impairment indications include events causing significant changes in any of
the underlying valuation assumptions used.
In the current year an impairment charge of £nil (2024: £nil) was made to
the Consolidated Statement of Comprehensive Income.
The Company has no intangible fixed assets.
15. Investments in subsidiaries
2025 2024
Company £ £
Shares in Group undertakings
At 1 January 140,769 -
Investment in European Green Metals Ltd - 140,769
At 31 December 140,769 140,769
On 14 March 2024, EGT and EGM completed a share exchange agreement whereby EGT
acquired EGM by issuing 1 EGT share for each 1 EGM share in issue. 56,308,102
EGT shares @ £0.0025 per share were issued as a result.
The investment in EGM is recorded at cost, which is the fair value of the
consideration paid. Following review an impairment provision of Nil (2024:
Nil) has been made to the investment in subsidiaries.
All the subsidiaries are included in the consolidation. The proportions of
voting shares held by the Parent Company do not differ from the proportion of
Ordinary Shares held. The subsidiaries are listed below:
Company Name Registered address % Holding Business
European Green Metals Ltd 25 Walbrook, London, EC4N 8AF, UK 100% Service company
European Green Metals (Ireland) Limited 4th Floor Fitzwilliam Hall, Fitzwilliam Place, Dublin, Ireland 100% Service company
Rockfleet Minerals Limited 18, Kings Hill, Westport, Co. Mayo, F28 AC99, Ireland 100% Early stage exploration
European Minerals Exploration AB C/O Fredersen Advokatbyra AB, Birger Jarlsgatan 8, 114 34 Stockholm, Sweden 100% Early stage exploration
16. Financial instruments
The Group's financial instruments comprise investments, cash at bank, and
various items such as debtors and creditors. The Group has not entered into
derivative transactions, nor does it trade financial instruments as a matter
of policy. A detailed description of how risk management is carried out by the
Directors of the Group is contained in the strategic report on pages 5 and 6.
Financial instruments by category
(a) Assets
Group 2025 Group 2024 Company Company
£ £ 2025 2024
£ £
31 December
Assets at amortised cost
Trade and other receivables - 12,402 - 12,136
Cash and cash equivalents 2,275,720 3,661,001 2,244,003 3,075,781
Total 2,275,720 3,673,403 2,244,003 3,087,917
Assets in the analysis above are all categorised as 'other financial assets at
amortised cost' for the Group and Company. Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting
the obligations associated with its financial liabilities that are settled by
delivering cash or another financial asset. The Group's approach to managing
liquidity is to ensure, as far as possible, that it will always have
sufficient liquidity to meet its liabilities when due, under both normal and
stressed conditions, without incurring unacceptable losses or risking damage
to the Group's reputation.
(b) Liabilities
Group Group Company Company
2025 2024 2025 2024
£ £ £ £
31 December
Liabilities at amortised cost
Trade and other payables 256,537 273,651 37,932 135,379
Total 256,537 273,651 37,932 135,379
Liabilities in the analysis above are all categorised as 'other financial
liabilities at amortised cost' for the Group and Company.
(c) Credit quality of financial assets and liabilities
The Group is exposed to credit risk from its financing activities, including
deposits with banks and financial institutions, foreign exchange transactions
and other financial instruments.
The Group's maximum exposure to credit risk, due to the failure of counter
parties to perform their obligations as at 31 December 2025 and 31 December
2024, in relation to each class of recognised financial assets, is the
carrying amount of those assets as indicated in the accompanying Statement of
Financial Position.
Cash at bank
The credit quality of cash has been assessed by reference to external credit
ratings, based on reputable credit agencies' long-term issuer ratings:
2025 2024
Rating £ £
A - AAA 2,275,720 3,661,001
Total 2,275,720 3,661,001
Foreign currency risk
The Group incurs costs denominated in foreign currencies (including Euros and
Swedish Krona) which gives rise to short term exchange risk. The Group does
not currently hedge against these exposures as they are deemed immaterial and
there is no material exposure as at the year end.
Market risk
Market risk is the risk that changes in market prices, such as commodity
prices, interest rates, foreign exchange rates, and equity prices will affect
the Group's value of its holdings in financial instruments.
17. Trade and other receivables
Group 2025 Group 2024 Company Company
£ £ 2025 2024
£ £
Trade and other receivables 37,938 43,204 22,062 22,772
Amounts owed by subsidiary undertakings - - 3,904,662 3,608,514
Total 37,938 43,204 3,926,724 3,631,286
The Directors consider that the carrying amount of trade and other receivables
approximates to their fair value.
The carrying amounts of the Group's trade and other receivables denominated in
all currencies were as follows:
Group 2025 Group 2024 Company Company
£ £ 2025 2024
£ £
GBP 37,012 42,472 22,062 22,772
EUR 926 419 - -
SEK - 313 - -
Total 37,938 43,204 22,062 22,772
18. Cash and cash equivalents
Cash and cash equivalents include the following for the purposes of the
statement of cash flows:
Group 2025 Group 2024 Company Company
£ £ 2025 2024
£ £
Cash at bank and on hand 2,275,720 3,661,001 2,244,003 3,075,781
Cash and cash equivalents 2,275,720 3,661,001 2,244,003 3,075,781
The Directors consider that the carrying amount of cash and cash equivalents
approximates to its fair value.
19. Trade and other payables
Group 2025 Group 2024 Company Company
£ £ 2025 2024
£ £
Trade payables 94,473 52,821 32,644 -
Social security and other taxes (Note 8) 13,276 17,346 7,571 4,787
Other payables - 932 - -
Accrued expenses 162,064 220,830 5,288 135,379
Total 269,813 291,929 45,503 140,166
The fair value of trade and other payables approximates to their book value.
All balances are due within 1 year.
20. Deferred income tax
Deferred tax assets
Deferred income tax assets are recognised to the extent that the realisation
of the related tax benefit through future taxable profits is probable. There
is no deferred tax asset recognised for the Group or Company's accumulated tax
losses of £2.9m and £1.2m respectively as the Group and Company are still
pre-revenue.
21. Borrowings
Group 2025 Group 2024 Company Company
£ £ 2025 2024
£ £
Current - falling due within 1 year
Convertible debt securities ("CDSs") - - - -
Total borrowings - - - -
During 2022, 2023 and 2024, EGM issued convertible debt securities ("CDS") to
a collective of high-net-worth investors.
Following novation of all CDSs from EGM to EGT in March 2024, EGT was admitted
to trading on AIM on 8 April 2024 and consequently all CDSs were converted
into ordinary shares in EGT at this date. (Note 12)
22. Share capital
Group 2025 Group 2024 Company Company
£ £ 2025 2024
£ £
144,620,892 (2024 - 144,620,892) Ordinary shares of
£0.0025 nominal value 361,552 361,552 361,552 361,552
Total 361,552 361,552 361,552 361,552
The share capital of European Green Transition plc consists only of fully paid
ordinary shares. All shares are equally eligible to share in declared
dividends, appoint Directors, receive notice of, attend, speak and vote at any
general meeting of the Company.
Other reserves
Group and Company
Share premium
Share premium is the difference between the nominal value of share capital and
the actual cash received on fundraising less any costs associated with the
fund-raising.
Share option reserve
A share option reserve was created in 2024, following the Company adopting an
Employee Performance Incentive Plan for a number of key senior management,
which granted them share options in EGT following its admission to AIM on 8
April 2024. (Note 23)
Reverse acquisition reserve
The reverse acquisition reserve resulted from the reverse acquisition of
European Green Transition plc by European Green Metals Ltd in 2024.
Foreign currency reserve
The presentation currency of the Group is GBP£. This reserve arises from the
translation of the subsidiaries which are denominated in Euro and SEK into
GBP£ on consolidation.
The Euro denominated subsidiaries are Rockfleet Minerals Limited and European
Green Metals (Ireland) Limited. The SEK denominated subsidiary is European
Mineral Exploration AB.
Retained Earnings
For the Group and Company, earnings reflect the earnings of European Green
Transition plc.
23. Share based payments
In 2024 an Employee Performance Incentive Plan was launched granting 2,300,000
share options in EGT to 2 Executive Directors and a member of the senior
management team. 1,000,000 share options lapsed when an Executive Director
left the Company on 30 June 2025 and 1,300,000 remain active.
The value of the share options is measured by the use of a Black Scholes
Model. The inputs into the Black Scholes Model on granting of the share
options were as follows:
Options issued 2,300,000
Exercise price (when share price above 18.5p for 14 consecutive days on AIM) 0.0025p
Expected volatility 75%
Expected dividend 0%
Contractual life remaining on issue 6.6yrs
Risk free interest rate 3.5%
Estimated fair value of each option 0.0982p
No share options have been exercised to date as the vesting criteria have not
been met. The share-based payment charge for the year ending 31 December
2025 was £7,806 (2024: £24,483).
24. Cash used in operations
Group 2025 Group 2024 Company Company
£ £ 2025 2024
£ £
(Loss) before income tax (1,260,214) (2,140,030) (526,787) (1,321,188)
Adjustments for:
- Net finance costs (Note 10) (95,436) (55,289) (278,599) (140,835)
- Depreciation 1,266 620 - -
- IPO related costs - 386,094 - 386,094
- Option agreement costs - 233,927 - 233,927
- Share option expense 7,806 24,483 7,806 24,483
Changes in working capital:
- (Increase) in trade and other receivables (7,137) (29,520) (11,426) (10,636)
- Decrease/(Increase) in VAT tax recoverable 18,869 (7,543) 84,875 (77,304)
- (Decrease)/Increase in trade and other payables (22,116) (29,330) (102,234) 140,166
Net cash (used) in operations (1,356,962) (1,616,588) (826,365) (765,293)
25. Related Party Disclosures
Key management are those persons having authority and responsibility for
planning, controlling and directing the activities of the Company. In the
opinion of the Board, the Company's key management are the Directors of
European Green Transition plc.
Directors
The Directors' emoluments charged during 2025 were £396,036 (2024:
£443,136).(Note 7).
Group
Raglan Professional Services Limited, a company controlled by Cathal Friel,
Executive Chair, invoiced the Group in 2025 for services in relation to
business development opportunities for £19,321 (2024: £105) and in
relation to consultancy services for £168,000 (2024: £124,586).There was a
balance of £28,000 outstanding to Raglan Professional Services Limited at
year end (2024: £28,170).
Poolbeg Pharma (Ireland) Limited, a company in which Cathal Friel is Executive
Chair, invoiced the Group in 2025 for services in relation to shared office
and staff costs of £161,338 (2024: £110,664). There was a balance of
£15,243 outstanding to Poolbeg Pharma (Ireland) Limited at year end (2024:
£35,248).
Mitaks Investment & Management AB, a company controlled by Daniel
Akselson, Non-Executive Director of EGT, invoiced the Group in 2025 in
relation to consultancy services for £14,667 (2024: £25,000). There was a
balance of £5,500 outstanding at year end to Mitaks Investment &
Management AB (2024: £nil).
There were no other related party transactions during the year.
Company
At 31 December 2025 the Company was owed £3,904,662 (2024: £3,608,513) by
its subsidiaries.
26. Capital commitments
The Group had no capital commitments at 31 December 2025 or at 31 December
2024.
The projects are all held under exploration licences, with key licences
renewed in 2025 as outlined in the Strategic Report on pages 2 to 7. Further
renewals are due in the coming years and these renewals will incur associated
renewal fees. There are various specific costs relating to the continuance of
business activities including staffing and consultancy costs, office costs and
various sundry items including warehousing commitments for core storage.
No provision has been made in the Financial Statements for these amounts as
the expenditure items are expected to be incurred in the normal course of
business operations. Furthermore, whilst maintaining the current portfolio of
exploration interests is the intent of the Group, should activities be ceased
in any project, aside from modest exit costs, the costs of that project would
cease.
27. Post balance sheet events
The following events have taken place since the year end:
1. Acquisition of Wind Energy Services Business
("Acquisition")
On 25(th) February 2026, European Green Transition plc announced it had
entered into a share purchase agreement to acquire an established onshore wind
turbine operating, maintenance, repairing, and remote monitoring business in
the UK and Ireland. The Business was acquired from the court-appointed
liquidators of Arena Capital Partners (in liquidation) for a consideration
of £3.5 million in cash. The Consideration was satisfied through existing
cash resources and short-term bridging facilities.
The Acquisition was completed on 26(th) February 2026 via a new 100%
subsidiary of European Green Transition plc named EGT Wind Limited which was
incorporated on 19 February 2026, with company number 17042227.
The Wind Energy Services business acquired included a 100% interest
in Earthmill Maintenance Ltd, based in Harrogate, England and an 85%
interest in WEP Wind Energy Partnership Ltd, based in the Republic of
Ireland, and its 100% owned subsidiary Silverford Engineering Ltd, based
in Northern Ireland. This Acquisition provides a broad operational footprint
to serve over 900 wind turbines across the UK and Ireland. The Acquisition
also included a 52% interest in Anemos Analytics Ltd, which is a
complementary condition monitoring software technology based in Scotland.
This 52% interest in Anemos Analytics Ltd has been increased to a 79% interest
in May 2026.
A summary of the combined balance sheets of the Wind Energy Services business
acquired is included below.
As at 28 February 2026
GBP£
Non- Current Assets
977,613
Leasehold property, plant & machinery, Office equipment, motor vehicles
Current Assets
Stock 3,557,101
Trade & other receivables 1,727,208
Cash & cash equivalents 608,732
5,893,041
Current Liabilities
Trade and other payables (2,166,069)
Tax payable (632,335)
Hire purchase leases (392,910)
(3,191,314)
Net Current Assets 2,701,727
Non-Current Liabilities
(166,132)
Deferred tax
Total Assets less Total Liabilities 3,513,208
Minority interest (167,011)
Net Assets less Liabilities & Minority Interest 3,346,196
Details of the approximate indicative net assets acquired, and purchase price
allocation are as follows:
As at 28 February 2026
GBP£
Consideration Paid 3,500,000
Net Assets less Liabilities & Minority Interest acquired 3,346,196
Goodwill paid on transaction 153,804
The Acquisition completed on 26(th) February 2026. Between the acquisition
date and 28(th) February 2026 no significant transactions were entered into
and the balance sheet at 28(th) February 2026 (above) is representative of the
fair values acquired at the acquisition date.
The Group has not yet completed a full purchase price allocation exercise
under IFRS 3. The Group has 12 months to finalise the purchase price
allocation and adjust the provisional amounts stated above accordingly.
2. Fundraise
On 11(th) March 2026, European Green Transition plc announced a proposed
fundraise to raise gross proceeds of approximately £7.5 million before
expenses by the issue of new ordinary shares of £0.0025 per share in the
Company at a price of £0.06 per Ordinary Share via a placing and a
subscription.
On 12(th) March 2026, European Green Transition plc announced the Company had
conditionally raised gross proceeds of £7.5 million in aggregate, via the
placing of 64,778,653 new Ordinary Shares of £0.0025 per share by way of a
placing and 60,221,347 new Ordinary Shares of £0.0025 per share by way of a
subscription, at the Issue Price of £0.06 per Ordinary Share.
The placing shares and subscription shares represented in aggregate 86% of
the issued ordinary share capital of the Company prior to the placing and
subscription.
On 13(th) March 2026, a notice of General Meeting of European Green Transition
plc and explanatory circular was distributed to all shareholders seeking
approval of the fundraise.
On 30(th) March 2026, a General Meeting of European Green Transition plc took
place at which all resolutions set out in the circular were duly passed.
On 31(st) March 2026, 125,000,000 new European Green Transition plc shares
were admitted to trading on the AIM market.
28. Ultimate controlling party
At 31 December 2025 there was no one ultimate controlling party of EGT plc.
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Copyright 2019 Regulatory News Service, all rights reservedRecent news on European Green Transition
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