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REG - Gem Diamonds Limited - Half Year 2025 Results

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RNS Number : 9082X  Gem Diamonds Limited  04 September 2025

Thursday, 4 September 2025

 

Gem Diamonds Limited

Half Year 2025 Results

 

Gem Diamonds Limited (LSE: GEMD) ("Gem Diamonds", the "Company" or the
"Group") announces its Half Year Results for the six months ended 30 June 2025
(the "Period").

 

FINANCIAL RESULTS:

 •    Revenue of US$45.4 million (H1 2024: US$78.0 million)
 •    Negative underlying EBITDA of US$2.6 million (H1 2024: positive underlying
      EBITDA of US$19.1 million)
 •    Attributable loss of US$11.7 million after goodwill impairment of US$10.7
      million (H1 2024: attributable profit of US$2.1 million)
 •    Loss per share of 8.4 US cents (H1 2024: earnings per share of 1.5 US cents)
 •    Cash on hand of US$6.8 million (31 December 2024: US$12.9 million) as at 30
      June 2025 (US$5.4 million attributable to Gem Diamonds) and unutilised
      facilities of US$55.8 million
 •    Net debt of US$28.2 million (31 December 2024: US$7.3 million)

 

 

OPERATIONAL RESULTS:

Letšeng

 •    Zero fatalities and zero lost time injuries
 •    Recovered 47 125 carats (H1 2024: 55 873 carats)
 •    Waste tonnes mined of 1.7 million tonnes (H1 2024: 3.2 million tonnes)
 •    Ore treated of 2.5 million tonnes (H1 2024: 2.5 million tonnes)
 •    Average price of US$1 008 per carat achieved (H1 2024: US$1 366 per carat)
 •    The highest dollar per carat achieved for a white rough diamond during the
      Period was US$26 441 per carat

 

 

Goodwill impairment

Taking into account the prevailing market conditions, current diamond prices
and exchange rates, the recoverable amount of Letšeng was assessed at Period
end and an impairment of US$10.7 million was recorded to bring the carrying
value in line with the recoverable amount. The impairment was allocated to
goodwill which is now fully impaired.

 

Safety performance

Letšeng recorded zero LTIs during the Period (H1 2024: three), resulting in a
zero LTIFR (2024: 0.18) and an AIFR of 0.51 (2024: 0.61), respectively.

 

Response to market conditions

As reported in the trading update published on 23 July 2025, Gem Diamonds has
implemented decisive measures to conserve cash and protect shareholder value
in response to the prolonged weakness in global diamond prices, compounded by
a weak US dollar and ongoing US tariff uncertainties. While the Company has
met its production targets in H1 2025, it has not been immune to the sustained
pressure on rough diamond prices.

 

Key short-term cashflow optimisation measures implemented include the
short-term reduction of waste and access to additional Satellite Pipe ore to
be treated, workforce rationalisation due to the scaled-back activities and a
reduction in corporate costs.

 

Letšeng's long-term mine plan

Further waste mining reduction initiatives were implemented at Letšeng.
Consequently, the life of mine has reduced from 2039 to 2035 using current
pricing assumptions and costs. Annual throughput of approximately 5.0 million
ore tonnes has been maintained. Should market conditions improve, the
flexibility exists to again extend the life of mine.

Gem Diamonds remains committed to its long-term strategy of producing
exceptional quality diamonds and is confident that the measures implemented
will position the Group for a strong recovery when market conditions improve.

 

The Company's production and cost forecasts for FY2025 remain in line with the
revised guidance as published in the trading update on 23 July 2025.

 

Commenting on the results today, Clifford Elphick, Chief Executive Officer of
Gem Diamonds, said:

 

"The industry continues to face significant challenges. Sustained pricing
pressure, softer demand in key markets, ongoing macroeconomic and geopolitical
uncertainty, and tariff uncertainties in respect of India, combine to create
difficult trading conditions.

 

H1 2025 production targets were achieved, however, revenue decreased
significantly. In response, key decisions to adapt the mine plan to reduce
costs, necessitated the unfortunate retrenchment of 240 employees at Letšeng.
While deeply regrettable, these actions position Letšeng to operate
sustainably."

 

The Company will host a live audio webcast presentation of the half year
results today, 4 September 2025, at 9:30 BST. This can be viewed by
registering on the Company's website using the following link:
https://gemdiamonds.zoom.us/webinar/register/WN_50gMcwzXTmOr37OU3-ARkQ
(https://gemdiamonds.zoom.us/webinar/register/WN_50gMcwzXTmOr37OU3-ARkQ) .

 

The page references in this announcement refer to the Half Year Report 2025,
which can be found on the Company's website: www.gemdiamonds.com.

 

The Gem Diamonds Limited LEI number is 213800RC2PGGMZQG8L67

 

FOR FURTHER INFORMATION:

Gem Diamonds Limited

Kiki Constantopoulos, Company Secretary

ir@gemdiamonds.com

 

Celicourt Communications

Mark Antelme / Felicity Winkles

Tel: +44 (0) 207 777 6424

 

ABOUT GEM DIAMONDS:

Gem Diamonds is a leading global diamond producer of high value diamonds. The
Company owns 70% of the Letšeng mine in Lesotho. The Letšeng mine is famous
for the production of large, exceptional white diamonds, making it the highest
dollar per carat kimberlite diamond mine in the world.

 

INTERIM BUSINESS REVIEW

OVERVIEW

The Group presents its results for the six months ended 30 June 2025 (the
Period) reflecting the ongoing challenging conditions in the diamond market.
These headwinds are driven by a volatile global economic landscape, persistent
geopolitical tensions, uncertainty surrounding US tariffs, a weaker US dollar
and the remaining impact from synthetic diamonds. Despite a modest price
recovery reported in January, downward pressure on both rough and polished
diamond prices has persisted into 2025.

Letšeng's production volumes for the Period were in line with the planned
output, in accordance with the mine plan implemented in December 2024.
Operating costs were well-managed and reflected the benefit of the insourcing
of treatment activities at the end of 2024.

Revenue was significantly impacted by the persistent challenging market
conditions and low diamond prices achieved during the Period. Revenue
decreased by 42% to US$45.4 million compared to US$78.0 million in H1 2024. An
average price of US$1 008 per carat was achieved from the sale of 44 360
carats (H1 2024: US$1 366 per carat from the sale of 56 994 carats) from
Letšeng. Revenue was lower compared to H1 2024 due to pricing achieved under
current diamond market conditions and reduced carat volumes, driven by the
planned processing of lower volumes of higher-value, higher-grade Satellite
Pipe ore during the Period.

This resulted in the Group incurring a negative underlying EBITDA before
discontinued operations of US$2.6 million and after a consumable stock
obsolescence and stockpile write-down of US$1.7 million (H1 2024: positive
underlying EBITDA of US$19.1 million). An attributable loss of US$11.7 million
was recorded after a goodwill impairment of US$10.7 million (H1 2024:
attributable profit of US$2.1 million).

The Group ended the Period with a cash balance of US$6.8 million (31 December
2024: US$12.9 million) and drawn down facilities of US$34.9 million (31
December 2024: US$20.2 million), resulting in a net debt position of US$28.2
million (31 December 2024: US$7.3 million) and unutilised available facilities
of US$55.8 million (31 December 2024: US$69.0 million).

Waste tonnes mined during the Period were reduced to 1.7 million tonnes (H1
2024: 3.2 million) in line with the mine plan. Further waste mining reduction
initiatives were implemented at Letšeng, following an optimised smaller
cutback in Main Pipe Cut 4 West (MC4W) and isolated steeper pit design
opportunities. As a result, the life of mine has been revised from 2039 to
2035, while sustaining annual ore throughput of approximately 5.0 million
tonnes. The original MC4W design remains intact and under review, and may be
reinstated should market conditions improve, which would again extend the life
of mine.

Ore tonnes treated were 2.5 million tonnes (H1 2024: 2.5 million) from which
47 125 carats were recovered (H1 2024: 55 873). The decrease in carats
recovered is primarily due to the higher proportion of lower-grade Main Pipe
ore, which made up 68% of the treated ore during the Period (H1 2024: 56%).

The safety of the Group's workforce remains a top priority. The critical
control management strategy initiated in 2021 to enhance the maturity of
Letšeng's organisational safety culture has been fully implemented and the
safety performance during the Period remained solid, with an all injury
frequency rate (AIFR) of 0.51 (H1 2024: 0.61) and no recorded lost time
injuries (LTIs).

The Group remains focused on achieving its decarbonisation target of reducing
its 2021 Scope 1 and 2 carbon emissions by 30% by 2030. The Group achieved a
3.0% reduction in carbon emissions compared to H1 2024, the details of which
are briefly discussed in the Operations Review on page 2.

Letšeng has unfortunately not been immune to the sustained pressure on rough
diamond prices and adverse foreign exchange movements, despite having met its
production targets during the Period. In response, shortly after Period end,
the Group implemented decisive measures to conserve cash and protect
shareholder value.

Implementation of the following key short-term cash flow optimisation
initiatives have commenced:

 •    Accessing additional higher-value Satellite Pipe ore for processing during H2
      2025 and H1 2026;
 •    Reducing waste mining volumes to a minimum without compromising the long-term
      mine plan while ensuring continued ore availability;
 •    Rationalising the workforce in line with scaled-back operating activities;
 •    Introducing Board and corporate office management salary sacrifices; and
 •    Undertaking a rigorous review of all supplier contracts.

 

The above initiatives are expected to be fully implemented by the end of
September 2025. The Group remains committed to its long-term strategy of
producing exceptional quality diamonds and is confident that the actions taken
will position the Group well for recovery when market conditions improve.
Market developments will continue to be closely monitored, with operational
adjustments made as necessary.

LOOKING AHEAD

The key focus for the remainder of 2025 is to responsibly implement the
identified cost saving initiatives in order to conserve cash and protect
shareholder value during this challenging time in the diamond industry.

OPERATIONS REVIEW

H1 2025 IN REVIEW

 •    Zero fatalities and zero lost time injuries (LTIs)
 •    Zero significant or major environmental or social incidents
 •    Recovered four diamonds greater than 100 carats (H1 2024: eight)
 •    Achieved an average price of US$1 008 per carat (H1 2024: US$1 366 per carat)
 •    The highest price achieved was US$26 441 per carat for a 67.50 carat white
      diamond

 

SUSTAINABILITY

Health, safety and environment

The Group remains firmly committed to upholding the highest standards of
health and safety across the organisation, guided by a zero harm and zero
tolerance approach. Since 2021, a culture of accountable, proactive safety
leadership - underpinned by disciplined, yet supportive practices - has
contributed to meaningful and sustained improvements in safety performance.

The Group maintained a strong safety performance during the Period, achieving
an AIFR of 0.51 with zero LTIs recorded.

 Safety performance                       Unit        H1 2025  2024  2023  2022  2021
 Fatalities                               Number      0        0     0     0     0
 Lost time injuries (LTIs)                Number      0        3     2     3     6
 Lost time injury frequency rate (LTIFR)  200 000     0.00     0.18  0.10  0.13  0.24

                                          man hours
 All injury frequency rate (AIFR)         200 000     0.51     0.61  0.67  0.70  0.93

                                          man hours

No major or significant environmental incidents occurred at any of the Group's
operations during the Period.

Corporate social responsibility investment (CSRI)

In H1 2025, the Group remained focused on executing its CSRI strategy and
initiatives to support its project-affected communities, maintain its social
license to operate, and advance the Group's commitment to the UN Sustainable
Development Goals. The five-year CSRI strategy (2022 - 2026) remains on track,
aligning with both community needs and Group objectives. No major stakeholder
complaints were received during the Period.

Carbon emissions

The Group is working towards its decarbonisation target of reducing its Scope
1 and 2 carbon emissions by 30% by 2030 (measured against 2021). The Group's
immediate priorities are improving energy efficiencies and reducing diesel and
electricity consumption, while it continues to assess suitable low-carbon and
renewable energy alternatives.

In H1 2025, the Group's total carbon footprint (Scope 1, 2 and 3) was 50 717
tCO(2)e, a 3.0% reduction compared to H1 2024 of 52 283 tCO(2)e, mainly due
to the reduction in waste mining activities. The aggregate Scope 1 and 2
emissions for H1 2025 are similar to H1 2024 (decreased by 2%) while the
individual emissions for Scope 1 and Scope 2 inversely fluctuated due to
reduced load shedding by Eskom during the Period.

 Carbon emissions        Unit     H1 2025  H1 2024  % change
 Scope 1 (direct)        tCO(2)e  14 923   17 601   (15)
 Scope 2 (indirect)      tCO(2)e  31 243   29 270   7
 Total Scope 1 and 2     tCO(2)e  46 166   46 871   (2)
 Scope 3 (indirect)      tCO(2)e  4 551    5 412    (16)
 Total Scope 1, 2 and 3  tCO(2)e  50 717   52 283   (3)

 

Residue storage facility (RSF) management

The Group's RSF management policy and standards are aligned to the Global
Industry Standard on Tailings Management (GISTM). Robust management and
governance structures are in place at both operational and Group levels to
ensure effective management, oversight and assurance. Letšeng's RSFs remain
in good condition, supported by a focused and well-executed operations,
management and control strategy.

LETŠENG'S LONG-TERM MINE PLAN

An updated life-of-mine plan for Letšeng was implemented in December 2024, as
announced to the market at the time and outlined in the Annual Report and
Accounts 2024 (page 43). This mine plan included ore from the following
open-pit cutbacks: Main Pipe Cut 4 East (MC4E), Main Pipe Cut 4 West (MC4W),
Satellite Pipe Cut 5 West (SC5W) and a redesigned Satellite Pipe Cut 6 West
(SC6W) incorporating steeper slopes in the competent basalt rock. A
life-of-mine plant throughput of c. 5.0 million tonnes per annum was
maintained to 2039. Waste stripping of the redesigned SC6W cutback was
scheduled to commence in H2 2025, with ore from SC6W scheduled to be available
for processing from the end of 2029.

Letšeng's long-term mine plan remains under continuous review to identify
optimisation opportunities and to ensure the viability of each cutback,
considering current and foreseeable diamond market and economic conditions, as
well as the respective impact that each cutback has on the overall value of
the mine, under prevailing conditions.

In line with this strategy, the mine plan was further optimised during the
Period, with a specific focus on accessing additional ore from SC5W, and
reducing waste mining and associated costs in the short to medium term. These
initiatives have been implemented as part of the Group's focus on enhancing
short-term cash flows and long-term value, and include:

 •    Extension of SC5W, providing access to approximately 1.0 million tonnes of
      higher-value Satellite Pipe ore to be mined and processed during H2 2025 and
      H1 2026;
 •    Reconfiguration of MC4W, enabling access to approximately 10.8 million tonnes
      of ore with only c. 1.4 million tonnes of associated waste. The smaller MC4W
      cutback and revised sequencing significantly improve short to medium-term
      operational cash flows and enhance project economics under current market
      conditions. The original MC4W design remains preserved and under review,
      subject to future market developments; and
 •    Deferment of waste mining in MC4E and SC6W, implemented post Period end as
      part of immediate cash flow preservation measures. The updated mine plan
      supports this deferment while maintaining targeted ore treatment volumes of
      approximately 5.0 million tonnes per annum through to 2034.

 

Under the revised mine plan, the life of mine has been reduced from 2039 to
2035, with the treatment of approximately 1.5 million tonnes in the final
year. The mine plan remains under ongoing review to ensure continued value
optimisation in response to prevailing economic conditions.

PRODUCTION OVERVIEW

                   Unit     H1 2025      H1 2024      % change
 Waste mined       tonnes   1 698 817    3 163 476    (46)
 Ore mined         tonnes   2 565 796    2 588 583    (1)
 Ore treated       tonnes   2 504 001    2 542 114    (1)
 Carats recovered  carats   47 125       55 873       (16)
 Recovered grade   cpht(1)  1.88         2.20         (15)

Ore mined

tonnes

2 565 796

2 588 583

 (1)

Ore treated

tonnes

2 504 001

2 542 114

 (1)

Carats recovered

carats

47 125

55 873

 (16)

Recovered grade

cpht(1)

1.88

2.20

 (15)

(1) Carats per hundred tonnes.

 

Production volumes at Letšeng for the Period were aligned with the mine plan
implemented in December 2024, with a deliberate and responsible reduction of
waste mining to manage and contain costs in the prevailing market conditions.

Waste mining decreased by 46% to 1.7 million tonnes compared to 3.2 million
tonnes in H1 2024. Waste mining will be further reduced over the short to
medium term to preserve cash resources until market conditions improve, as
discussed above.

Ore tonnes treated in H1 2025 of 2.5 million was very similar to H1 2024, in
line with the planned treatment throughput rate of c. 5.0 million tonnes per
annum. The immediate reduction in waste mining, as outlined above, will not
adversely affect ore accessibility required to meet the treatment volumes set
out in the life-of-mine plan discussed above.

Letšeng recovered 47 125 carats compared to 55 873 carats in H1 2024. The
16% decrease in carats recovered during the Period is primarily due to the
lower-grade Main Pipe contributing 68% (H1 2024: 56%) to the treated ore in
the Period. Several initiatives are being implemented to access c. 1.0 million
tonnes of higher-value and higher-grade Satellite Pipe ore over the next 12
months, which is expected to improve both the volume of carats recovered and
average price per carat achieved.

The overall grade for H1 2025 was 1.88 cpht (H1 2024: 2.20 cpht), representing
a decrease of 15% due primarily to a lower contribution of higher-grade
Satellite Pipe ore, which accounted for 32% (H1 2024: 44%) of ore treated
during the Period.

Frequency of large diamond recoveries

 Number of diamonds             H1 2025  H1 2024  FY average
                                                  2008 - 2024
 >100 carats                    4        8        8
 60 - 100 carats                10       3        18
 30 - 60 carats                 21       47       77
 20 - 30 carats                 51       58       113
 10 - 20 carats                 211      261      450
 Total diamonds > 10 carats     297      377      666

>100 carats

4

8

8

60 - 100 carats

10

3

18

30 - 60 carats

21

47

77

20 - 30 carats

51

58

113

10 - 20 carats

211

261

450

Total diamonds > 10 carats

297

377

666

 

Three additional diamonds larger than 100 carats were recovered after Period
end, resulting in seven diamonds larger than 100 carats being recovered year
to date, compared to the full year average of eight for the period from 2008
to 2024.

ROUGH DIAMOND SALES

The average price achieved during the Period was US$1 008 per carat (H1 2024:
US$1 366 per carat). 44 360 carats were sold during the Period, generating
rough diamond revenue of US$44.7 million (H1 2024: 56 994 carats generating
revenue of US$77.9 million). Revenue was lower compared to H1 2024 due to
pricing achieved under current diamond market conditions and reduced carat
volumes, driven by the planned processing of lower volumes of higher-value,
higher-grade Satellite Pipe ore during the Period. This also resulted in a
decrease in both the number and quality of high-value larger than 100 carat
diamonds being recovered.

The highest price achieved was US$26 441 per carat for a 67.50 carat white
diamond. Six diamonds sold for more than US$1.0 million each, generating
revenue of US$9.3 million (H1 2024: 11 diamonds sold for more than US$1.0
million each, generating revenue of US$29.5 million). Three of the four larger
than 100 carat diamonds recovered were sold in the Period.

GHAGHOO

Following the completion of agreed safety and remedial activities, including
the removal of the processing plant and civil infrastructure, the Ghaghoo mine
site was formally handed back to the Botswana Ministry of Minerals and Energy,
through the Department of Mines. As of 1 June 2025, the Department of Mines
has assumed full responsibility for the mine and the Group has no further
obligations or commitments related to the license or the mine.

 

GROUP FINANCIAL PERFORMANCE

H1 2025 IN REVIEW

 

 •    Revenue achieved of US$45.4 million (H1 2024: US$78.0 million)
 •    Negative underlying EBITDA2 of US$2.6 million (H1 2024: positive underlying
      EBITDA of US$19.1 million)
 •    Attributable loss of US$11.7 million after goodwill impairment of US$10.7
      million (H1 2024: attributable profit of US$2.1 million)

 

PROFITABILITY AND LIQUIDITY

Refer to the financial statements on page 10.

 US$ million                                                       H1 2025  H1 2024*

 Revenue                                                           45.4     78.0
 Royalties and selling costs                                       (5.2)    (8.4)
 Cost of sales(1)                                                  (39.7)   (46.5)
 Corporate expenses                                                (3.1)    (4.0)
 Underlying EBITDA(2)                                              (2.6)    19.1
 Depreciation and mining asset amortisation                        (6.1)    (6.0)
 Share-based payments                                              (0.1)    (0.4)
 Other operating income                                            0.5      0.1
 Impairment of goodwill                                            (10.7)   -
 Foreign exchange gain                                             1.1      1.1
 Net finance costs                                                 (2.1)    (3.4)
 (Loss)/profit before tax for the Period                           (20.0)   10.5
 Income tax benefit/(charge)                                       2.4      (4.4)
 (Loss)/profit after tax for the Period                            (17.6)   6.1
 Non-controlling interests                                         4.3      (3.4)
 Attributable (loss)/profit from continuing operations             (13.3)   2.7
 Profit/(loss) from discontinued operation                         1.6      (0.6)
 Attributable net (loss)/profit                                    (11.7)   2.1
 (Loss)/earnings per share (US cents)                              (8.4)    1.5
 (Loss)/earnings per share from continuing operation (US cents)    (9.5)    1.9
 Earnings/(loss) per share from discontinued operation (US cents)  1.1      (0.4)

   78.0

Royalties and selling costs

   (5.2)

   (8.4)

Cost of sales(1)

   (39.7)

   (46.5)

Corporate expenses

   (3.1)

   (4.0)

Underlying EBITDA(2)

   (2.6)

   19.1

Depreciation and mining asset amortisation

   (6.1)

   (6.0)

Share-based payments

   (0.1)

   (0.4)

Other operating income

   0.5

   0.1

Impairment of goodwill

   (10.7)

   -

Foreign exchange gain

   1.1

   1.1

Net finance costs

   (2.1)

   (3.4)

(Loss)/profit before tax for the Period

   (20.0)

   10.5

Income tax benefit/(charge)

   2.4

   (4.4)

(Loss)/profit after tax for the Period

   (17.6)

   6.1

Non-controlling interests

   4.3

   (3.4)

Attributable (loss)/profit from continuing operations

   (13.3)

   2.7

Profit/(loss) from discontinued operation

   1.6

   (0.6)

Attributable net (loss)/profit

   (11.7)

   2.1

(Loss)/earnings per share (US cents)

(8.4)

1.5

(Loss)/earnings per share from continuing operation (US cents)

   (9.5)

   1.9

Earnings/(loss) per share from discontinued operation (US cents)

   1.1

   (0.4)

* The prior year figures have been re-presented, as Gem Diamonds Botswana
(Proprietary) Limited (Ghaghoo Diamond Mine) is classified as a discontinued
operation for the current financial reporting period. Refer Note 15,
Discontinued operation.

(1) Including waste stripping amortisation costs but excluding depreciation
and mining asset amortisation.

(2) As defined in Note 6, Underlying earnings before interest, tax,
depreciation and mining asset amortisation (underlying EBITDA) of the
condensed notes to the consolidated interim financial statements.

 

The Group incurred a negative underlying EBITDA(2) of US$2.6 million (H1
2024: positive underlying EBITDA US$19.1 million) after a consumable stock
obsolescence and stockpile write-down of US$1.7 million. The loss attributable
to shareholders from continuing operations was US$13.3 million after
recording a goodwill impairment of US$10.7 million (H1 2024*: profit of
US$2.7 million). This equated to a loss per share of 9.5 US cents (H1 2024:
profit per share of 1.9 US cents) on a weighted average number of shares in
issue of 139.7 million (H1 2024: 139.7 million shares).

Revenue

 US$ million                             H1 2025  H1 2024

 Sales - rough                           44.7     77.9
 Sales - polished margin                 0.3      0.6
 Impact of carrying over rough diamonds  0.4      (0.5)
 Group revenue                           45.4         78.0

   77.9

Sales - polished margin

   0.3

   0.6

Impact of carrying over rough diamonds

   0.4

   (0.5)

Group revenue

45.4

     78.0

 

The Group's revenue of US$45.4 million was mainly generated by the sale of
44 360 carats at an average price of US$1 008 per carat. Additional revenue
is generated through an arrangement with two diamond manufacturing customers
to supply polished diamonds to some of the world's most premium luxury brands,
and other partnership arrangements. These agreements allow the Group to share
in a margin uplift on the sale of polished diamonds. In H1 2025, additional
revenue of US$0.3 million (H1 2024: US$0.6 million) was generated from these
arrangements.

Costs

The Group closely manages its costs to preserve cash resources and maintain
appropriate liquidity. Operating expenses continue to be negatively impacted
by higher inflation. The insourcing of mining, treatment and certain other
activities at Letšeng had a positive impact on costs, significantly reducing
operating expenses in H1 2025 compared to H1 2024.

OPERATING EXPENSES

Total direct cash costs at Letšeng (including waste costs) decreased 14% to
LSL699.0 million (US$38.0 million) in H1 2025 from LSL809.5 million (US$43.2
million) in H1 2024. This is due to the 46% decrease in waste tonnes mined,
cost savings realised through the insourcing of treatment activities at the
end of 2024 and the ongoing review of all operational areas with a focus on
cost reduction.

Direct cash costs (excluding waste costs) per tonne treated decreased by 5% in
local currency to LSL232.48 (US$12.65) in H1 2025 compared to LSL243.84
(US$13.01) in H1 2024 mainly due to the above-mentioned cost savings realised.

Non-cash accounting charges per tonne treated decreased by 40% mainly due to
waste amortisation that decreased to US$13.6 million (H1 2024:
US$17.8 million) due to the higher contribution of Main Pipe ore that has a
lower stripping ratio. A further decrease in the unit cost was driven by
movements in stockpile and diamond inventory.

Total waste cash costs decreased by 38% to LSL116.8 million (US$6.4 million)
compared to LSL189.6 million (US$10.1 million) in H1 2024 due to the 46%
decrease in waste tonnes mined and other cost savings realised. The waste cash
cost per waste tonne mined, however, increased by 15% primarily reflecting the
fixed cost component allocated over lower volumes of waste tonnes.

 

 Letšeng unit cost analysis
 Unit cost per tonne treated  Direct cash costs(1)  Non-cash accounting charges(2)  Total operating costs      Waste costs per waste tonne mined
 H1 2025 (LSL)                232.48                60.27                           292.75                     68.76
 H1 2024 (LSL)                243.84                100.22                          344.06                     59.94
 % change                     (5)                   (40)                            (15)                       15
 H1 2025 (US$)                12.65                 3.28                            15.93                      3.74
 H1 2024 (US$)                13.01                 5.35                            18.36                      3.20
 % change                     (3)                   (39)                            (13)                       17

(1) Direct cash costs represent all operating costs (excluding waste costs),
excluding royalty and selling costs.

(2) Non-cash accounting charges include waste stripping cost amortised,
inventory and ore stockpile adjustments, and finance lease costs, and exclude
depreciation and mining asset amortisation.

 

CORPORATE EXPENSES

Corporate office costs are incurred to provide expertise in all areas of the
business to realise maximum value from the Group's assets. These costs are
incurred by the Group through its technical and administrative offices in
South Africa (in South African rand) and head office in the UK (in British
pounds).

Corporate costs are closely managed and ongoing rationalisation has resulted
in a 23% decrease in costs to US$3.1 million compared to US$4.0 million in
H1 2024.

IMPAIRMENTS

Taking into account the prevailing market conditions, current diamond prices
and exchange rates, the recoverable amount of Letšeng was assessed at Period
end and an impairment of US$10.7 million (US$7.5 million after tax and
non-controlling interest) was recorded to bring the carrying value in line
with the recoverable amount. The impairment was allocated to goodwill which is
now fully impaired. Refer Note 11, Intangible assets for further details.

GHAGHOO

The Ghaghoo Diamond Mine in Botswana site was formally handed back to the
Botswana Ministry of Minerals and Energy, through the Department of Mines. As
of 1 June 2025, the Department of Mines has assumed full responsibility for
the mine and the Group has no further obligations or commitments related to
the license or the mine. This supported the release of the rehabilitation
provision in the Period.

The above resulted in Gem Diamonds Botswana being classified as a discontinued
operation in the Period, refer Note 14, Discontinued operation and the
comparative figures for H1 2024 have therefore also been re-presented. The
profit from discontinued operation in the Period amounted to US$1.6 million
(H1 2024: loss of US$0.6 million in the re-presented figures) after the
reversal of the rehabilitation provision of US$2.3 million.

EXCHANGE RATE IMPACTS

While revenue is generated in US dollars, the majority of operational expenses
are incurred in the relevant local currency of the operational jurisdictions.
Local currency rates for the Lesotho loti (LSL) (pegged to the South African
rand) and Botswana pula (BWP) strengthened slightly against the US dollar
compared to H1 2024, which increased the Group's US dollar reported costs and
decreased local currency cash flow generation.

 

 Exchange rates            H1 2025  H1 2024  % change  FY 2024
 LSL per US$1.00
 Average exchange rate     18.39    18.73    (2)       18.34
 Period end exchange rate  17.77    18.26    (3)       18.87
 BWP per US$1.00
 Average exchange rate     13.70    13.66    -         13.56
 Period end exchange rate  13.32    13.61    (2)       13.93
 GBP per US$1.00
 Average exchange rate     0.77     0.79     (3)       0.78
 Period end exchange rate  0.73     0.79     (8)       0.80

18.34

Period end exchange rate

17.77

18.26

 (3)

18.87

BWP per US$1.00

Average exchange rate

13.70

13.66

 -

13.56

Period end exchange rate

13.32

13.61

 (2)

13.93

GBP per US$1.00

Average exchange rate

0.77

0.79

 (3)

0.78

Period end exchange rate

0.73

0.79

 (8)

0.80

FINANCIAL POSITION

Selected totals of the Interim Consolidated Statement of Financial Position
and key asset drivers are tabled below.

 US$ million                            H1 2025  FY 2024  % change
 Non-current assets                     291.9    295.5
 Current assets                         58.2     53.6
 Total assets                           350.1    349.1    -
 Equity attributable to parent company  139.9    142.6
 Non-controlling interest               79.8     80.3
 Total equity                           219.7    222.9    (1)
 Non-current liabilities                114.3    100.8
 Current liabilities                    16.1     25.4
 Total liabilities                      130.4    126.2    3

   295.5

Current assets

   58.2

   53.6

Total assets

   350.1

349.1

 -

Equity attributable to parent company

   139.9

   142.6

Non-controlling interest

   79.8

   80.3

Total equity

   219.7

222.9

 (1)

Non-current liabilities

   114.3

   100.8

Current liabilities

   16.1

   25.4

Total liabilities

   130.4

   126.2

 3

 

Key asset drivers

 

 US$ million                                 H1 2025  H1 2024  % change
 Waste cost capitalised                      8.1      12.3     (34)
 Waste stripping cost amortised              13.6     17.8     (24)
 Depreciation and mining asset amortisation  6.1      6.0      2
 Capital expenditure                         2.2      1.4      60

   12.3

 (34)

Waste stripping cost amortised

   13.6

   17.8

 (24)

Depreciation and mining asset amortisation

   6.1

   6.0

 2

Capital expenditure

   2.2

   1.4

 60

 

Waste cost capitalised decreased due to the 46% decrease in waste tonnes
mined. The waste stripping cost amortised decreased to US$13.6 million (H1
2024: US$17.8 million) due to the higher contribution of Main Pipe ore of 68%
that has a lower stripping ratio, compared to the 56% contribution of Main
Pipe ore in H1 2024. Depreciation and mining asset amortisation increased
marginally to US$6.1 million (H1 2024: US$6.0 million).

During the Period, the majority of capital spent related to the purchase of
front-loading earthmoving machinery to improve ore feed into the plants and a
new drill, totalling US$1.5 million. A further US$0.3 million was spent on
geotechnical monitoring equipment and licenses and pit slope lateral support
studies. The balance of the capital was spent on enhancements to the recovery
areas for improved workflow and security, and improvements to the
bioremediation plant.

Liquidity and solvency

The Group ended the Period with cash on hand of US$6.8 million (31 December
2024: US$12.9 million), of which US$5.4 million is attributable to Gem
Diamonds. The Group generated cash from its operating activities of
US$14.9 million (H1 2024: US$39.7 million) before investing US$11.9 million
in working capital, incurring net finance costs of US$2.2 million and paying
income taxes of US$9.1 million at Letšeng (mainly relating to the 2024
financial year end).

At Period end, the Group had utilised facilities of US$34.9 million (31
December 2024: US$20.2 million), resulting in a net debt position of
US$28.2 million (31 December 2024: US$7.3 million) and available facilities
of US$55.8 million, comprising US$22.0 million at Gem Diamonds and
US$33.8 million at Letšeng. The increase in net debt is mainly due to lower
revenue generated, investment in working capital and waste stripping and tax
payments.

The Group-wide revolving credit facilities at Letšeng (LSL450.0 million and
ZAR300.0 million) (US$42.2 million) (and Gem Diamonds (US$30.0 million)
expire in December 2026.

Letšeng has a LSL100.0 million general banking facility that is reviewed
annually. The Group engages regularly with lenders and credit providers to
ensure access to funding and to manage the Group's cash flow requirements.

Summary of loan facilities as at 30 June 2025:

 Company               Term/description/                         Lender                                 Interest rate                                                              Amount         Drawn down/     Available

                                                                                                                                                           US$ million    Balance due     US$ million
                       expiry                                                                                                                                                                     US$ million
 Gem Diamonds Limited  Revolving credit facility                 Nedbank                                Facility A (US$30 million): Term SOFR (4.30%)+ 5.21%                       30.0           8.0             22.0
                       Expires 21 December 2026                  Standard Bank
                                                                 Firstrand Bank
 Letšeng Diamonds      Revolving credit facility                 Standard Lesotho Bank                  Facility B (LSL450 million): Central Bank of Lesotho rate (7.25%)+ 3.25%   25.3           8.4             16.9
                       Expires                                   Nedbank Lesotho

                                         First National Bank of Lesotho
                       21 December 2026                          Firstrand Bank
                                                                 Nedbank                                Facility C (ZAR300 million): South African JIBAR (7.56%)+ 3.00%            16.9           5.6             11.3
 Letšeng Diamonds      Four-and-a-half-year project facility     Nedbank                                ZAR132 million                                                             7.4            4.3             -
                       Expires                                   Export Credit Insurance Corporation    South African JIBAR (7.56%) + 2.50%
                       31 May 2027
 Letšeng Diamonds      General banking facility                  Nedbank                                ZAR100 million South African Prime Lending Rate (10.75%) minus 0.70%       5.6            -               5.6
                       Reviewed annually
 Letšeng Diamonds      Five-year term loan facility              Standard Lesotho Bank                  LSL200 million Lesotho prime rate (11.25%) minus 1.50%                     11.3           8.6             -
                       Expires                                   Nedbank Lesotho
                       30 April 2029
 Total                                                                                                                                                                                 96.5           34.9            55.8

 Drawn down/
 Balance due
 US$ million

 Available
 US$ million

Gem Diamonds Limited

 Revolving credit facility
 Expires 21 December 2026

 Nedbank
 Standard Bank
 Firstrand Bank

Facility A (US$30 million): Term SOFR (4.30%)+ 5.21%

   30.0

   8.0

   22.0

Letšeng Diamonds

 Revolving credit facility
 Expires

 21 December 2026

 Standard Lesotho Bank
 Nedbank Lesotho
 First National Bank of Lesotho
 Firstrand Bank

Facility B (LSL450 million): Central Bank of Lesotho rate (7.25%)+ 3.25%

   25.3

   8.4

   16.9

Nedbank

Facility C (ZAR300 million): South African JIBAR (7.56%)+ 3.00%

   16.9

   5.6

   11.3

Letšeng Diamonds

 Four-and-a-half-year project facility
 Expires
 31 May 2027

 Nedbank
 Export Credit Insurance Corporation

 ZAR132 million
 South African JIBAR (7.56%) + 2.50%

   7.4

   4.3

   -

Letšeng Diamonds

 General banking facility
 Reviewed annually

Nedbank

ZAR100 million South African Prime Lending Rate (10.75%) minus 0.70%

   5.6

   -

   5.6

Letšeng Diamonds

 Five-year term loan facility
 Expires
 30 April 2029

 Standard Lesotho Bank
 Nedbank Lesotho

LSL200 million Lesotho prime rate (11.25%) minus 1.50%

   11.3

   8.6

   -

Total

 

 

 

     96.5

     34.9

     55.8

Taxation

The Group applies all relevant principles in accordance with prevailing
legislation when assessing its tax obligations. The Group's forecast effective
tax rate for the full year is 13.1% (31 December 2024: 29.4%) and has been
applied to the actual results, resulting in a tax benefit being recognised for
the Period. Most of the Group's taxes are incurred in Lesotho, which has a
corporate tax rate of 25%. The effective tax rate is forecast below the
Lesotho statutory tax rate mainly due to permanent differences arising from
the impairment of goodwill which is not deductible for tax purposes and the
impact of deferred tax assets not recognised on losses incurred in other
operations. Refer Note 8, Income tax benefit/(charge) for more detail.

The Group continues to pursue a long-standing legal matter relating to an
amended tax assessment that was issued to Letšeng by the Revenue Services
Lesotho in December 2019, contradicting the application of certain tax
treatments in the current Lesotho Income Tax Act, 1993. The Group expects to
pursue this matter in the courts in H2 2025. The Group has sought senior legal
counsel and their advice indicates good prospects for success.

GOING CONCERN

The projections of the Group's current and expected profitability, considering
reasonable possible changes in operations, key assumptions and inputs,
indicate that the Group will be able to operate as a going concern for the
foreseeable future. Refer to the financial statements on page 10.

LOOKING AHEAD

Due to the prolonged weakness in global diamond prices, compounded by a weak
US dollar and ongoing US tariff uncertainties, the Group has implemented
further decisive measures to preserve cash resources and protect shareholder
value.

The short-term cash flow optimisation initiatives discussed in the Interim
Business Review are expected to be completed by the end of September 2025 and
will result in an estimated LSL30.0 million (US$1.7 million) cost saving per
month at Letšeng. The once-off implementation costs, consisting mainly of
employee retrenchment payments, is estimated at LSL15.0 million (US$0.8
million).

 

PRINCIPAL RISKS AND UNCERTAINTIES

The Group's principal risks and uncertainties, both current and emerging, that
could have a material financial, operational and compliance impact on its
performance and long-term growth, are presented in the Annual Report and
Accounts 2024 (pages 21 to 26). The Group's risk management strategy has been
implemented to manage Group risk so as to minimise threats and maximise
opportunities.

The Group's principal risks as presented in the Annual Report and Accounts
2024 remain unchanged in the medium to long term and take into consideration
current market and operational conditions of the Group's operations and global
markets to determine whether any changes occurred in the perceived risk level
associated with each principal risk.

The assessed risk levels for (i) rough diamond demand and prices and (ii)
variability in cash generation, as presented in the Annual Report and Accounts
2024, have increased from the previous year. The increase in the level of risk
is attributed primarily to macro-economic and geopolitical uncertainty,
increasing inflationary pressures, US tariff uncertainty, a weak US dollar and
the prolonged weakness in global diamond prices.

 

Clifford Elphick

Chief Executive Officer

3 September 2025

 

HALF-YEAR FINANCIAL STATEMENTS

RESPONSIBILITY STATEMENT OF THE DIRECTORS IN RESPECT OF THE HALF-YEAR REPORT
AND FINANCIAL STATEMENTS

PURSUANT TO DISCLOSURE AND TRANSPARENCY RULES (DTR) 4.2.10

The Directors confirm that, to the best of their knowledge, this condensed set
of financial statements has been prepared in accordance with IAS 34 Interim
Financial Reporting and that the Half-Year Report includes a fair review of
the information required by DTR 4.2.7R and DTR 4.2.8R, namely:

(a) an indication of important events that have occurred during the first six
months of the financial year and their impact on this condensed set of
financial statements; and

(b) material related-party transactions in the first six months of the year
and any material changes in the related-party transactions described in the
Gem Diamonds Limited Annual Report 2024.

On 31 March 2025, Michael Lynch-Bell, the Senior Independent Non-Executive
Director retired from the Board following his nine-year tenure and in line
with UK Corporate Governance principles. With effect from 1 April 2025, Janet
Blas was appointed to the Board as a Non-Executive Director, the Audit
Committee Chair and a member of the Remuneration Committee; and Non-Executive
Director, Rosalind Kainyah, was appointed as the Senior Independent Director
and Chair of the Remuneration Committee. The names and functions of the other
Directors of Gem Diamonds Limited are listed in the Annual Report for the year
ended 31 December 2024.

For and on behalf of the Board

Michael Michael

Chief Financial Officer

3 September 2025

INTERIM CONSOLIDATED STATEMENT OF PROFIT OR LOSS FOR THE SIX MONTHS ENDED 30
JUNE 2025

 

 

                                                                                          30 June 2025(1)  30 June 2024(1*)
                                                                                 Notes    US$'000          US$'000
 CONTINUING OPERATIONS
 Revenue from contracts with customers                                           4        45 369           78 039
 Cost of sales                                                                            (45 729)         (52 540)
 Gross (loss)/profit                                                                      (360)            25 499
 Other operating income                                                          5        534              79
 Royalties and selling costs                                                              (5 167)          (8 388)
 Corporate expenses                                                                       (3 124)          (3 966)
 Share-based payments                                                            16       (137)            (374)
 Foreign exchange gain                                                                    1 128            1 105
 Impairment of goodwill                                                                   (10 743)         -
 Operating (loss)/profit                                                                  (17 869)         13 955
 Net finance costs                                                                        (2 159)          (3 426)
 - Finance income                                                                         528              417
 - Finance costs                                                                          (2 687)          (3 843)

 (Loss)/profit before tax for the Period                                                  (20 028)         10 529
 Income tax benefit/(charge)                                                     8        2 413            (4 392)
 (Loss)/profit for the Period before discontinued operation                               (17 615)             6 137
 DISCONTINUED OPERATION
 Profit/(loss) after tax for the Period from discontinued operation              14       1 598            (601)

 (Loss)/profit for the Period                                                             (16 017)         5 536
 Attributable to:
 Equity holders of parent                                                                 (11 689)         2 056
 Non-controlling interests                                                                (4 328)          3 480
 (Loss)/earnings per share (cents)
 - Basic (loss)/earnings for the Period attributable to ordinary equity holders           (8.37)               1.47
 of the parent
 - Diluted (loss)/earnings for the Period attributable to ordinary equity                 (8.05)               1.44
 holders of the parent
 (Loss)/earnings per share (cents) for continuing operations
 - Basic (loss)/earnings for the Period attributable to ordinary equity holders           (9.51)               1.90
 of the parent
 - Diluted (loss)/earnings for the Period attributable to ordinary equity                 (9.15)               1.86
 holders of the parent

   78 039

Cost of sales

   (45 729)

   (52 540)

Gross (loss)/profit

   (360)

   25 499

Other operating income

5

   534

   79

Royalties and selling costs

   (5 167)

   (8 388)

Corporate expenses

   (3 124)

   (3 966)

Share-based payments

16

   (137)

   (374)

Foreign exchange gain

   1 128

   1 105

Impairment of goodwill

   (10 743)

   -

Operating (loss)/profit

   (17 869)

   13 955

Net finance costs

   (2 159)

   (3 426)

- Finance income

   528

   417

- Finance costs

   (2 687)

   (3 843)

(Loss)/profit before tax for the Period

   (20 028)

   10 529

Income tax benefit/(charge)

8

   2 413

   (4 392)

(Loss)/profit for the Period before discontinued operation

(17 615)

     6 137

DISCONTINUED OPERATION

 

Profit/(loss) after tax for the Period from discontinued operation

14

   1 598

   (601)

(Loss)/profit for the Period

   (16 017)

   5 536

Attributable to:

 

Equity holders of parent

   (11 689)

   2 056

Non-controlling interests

   (4 328)

   3 480

(Loss)/earnings per share (cents)

- Basic (loss)/earnings for the Period attributable to ordinary equity holders
of the parent

(8.37)

     1.47

- Diluted (loss)/earnings for the Period attributable to ordinary equity
holders of the parent

(8.05)

     1.44

(Loss)/earnings per share (cents) for continuing operations

- Basic (loss)/earnings for the Period attributable to ordinary equity holders
of the parent

(9.51)

     1.90

- Diluted (loss)/earnings for the Period attributable to ordinary equity
holders of the parent

(9.15)

     1.86

(1) Unaudited

* The prior year figures have been re-presented, as Gem Diamonds Botswana
(Proprietary) Limited (Ghaghoo Diamond Mine) was classified as a discontinued
operation during the current financial reporting Period. Refer Note 14 ,
Discontinued operation.

 

INTERIM CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME FOR THE SIX
MONTHS ENDED 30 JUNE 2025

 

                                                                                 30 June 2025(1)  30 June 2024(1)
                                                                                 US$'000          US$'000
 (Loss)/profit for the Period                                                    (16 017)         5 536
 Other comprehensive income/(loss) that will be reclassified to the interim
 Consolidated Statement of Profit or Loss in subsequent periods:
 Exchange differences on translation of foreign operations, net of tax           12 693           (227)
 Other comprehensive income/(loss) for the Period, net of tax                    12 693           (227)
 Total comprehensive (loss)/income for the Period                                (3 324)          5 309
 Attributable to:
 Equity holders of parent                                                        (2 811)          1 898
 Non-controlling interests                                                       (513)            3 411

   5 536

Other comprehensive income/(loss) that will be reclassified to the interim
Consolidated Statement of Profit or Loss in subsequent periods:

 

Exchange differences on translation of foreign operations, net of tax

   12 693

   (227)

Other comprehensive income/(loss) for the Period, net of tax

   12 693

   (227)

Total comprehensive (loss)/income for the Period

   (3 324)

   5 309

Attributable to:

 

Equity holders of parent

   (2 811)

   1 898

Non-controlling interests

   (513)

   3 411

(1) Unaudited

 

INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2025

 

                                                             30 June 2025(1)  31 December 2024(2)
                                                      Notes  US$'000          US$'000
 ASSETS
 Non-current assets
 Property, plant and equipment                        9      276 451          269 859
 Right-of-use assets                                  10     3 345            3 871
 Intangible assets                                    11     -                10 118
 Receivables and other assets                         12     8 057            7 341
 Deferred tax assets                                         4 067            4 313
                                                             291 920          295 502
 Current assets
 Inventories                                                 40 167           34 064
 Receivables and other assets                         12     9 368            6 633
 Income tax receivable                                       1 885            24
 Cash and short-term deposits                         13     6 764            12 878
                                                             58 184           53 599
 Total assets                                                350 104          349 101
 EQUITY AND LIABILITIES
 Equity attributable to equity holders of the parent
 Issued capital                                       15     1 415            1 413
 Treasury shares                                      15     (1 157)          (1 157)
 Share premium                                               885 648          885 648
 Other reserves                                              (246 321)        (255 334)
 Accumulated losses                                          (499 679)        (487 990)
                                                             139 906          142 580
 Non-controlling interests                                   79 807           80 320
 Total equity                                                219 713          222 900
 Non-current liabilities
 Interest-bearing loans and borrowings                17     30 460           16 633
 Lease liabilities                                    18     2 020            2 246
 Provisions                                                  11 912           12 614
 Deferred tax liabilities                                    69 923           69 281
                                                             114 315          100 774
 Current liabilities
 Interest-bearing loans and borrowings                17     4 373            4 397
 Lease liabilities                                    18     1 746            2 517
 Trade and other payables                             19     9 956            11 665
 Income tax payable                                          1                6 848
                                                             16 076           25 427
 Total liabilities                                           130 391          126 201
 Total equity and liabilities                                350 104          349 101

   269 859

Right-of-use assets

10

   3 345

   3 871

Intangible assets

11

   -

   10 118

Receivables and other assets

12

   8 057

   7 341

Deferred tax assets

   4 067

   4 313

   291 920

   295 502

Current assets

Inventories

   40 167

   34 064

Receivables and other assets

12

   9 368

   6 633

Income tax receivable

   1 885

   24

Cash and short-term deposits

13

   6 764

   12 878

   58 184

   53 599

Total assets

   350 104

   349 101

EQUITY AND LIABILITIES

 

Equity attributable to equity holders of the parent

Issued capital

15

   1 415

   1 413

Treasury shares

15

   (1 157)

   (1 157)

Share premium

   885 648

   885 648

Other reserves

   (246 321)

   (255 334)

Accumulated losses

   (499 679)

   (487 990)

   139 906

   142 580

Non-controlling interests

   79 807

   80 320

Total equity

   219 713

   222 900

Non-current liabilities

Interest-bearing loans and borrowings

17

   30 460

   16 633

Lease liabilities

18

   2 020

   2 246

Provisions

   11 912

   12 614

Deferred tax liabilities

   69 923

   69 281

   114 315

   100 774

Current liabilities

Interest-bearing loans and borrowings

17

   4 373

   4 397

Lease liabilities

18

   1 746

   2 517

Trade and other payables

19

   9 956

   11 665

Income tax payable

   1

   6 848

   16 076

   25 427

Total liabilities

   130 391

   126 201

Total equity and liabilities

   350 104

   349 101

(1) Unaudited

(2) Audited

 

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED
30 JUNE 2025

 

                                                     Attributable to the equity holders of the parent
                                                     Issued capital    Share premium    Treasury shares  Other reserves(1)  Accumu-                               Total      Non-controlling interests    Total equity

                                                                                                                            lated (losses)/retained earnings

                                                     US$'000           US$'000          US$'000          US$'000            US$'000                               US$'000    US$'000                      US$'000
 As at 1 January 2025                                1 413             885 648          (1 157)          (255 334)          (487 990)                             142 580    80 320                       222 900
 Total comprehensive income                          -                 -                -                8 878              (11 689)                              (2 811)    (513)                        (3 324)
 Loss for the period                                 -                 -                -                -                  (11 689)                              (11 689)   (4 328)                      (16 017)
 Other comprehensive income                          -                 -                -                8 878              -                                     8 878      3 815                        12 693
 Share capital issued (Note15)                       2                 -                -                (2)                -                                     -          -                            -
 Share-based payments (Note 16)                      -                 -                -                137                -                                     137        -                            137
 As at 30 June 2025                                  1 415             885 648          (1 157)          (246 321)          (499 679)                             139 906    79 807                       219 713
 Attributable to discontinued operation (Note 14)    -                 -                -                (52 615)           52 663                                48         -                            48
 As at 1 January 2024                                1 413             885 648          (1 157)          (250 797)          (496 238)                             138 869    79 255                       218 124
 Total comprehensive income                          -                 -                -                (158)              2 056                                 1 898      3 411                        5 309
 Profit for the period                               -                 -                -                -                  2 056                                 2 056      3 480                        5 536
 Other comprehensive loss                            -                 -                -                (158)              -                                     (158)      (69)                         (227)
 Share-based payments (Note 16)                      -                 -                -                374                -                                     374        -                            374
 As at 30 June 2024                                  1 413             885 648          (1 157)          (250 581)          (494 182)                             141 141    82 666                       223 807
 Attributable to discontinued operation (Note 14)    -                 -                -                (52 603)           50 418                                (2 185)    -                            (2 185)

 Share premium

Treasury shares

 Other reserves(1)

 Accumu-

 lated (losses)/retained earnings

 Total

 Non-controlling interests

 Total equity

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

 

As at 1 January 2025

   1 413

   885 648

   (1 157)

   (255 334)

   (487 990)

   142 580

   80 320

   222 900

Total comprehensive income

   -

   -

   -

   8 878

   (11 689)

   (2 811)

   (513)

   (3 324)

Loss for the period

   -

   -

   -

   -

   (11 689)

   (11 689)

   (4 328)

   (16 017)

Other comprehensive income

   -

   -

   -

   8 878

   -

   8 878

   3 815

   12 693

Share capital issued (Note15)

   2

   -

   -

   (2)

   -

   -

   -

   -

Share-based payments (Note 16)

   -

   -

   -

   137

   -

   137

   -

   137

As at 30 June 2025

   1 415

   885 648

   (1 157)

   (246 321)

   (499 679)

   139 906

   79 807

   219 713

Attributable to discontinued operation (Note 14)

   -

   -

   -

   (52 615)

   52 663

   48

   -

   48

As at 1 January 2024

   1 413

   885 648

   (1 157)

   (250 797)

   (496 238)

   138 869

   79 255

   218 124

Total comprehensive income

   -

   -

   -

   (158)

   2 056

   1 898

   3 411

   5 309

Profit for the period

   -

   -

   -

   -

   2 056

   2 056

   3 480

   5 536

Other comprehensive loss

   -

   -

   -

   (158)

   -

   (158)

   (69)

   (227)

Share-based payments (Note 16)

   -

   -

   -

   374

   -

   374

   -

   374

As at 30 June 2024

   1 413

   885 648

   (1 157)

   (250 581)

   (494 182)

   141 141

   82 666

   223 807

Attributable to discontinued operation (Note 14)

   -

   -

   -

   (52 603)

   50 418

   (2 185)

   -

   (2 185)

(1) Other reserves relate to Foreign currency translation reserves and
Share-based equity reserves.

 

INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED 30 JUNE
2025

 

 

                                                                                 30 June 2025(1)  30 June 2024(1*)
                                                                      Notes      US$'000          US$'000

 Cash flows (used in)/generated from operating activities                        (8 091)          28 762
 Cash generated by operations                                         20.1       14 891           39 737
 Working capital adjustments                                          20.2       (11 766)         (12 504)
 Interest received                                                               160              209
 Interest paid                                                                   (2 227)          (3 074)
 Income tax paid                                                                 (9 149)          (129)
 Income tax received                                                             -                4 523

 Cash flows used in investing activities                                         (10 176)         (13 518)
 Purchase of property, plant and equipment                            9          (2 173)          (1 357)
 Waste stripping costs capitalised                                    9          (8 085)          (12 316)
 Proceeds from sale of property, plant and equipment                             82               155

 Cash flows generated from/(used in) financing activities                        11 532           (1 523)
 Lease liability capital repayment                                    18         (941)            (1 179)
 Net financial liabilities raised/(repaid)                            20.3       12 473           (344)
 - Financial liabilities raised                                                  15 598           33 874
 - Financial liabilities repaid                                                  (3 125)          (34 218)

 Net (decrease)/increase in cash and cash equivalents                            (6 735)          13 721
 Cash and cash equivalents at beginning of Period                                12 878           16 503
 Foreign exchange differences                                                    621              (175)
 Cash and cash equivalents at end of Period                           13         6 764            30 049
 Cash and cash equivalents at end of Period - continuing operation               6 673            29 971
 Cash and cash equivalents at end of Period - discontinued operation  14         91               78

   28 762

Cash generated by operations

20.1

   14 891

   39 737

Working capital adjustments

20.2

   (11 766)

   (12 504)

Interest received

   160

   209

Interest paid

   (2 227)

   (3 074)

Income tax paid

   (9 149)

   (129)

Income tax received

   -

   4 523

Cash flows used in investing activities

   (10 176)

   (13 518)

Purchase of property, plant and equipment

9

   (2 173)

   (1 357)

Waste stripping costs capitalised

9

   (8 085)

   (12 316)

Proceeds from sale of property, plant and equipment

   82

   155

Cash flows generated from/(used in) financing activities

   11 532

   (1 523)

Lease liability capital repayment

18

   (941)

   (1 179)

Net financial liabilities raised/(repaid)

20.3

   12 473

   (344)

- Financial liabilities raised

   15 598

   33 874

- Financial liabilities repaid

   (3 125)

   (34 218)

Net (decrease)/increase in cash and cash equivalents

   (6 735)

   13 721

Cash and cash equivalents at beginning of Period

   12 878

   16 503

Foreign exchange differences

   621

   (175)

Cash and cash equivalents at end of Period

13

   6 764

   30 049

Cash and cash equivalents at end of Period - continuing operation

   6 673

   29 971

Cash and cash equivalents at end of Period - discontinued operation

14

   91

   78

(1) Unaudited

* The prior year figures have been re-presented, as Gem Diamonds Botswana
(Proprietary) Limited (Ghaghoo Diamond Mine) was classified as a discontinued
operation during the current financial reporting Period. Refer Note 14 ,
Discontinued operation.

 

CONDENSED NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE SIX
MONTHS ENDED 30 JUNE 2025

1. CORPORATE INFORMATION

1.1 Incorporation and authorisation

The holding company, Gem Diamonds Limited (the Company), was incorporated on
29 July 2005 in the British Virgin Islands (BVI) and is domiciled in the
United Kingdom (UK). The Company's registration number is 669758.

The financial information shown in this report relating to Gem Diamonds
Limited and its subsidiaries (the Group) was approved by the Board of
Directors on 3 September 2025, is not audited or reviewed by the auditor and
does not constitute statutory financial statements. The report of the auditor
on the Group's 2024 Annual Report and Accounts was unqualified.

The Group is principally engaged in operating diamond mines.

2. BASIS OF PREPARATION AND ACCOUNTING POLICIES

2.1 Basis of preparation

The condensed consolidated interim financial statements for the six months
ended 30 June 2025 (the Period) have been prepared in accordance with IAS 34
Interim Financial Reporting. The condensed consolidated interim financial
statements do not include all the information and disclosures required in the
annual financial statements and should be read in conjunction with the Group's
Annual Financial Statements for the year ended 31 December 2024. The condensed
consolidated interim financial statements are unaudited and do not constitute
statutory accounts as defined in section 434 of the Companies Act, 2006. The
financial information for the year to 31 December 2024 included in this report
was derived from the statutory accounts for the year ended 31 December 2024, a
copy of which has been delivered to the Registrar of Companies. The auditor's
report on those accounts was unqualified, did not include a reference to any
matters to which the auditor drew attention by way of an emphasis of matter
and did not contain a statement under sections 498(2) or (3) of the Companies
Act, 2006.

Going concern

The Group's business activities, together with the factors likely to affect
its future development, performance and position are set out on pages 1 to 3.
The financial position of the Group, its cash flows and liquidity position are
described in the Group Financial Performance on pages 5 to 8. The Group's net
debt at 30 June 2025 was US$28.2 million (31 December 2024: US$7.3 million).
The Group's available undrawn facilities at 30 June 2025 amounted to US$55.8
million (31 December 2024: US$69.0 million), resulting in liquidity (defined
as net debt/cash and available undrawn facilities) of US$27.6 million (31
December 2024: US$61.7 million). The gross liquidity position of the Group
(defined as gross cash and available undrawn facilities) as at 30 June 2025 is
US$62.5 million (31 December 2024: US$81.9 million). The Group's Revolving
Credit Facilities (RCF), which total US$72.2 million when fully unutilised,
mature on 21 December 2026. In addition, there is a US$5.6 million general
banking facility with no set expiry date, which is reviewed annually (refer
Note 14, Discontinued operation).

The impact of the current diamond market conditions, the persistent
geopolitical tensions, the uncertainty surrounding US tariffs and the weaker
US dollar were considered in assessing future cash flows. Taking into account
management's actions in response to the current operating environment, which
include the various cost reduction initiatives and revision to the waste
mining activities being implemented, and its impact on the forecasts, timing
of cash flows and sensitivity analyses, the Directors have a reasonable
expectation that the Group has adequate financial resources, with the
continued access to the Group's RCFs, for the Group to be able to meet its
liabilities as they fall due for the foreseeable future. For this reason, the
Directors continue to adopt the going concern basis in preparing this
half-year report of the Group.

2.2 Material accounting policies

The accounting policies adopted in the preparation of the condensed
consolidated interim financial statements are consistent with those followed
in the preparation of the Group's Annual Financial Statements for the year
ended 31 December 2024.

New accounting pronouncements which became effective on 1 January 2025 are
detailed below and will be adopted in the 2025 Annual Report and Accounts.
These amendments will have no impact on the Group's accounts.

New and amended standards and interpretations

 Amendments and improvements  Description
 Amendments to IAS 21         Lack of exchangeability

Standards issued but not yet effective

The standards, amendments and improvements that are issued, but not yet
effective, up to the date of issuance of the Group's consolidated interim
financial statements are listed in the table below. The standards, amendments
and improvements have not been early adopted and it is expected that, where
applicable, these standards and amendments will be adopted on each respective
effective date. The impact of the adoption of these standards cannot be
reasonably assessed at this stage.

 New standards, amendments, and improvements  Description                                              Effective date*
 Amendments to IFRS 9 and IFRS 7              Classification and measurement of financial instruments  1 January 2026
 IFRS 18                                      Presentation and disclosure in financial statements      1 January 2027

* Annual periods beginning on or after.

2.3 Critical accounting estimates and judgements

The estimates and judgements adopted in the preparation of the condensed
consolidated interim financial statements are largely consistent with those
followed in the preparation of the Group's Annual Financial Statements for the
year ended 31 December 2024. The current diamond market, ongoing global
conflicts and foreign currency movements were considered during the Period.
The outcome of this review required the impairment of goodwill and certain
non-current assets and the write down of consumables and stockpile balances.
Refer Note 11, Intangible assets for further detail on the goodwill
impairment.

Further details on estimates and judgements applied during the Period are
detailed in the Going concern section on page 17, Note 11, Intangible assets
and Note 16, Share-based payments.

3. SEGMENT INFORMATION

For management purposes, the Group is organised into geographical units as its
risks and required rates of return are affected predominantly by differences
in the geographical regions of the mines and areas in which the Group operates
or areas in which operations are managed. The below measures of profit or
loss, assets and liabilities are reviewed by the Board of Directors. The main
geographical regions and the type of products and services from which each
reporting segment derives its revenue from are:

 •    Lesotho (diamond mining activities);
 •    Belgium (sales, marketing and manufacturing of diamonds);
 •    BVI, RSA, UK and Cyprus (technical and administrative services); and
 •    Botswana (diamond mining activities), classified as a discontinued operation.

 

During the Period, the Ghaghoo mine, which forms part of the Botswana
operating segment which had previously been placed on care and maintenance,
was reclassified from continuing to a discontinued operation. This follows the
relinquishment of the associated mining license and the formal handover of the
mine site to the Botswana Ministry of Minerals and Energy, through the
Department of Mines. As of 1 June 2025, the Department of Mines has assumed
full responsibility for the mine and the Company has no further obligations or
commitments related to the license or the mine.

Management monitors the operating results of the geographical units separately
for the purpose of making decisions about resource allocation and performance
assessment.

Segment performance is evaluated based on operating profit or loss.
Intersegment transactions are entered into under normal arm's length terms in
a manner similar to transactions with third parties. Segment revenue, segment
expenses and segment results include transactions between segments. Those
transactions are eliminated on consolidation.

Segment revenue is derived from mining activities, polished diamond
manufacturing margins and diamond analysis and manufacturing services.

The following tables present revenue from contracts with customers,
profit/(loss) for the Period, underlying EBITDA and asset and liability
information from operations regarding the Group's geographical segments:

 

 Six months ended                       Lesotho       Belgium  BVI, RSA, UK and Cyprus(3)  Total             Discontinued operation  Total

                                                                                          Continuing
 30 June 2025(1)                                                                            operations

June 2025(1)
                                        US$'000       US$'000  US$'000                     US$'000           US$'000                 US$'000
 Revenue from contracts with customers
 Total revenue                          44 693        45 361   3 126                       93 180            -                       93 180
 Intersegment                           (44 393)      (292)    (3 126)                     (47 811)          -                       (47 811)
 External customers                     300           45 069   -                           45 369            -                       45 369
 Segment operating (loss)/profit        (14 505)(4)   (37)     (3 327)                     (17 869)          1 655                   (16 214)
 Net finance costs                      (1 627)       (22)     (510)                       (2 159)           (57)                    (2 216)
 (Loss)/profit before tax               (16 132)      (59)     (3 837)                     (20 028)          1 598                   (18 430)
 Income tax benefit/(charge)            1 719         100      594(5)                      2 413             -                       2 413
 (Loss)/profit for the Period           (14 413)      41       (3 243)                     (17 615)          1 598                   (16 017)
 Underlying EBITDA                      339           120      (3 031)                     (2 572)           -                       (2 572)

Discontinued operation

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Revenue from contracts with customers

Total revenue

   44 693

   45 361

   3 126

   93 180

   -

   93 180

Intersegment

   (44 393)

   (292)

   (3 126)

   (47 811)

   -

   (47 811)

External customers

   300

   45 069

   -

   45 369

   -

   45 369

Segment operating (loss)/profit

(14 505)(4)

   (37)

   (3 327)

   (17 869)

   1 655

   (16 214)

Net finance costs

   (1 627)

   (22)

   (510)

   (2 159)

   (57)

   (2 216)

(Loss)/profit before tax

   (16 132)

   (59)

   (3 837)

   (20 028)

   1 598

   (18 430)

Income tax benefit/(charge)

   1 719

   100

594(5)

   2 413

   -

   2 413

(Loss)/profit for the Period

   (14 413)

   41

   (3 243)

   (17 615)

   1 598

   (16 017)

Underlying EBITDA

   339

   120

   (3 031)

   (2 572)

   -

   (2 572)

                                             Lesotho    Belgium  BVI, RSA, UK and Cyprus(3)  Total             Discontinued operation  Total
                                                                                              Continuing
                                                                                              operations
                                             US$'000    US$'000  US$'000                     US$'000           US$'000                 US$'000
 Segment assets
 30 June 2025(1)                             334 751    6 705    4 402                       345 858           179                     346 037
 31 December 2024(2)                         335 667    2 074    6 509                       344 250           538                     344 788
 Net cash/(debt) and short-term deposits(6)
 30 June 2025(1)                             (21 900)   404      (6 767)                     (28 263)          91                      (28 172)
 31 December 2024(2)                         (4 869)    692      (3 191)                     (7 368)           63                      (7 305)
 Segment liabilities
 30 June 2025(1)                             50 265     1 415    8 657                       60 337            131                     60 468
 31 December 2024(2)                         45 129     1 311    8 000                       54 440            2 480                   56 920

Discontinued operation

Total

 

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Segment assets

30 June 2025(1)

   334 751

   6 705

   4 402

   345 858

   179

   346 037

31 December 2024(2)

   335 667

   2 074

   6 509

   344 250

   538

   344 788

Net cash/(debt) and short-term deposits(6)

30 June 2025(1)

   (21 900)

   404

   (6 767)

   (28 263)

   91

   (28 172)

31 December 2024(2)

   (4 869)

   692

   (3 191)

   (7 368)

   63

   (7 305)

Segment liabilities

30 June 2025(1)

   50 265

   1 415

   8 657

   60 337

   131

   60 468

31 December 2024(2)

   45 129

   1 311

   8 000

   54 440

   2 480

   56 920

(1) Unaudited

(2) Audited

(3) No revenue was generated in BVI and Cyprus.

(4) Segment operating (loss)/profit is after the impairment of goodwill of
US$10.7 million.

(5) This includes the adjustment to align the forecast effective tax rate for
the full year, to the actual results for the Period. Refer Note 8, Income tax
benefit/(charge).

(6) Calculated as cash and short-term deposits less drawn down bank facilities
(excluding insurance premium financing and credit underwriting fees). Refer
Note 17, Interest-bearing loans and borrowings.

 

Included in revenue for the Period is revenue from three customers who
individually contributed 10% or more to total revenue. This revenue in total
amounted to US$20.4 million (30 June 2024: US$43.2 million from two customers)
arising from the sales reported in the Belgium segment.

Segment assets and liabilities do not include deferred tax assets and
liabilities of US$4.1 million and US$69.9 million respectively (31 December
2024: deferred tax asset US$4.3 million, deferred tax liabilities US$69.3
million).

Total revenue for the Period is lower than that of the prior period, driven by
the prolonged depressed rough diamond market and the overall lower quality of
production together with a decrease in both the number and quality of diamonds
larger than 100 carats recovered. The dollar per carat achieved was US$1 008
compared to the prior period of US$1 366 per carat, and carats sold of
44 360 were 22% lower than the prior period of 56 994 carats.

 Six months ended 30 June 2024(1)       Lesotho    Belgium  BVI, RSA, UK and Cyprus(2)  Total             Discontinued operation  Total
                                                                                         Continuing
                                                                                         operations
                                        US$'000    US$'000  US$'000                     US$'000           US$'000                 US$'000
 Revenue from contracts with customers
 Total revenue                          76 877     77 737   3 382                       157 996           -                       157 996
 Intersegment                           (76 264)   (311)    (3 382)                     (79 957)          -                       (79 957)
 External customers                     613        77 426   -                           78 039            -                       78 039
 Segment operating profit/(loss)        17 943     430      (4 418)                     13 955            (522)                   13 433
 Net finance costs                      (2 736)    (11)     (680)                       (3 427)           (79)                    (3 506)
 Profit/(loss) before tax               15 207     419      (5 098)                     10 528            (601)                   9 927
 Income tax expense                     (3 608)    (16)     (768)(3)                    (4 392)           -                       (4 392)
 Profit/(loss) for the Period           11 599     403      (5 866)                     6 136             (601)                   5 535
 Underlying EBITDA                      22 410     544      (3 870)                     19 084            -                       19 084

Discontinued operation

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Revenue from contracts with customers

Total revenue

   76 877

   77 737

   3 382

   157 996

   -

   157 996

Intersegment

   (76 264)

   (311)

   (3 382)

   (79 957)

   -

   (79 957)

External customers

   613

   77 426

   -

   78 039

   -

   78 039

Segment operating profit/(loss)

   17 943

   430

   (4 418)

   13 955

   (522)

   13 433

Net finance costs

   (2 736)

   (11)

   (680)

   (3 427)

   (79)

   (3 506)

Profit/(loss) before tax

   15 207

   419

   (5 098)

   10 528

   (601)

   9 927

Income tax expense

   (3 608)

   (16)

(768)(3)

   (4 392)

   -

   (4 392)

Profit/(loss) for the Period

   11 599

   403

   (5 866)

   6 136

   (601)

   5 535

Underlying EBITDA

   22 410

   544

   (3 870)

   19 084

   -

   19 084

(1) Unaudited

(2) No revenue was generated in BVI and Cyprus.

(3) This includes the adjustment to align the forecast effective tax rate for
the full year, to the actual results for the prior period. Refer Note 8,
Income tax benefit/(charge).

                                            30 June 2025(1)  30 June 2024(1)
                                            US$'000          US$'000
 4.  REVENUE FROM CONTRACTS WITH CUSTOMERS
     Sale of goods                          45 069           77 426
     Partnership arrangements               300              613
                                            45 369           78 039

   77 426

Partnership arrangements

   300

   613

   45 369

   78 039

(1) Unaudited

The revenue from the sale of goods mainly represents the sale of rough
diamonds, for which revenue is recognised at the point in time at which
control transfers.

The revenue from partnership arrangements of US$0.3 million (30 June 2024:
US$0.6 million) represents the additional uplift from partnership
arrangements for which revenue is recognised when the significant constraints
are lifted or resolved and the amount of revenue is guaranteed. At Period end
1 236 carats (30 June 2024: 1 881 carats) have significant constraints in
recognising revenue relating to the additional uplift.

 

                                                                                     30 June 2025(1)  30 June 2024(1*)
                                                                                     US$'000          US$'000
 5.  OTHER OPERATING INCOME
     Other operating income is categorised separately as it relates to income which
     is minor or irregular and is sourced outside of normal operations.
     Sundry income                                                                   499              79
     Profit on disposal and scrapping of property, plant and equipment               35               -
                                                                                     534              79

   79

Profit on disposal and scrapping of property, plant and equipment

   35

   -

   534

   79

(1) Unaudited

* The prior year figures have been re-presented, as Gem Diamonds Botswana
(Proprietary) Limited (Ghaghoo Diamond Mine) was classified as a discontinued
operation during the current financial reporting Period. Refer Note 14 ,
Discontinued operation.

 

6. UNDERLYING EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND MINING ASSET
AMORTISATION (UNDERLYING EBITDA) BEFORE DISCONTINUED OPERATION

Underlying EBITDA is shown, as the Directors consider this measure to be a
relevant guide to the operational performance of the Group and excludes such
non-operating costs and income as listed below. The reconciliation from
operating profit to underlying EBITDA is as follows:

                                                                               30 June 2025(1)  30 June 2024(1*)
                                                                               US$'000          US$'000
     Operating (loss)/profit(2)                                                (17 869)         13 955
     Other operating income                                                    (534)            (79)
     Impairment of goodwill                                                    10 743           -
     Foreign exchange gain                                                     (1 128)          (1 105)
     Share-based payments                                                      137              374
     Depreciation and amortisation (excluding waste stripping cost amortised)  6 079            5 939
     Underlying EBITDA before discontinued operation                               (2 572)          19 084

   13 955

Other operating income

   (534)

   (79)

Impairment of goodwill

   10 743

   -

Foreign exchange gain

   (1 128)

   (1 105)

Share-based payments

   137

   374

Depreciation and amortisation (excluding waste stripping cost amortised)

   6 079

   5 939

 

Underlying EBITDA before discontinued operation

     (2 572)

     19 084

(1) Unaudited

(2) Operating (loss)/profit includes the write-down of consumable and
stockpile inventories from continuing operations of US$1.7 million.

* The prior year figures have been re-presented, as Gem Diamonds Botswana
(Proprietary) Limited (Ghaghoo Diamond Mine) was classified as a discontinued
operation during the current financial reporting Period. Refer Note 14 ,
Discontinued operation.

7. SEASONALITY OF OPERATIONS

The Group's sales environment with regard to its diamond sales is not
materially impacted by seasonal and cyclical fluctuations. The mining
operations may be impacted by seasonal weather conditions. Appropriate mine
planning and ore stockpile build-up ensures that operations can continue
during adverse weather conditions.

                                  30 June 2025(1)  30 June 2024(1)
                                  US$'000          US$'000
 8.  INCOME TAX BENEFIT/(CHARGE)
     Current
     - Foreign                    (324)            (3 735)
     Withholding tax
     - Foreign                    (2)              (2)
     Deferred
     - Foreign                    2 739            (655)
                                  2 413            (4 392)

   (3 735)

Withholding tax

- Foreign

   (2)

   (2)

Deferred

- Foreign

   2 739

   (655)

   2 413

   (4 392)

(1) Unaudited

 

During the Period, the Group reported a loss before tax of US$20.0 million
from continuing operations, which resulted in a tax benefit of
US$2.4 million.

The forecast effective tax rate for the full year is 13.1% (31 December 2024:
29.4%) and has been applied to the actual results.

The effective tax rate is below the Lesotho statutory tax rate of 25%
primarily as a result of permanent differences arising on the impairment of
goodwill which is not deductible for tax purposes and the impact of deferred
tax assets not recognised on losses incurred in non-trading operations.

9. PROPERTY, PLANT AND EQUIPMENT

During the Period, the Group invested US$2.2 million (30 June 2024:
US$1.4 million) into property, plant and equipment, all of which related to
Letšeng (30 June 2024: US$1.3 million).

Letšeng's capital spend was incurred mainly on the purchase of front-loading
earth moving vehicles to improve material feed into the plants and a new
drill, totalling US$1.5 million.

Letšeng further invested US$8.1 million (30 June 2024: US$12.3 million) in
deferred stripping costs which were capitalised. Amortisation of the deferred
stripping asset (waste stripping cost amortisation) of US$13.6 million (30
June 2024: US$17.8 million) was charged to the Interim Consolidated Statement
of Profit or Loss during the Period. The amortisation is directly related to
the areas that were mined during the Period and their associated waste to ore
strip ratios.

Depreciation and amortisation of US$5.2 million (30 June 2024: US$5.0 million)
was charged to the Interim Consolidated Statement of Profit or Loss during the
Period.

In addition to the above, foreign exchange movements on translation affecting
property, plant and equipment increased the asset balances by US$15.3 million
(30 June 2024: US$0.1 million).

 

                                             Right-of-use assets
                                             Plant and equipment  Motor vehicles  Buildings  Total
                                             US$'000              US$'000         US$'000    US$'000
 10.  RIGHT-OF-USE ASSETS
      As at 30 June 2025(1)
      Cost
      Balance at 1 January 2025              3 586                537             5 800      9 923
      Additions                              -                    47              693        740
      Derecognition of lease                 -                    -               (4 158)    (4 158)
      Foreign exchange differences           222                  35              124        381
      Balance at 30 June 2025(1)             3 808                619             2 459      6 886
      Accumulated depreciation
      As at 1 January 2025                   1 925                169             3 958      6 052
      Charge for the Period                  450                  108             369        927
      Derecognition of lease                 -                    -               (3 679)    (3 679)
      Foreign exchange differences           136                  14              91         241
      Balance at 30 June 2025(1)             2 511                291             739        3 541
      Net book value at 30 June 2025(1)      1 297                328             1 720      3 345
      As at 31 December 2024(2)
      Cost
      Balance at 1 January 2024              3 379                363             6 008      9 750
      Additions                              1 058                434             271        1 763
      Derecognition of lease                 (738)                (243)           (349)      (1 330)
      Foreign exchange differences           (113)                (17)            (130)      (260)
      Balance at 31 December 2024(2)         3 586                537             5 800      9 923
      Accumulated depreciation
      As at 1 January 2024                   1 450                103             3 451      5 004
      Charge for the year                    979                  188             962        2 129
      Derecognition of lease                 (444)                (117)           (349)      (910)
      Foreign exchange differences           (60)                 (5)             (106)      (171)
      Balance at 31 December 2024(2)         1 925                169             3 958      6 052
      Net book value at 31 December 2024(2)  1 661                368             1 842      3 871

   537

   5 800

   9 923

Additions

   -

   47

   693

   740

Derecognition of lease

   -

   -

   (4 158)

   (4 158)

Foreign exchange differences

   222

   35

   124

   381

Balance at 30 June 2025(1)

   3 808

   619

   2 459

   6 886

Accumulated depreciation

As at 1 January 2025

   1 925

   169

   3 958

   6 052

Charge for the Period

   450

   108

   369

   927

Derecognition of lease

   -

   -

   (3 679)

   (3 679)

Foreign exchange differences

   136

   14

   91

   241

Balance at 30 June 2025(1)

   2 511

   291

   739

   3 541

Net book value at 30 June 2025(1)

   1 297

   328

   1 720

   3 345

As at 31 December 2024(2)

Cost

Balance at 1 January 2024

   3 379

   363

   6 008

   9 750

Additions

   1 058

   434

   271

   1 763

Derecognition of lease

   (738)

   (243)

   (349)

   (1 330)

Foreign exchange differences

   (113)

   (17)

   (130)

   (260)

Balance at 31 December 2024(2)

   3 586

   537

   5 800

   9 923

Accumulated depreciation

As at 1 January 2024

   1 450

   103

   3 451

   5 004

Charge for the year

   979

   188

   962

   2 129

Derecognition of lease

   (444)

   (117)

   (349)

   (910)

Foreign exchange differences

   (60)

   (5)

   (106)

   (171)

Balance at 31 December 2024(2)

   1 925

   169

   3 958

   6 052

Net book value at 31 December 2024(2)

   1 661

   368

   1 842

   3 871

(1) Unaudited

(2) Audited

 

Plant and equipment mainly comprise of pit dewatering and back-up power
generating equipment utilised at Letšeng. Motor vehicles mainly comprise
vehicles utilised by contractors at Letšeng. Buildings comprise office
buildings in Maseru, Antwerp, London, Gaborone and Johannesburg.

Right-of-use assets are depreciated on a straight-line basis over the shorter
of the estimated useful life and the lease term.

Movements within right-of-use assets mainly relates to the cancellation of the
lease for the majority of the office buildings in Maseru. The original
contract was cancelled and all associated assets and liabilities were
derecognised. Refer Note 18, Lease liabilities.

 

                                               Goodwill(1)
                                               US$'000
 11.  INTANGIBLE ASSETS
      As at 30 June 2025(2)
      Cost
      Balance at 1 January 2025                10 118
      Foreign exchange translation difference  625
      Balance at 30 June 2025(2)               10 743
      Accumulated amortisation/impairment
      Balance at 1 January 2025                -
      Amortisation                             -
      Impairment                               (10 743)
      Balance at 30 June 2025(2)               (10 743)
      Net book value at 30 June 2025(2)        -

      As at 31 December 2024(3)
      Cost
      Balance at 1 January 2024                10 440
      Foreign exchange translation difference  (322)
      Scrapping                                -
      Balance at 31 December 2024(3)           10 118
      Accumulated amortisation
      Balance at 1 January 2024                -
      Amortisation                             -
      Balance at 31 December 2024(3)           -
      Net book value at 31 December 2024(3)    10 118

Foreign exchange translation difference

   625

Balance at 30 June 2025(2)

   10 743

Accumulated amortisation/impairment

Balance at 1 January 2025

   -

Amortisation

   -

Impairment

   (10 743)

Balance at 30 June 2025(2)

   (10 743)

Net book value at 30 June 2025(2)

-

 

As at 31 December 2024(3)

Cost

Balance at 1 January 2024

   10 440

Foreign exchange translation difference

   (322)

Scrapping

   -

Balance at 31 December 2024(3)

   10 118

Accumulated amortisation

Balance at 1 January 2024

   -

Amortisation

   -

Balance at 31 December 2024(3)

   -

Net book value at 31 December 2024(3)

   10 118

(1) Goodwill allocated to Letšeng Diamonds.

(2) Unaudited

(3) Audited

 

The recoverable amount (value in use) of Letšeng was assessed at Period end
and an impairment of US$10.7 million (US$7.5 million after tax and
non-controlling interest) was recorded in the Interim Consolidated Statement
of Profit or Loss to bring the carrying value in line with the recoverable
amount. The recoverable amount substantiated the carrying value of the
Property, Plant and Equipment associated to the Letšeng Cash Generating Unit
and therefore the impairment was allocated solely to goodwill, which is now
fully impaired. The reduction in the recoverable amount is primarily driven by
lower prices than previous forecasts. Impairments of goodwill are not eligible
for reversal in future periods.

Value in use inputs:

The following key inputs were used in the valuation:

 •    The life-of-mine production profile to 2035 as reflected in the Letšeng
      long-term mine plan section on page 2 has been used to project the cashflows.
 •    The cost savings associated with the cash flow optimisation initiatives
      implemented post Period end have been included in the value in use model.
 •    The nominal pre-tax discount rate applied to revenue was 12.1% (31 December
      2024: 12.9%) and to costs was 15.7% (31 December 2024: 16.1%).
 •    A recovery to historical pricing in the short to medium term and thereafter,
      from 2028 to 2035, an average of 2.7% real growth in pricing, taking into
      account independent diamond analyst views of market supply/demand
      fundamentals.
 •    The Period end exchange rate of US$1:LSL17.77 (31 December 2024:
      US$1:LSL18.87).

 

 

                                                                                    30 June 2025(1)  31 December 2024(2)
                                                                                    US$'000          US$'000
 12.  RECEIVABLES AND OTHER ASSETS
      Non-current
      Deposits                                                                      824              776
      Insurance asset                                                               6 201            5 596
      Other receivables(3)                                                          1 032            969
                                                                                    8 057            7 341
      Current
      Trade receivables(4)                                                          5 310            592
      Prepayments                                                                   2 639            1 484
      Deposits                                                                      31               29
      Other receivables                                                             556              498
      Vat receivable                                                                832              4 030
                                                                                    9 368            6 633
      The carrying amounts above approximate their fair value due to the nature of
      the instruments.
      Analysis of trade receivables based on their terms and conditions
      Neither past due nor impaired                                                 5 291            573
      Past due but not impaired:
      > 120 days                                                                    19               19
                                                                                    5 310            592

   776

Insurance asset

   6 201

   5 596

Other receivables(3)

   1 032

   969

   8 057

   7 341

Current

Trade receivables(4)

   5 310

   592

Prepayments

   2 639

   1 484

Deposits

   31

   29

Other receivables

   556

   498

Vat receivable

   832

   4 030

   9 368

   6 633

The carrying amounts above approximate their fair value due to the nature of
the instruments.

Analysis of trade receivables based on their terms and conditions

Neither past due nor impaired

   5 291

   573

Past due but not impaired:

> 120 days

   19

   19

   5 310

   592

(1) Unaudited

(2) Audited

(3) Other non-current receivables relates to a financing arrangement provided
to a third party to assist with possible expansion opportunities.

(4) Trade receivables include a balance of US$4.6 million relating to the sale
of diamonds which concluded prior the end of the Period, with the funds
clearing through the bank shortly after Period end. This sale has been
included in the revenue for the Period.

 

Based on the nature of the Group's client base and the negligible exposure to
credit risk through its client base, insurance asset and other financial
assets, the expected credit loss is insignificant and has no impact on the
Group.

                                    30 June 2025(1)  31 December 2024(2)
                                    US$'000          US$'000
 13.  CASH AND SHORT-TERM DEPOSITS
      Cash on hand                  1                3
      Bank balances                 4 971            6 032
      Short-term bank deposits      1 792            6 843
                                    6 764            12 878

   3

Bank balances

   4 971

   6 032

Short-term bank deposits

   1 792

   6 843

   6 764

   12 878

(1) Unaudited

(2) Audited

 

The amounts reflected in the financial statements approximate fair value due
to the short-term maturity and nature of cash and short-term deposits.

Cash at banks earn interest at floating rates based on daily bank deposit
rates. Short-term deposits are generally call deposit accounts and earn
interest at the respective short-term deposit rates.

The Group's cash surpluses are deposited with major financial institutions of
high-quality credit standing predominantly within Lesotho and the United
Kingdom.

At 30 June 2025, the Group had US$55.8 million (31 December 2024: US$69.0
million) of undrawn facilities, representing the LSL300.0 million (US$16.9
million) (31 December 2024: LSL450.0 million (US$23.8 million)) and ZAR200.0
million (US$11.3 million) (31 December 2024: ZAR300.0 million (US$15.9
million)) of the secured revolving credit facility at Letšeng, ZAR100.0
million (US$5.6 million) (31 December 2024: ZAR100.0 million (US$5.3 million))
of the Letšeng general banking facility, and US$22.0 million (31 December
2024: US$24.0 million) of the Company's secured revolving credit facility. For
further details on these facilities, refer Note 17, Interest-bearing loans and
borrowings.

The general banking facility at Letšeng is held with Nedbank Limited (acting
through its Nedbank Corporate and Investment Banking division). This facility
is reviewed annually. During the Period the facility was utilised from time to
time based on cash flow requirements but repaid in full by Period end.

14. DISCONTINUED OPERATION

The Ghaghoo diamond mine, part of the Group's Botswana operations, was placed
on care and maintenance in 2017 due to operational and market-related
challenges.

Following a strategic review and several unsuccessful attempts to sell the
asset, the Group initiated discussions with the Department of Mines, dating
back to February 2023, to address safety and remediation activities, including
the removal of the processing plant and associated civil infrastructure, with
the objective of surrendering its mining license.

The mine site was formally handed over to the Botswana Ministry of Minerals
and Energy through the Department of Mines during the Period. Formal
confirmation of the acceptance of the mining license surrender was received
from the Department of Mines on 28 April 2025. Effective 1 June 2025, the
Department of Mines assumed full responsibility for the site, and the Company
no longer holds any obligations or commitments related to the mine or its
associated license.

In accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued
Operations, the subsidiary was classified as a discontinued operation which
was abandoned, following the relinquishment (for no consideration) of the
underlying mining license which represented the subsidiary's principal
business activity.

The results of Gem Diamonds Botswana (Ghaghoo diamond mine), the discontinued
operation, for the Period prior to abandonment and the comparative period are
presented below:

                                                                               30 June    30 June
                                                                               2025(1)    2024(1)
                                                                               US$'000    US$'000
   Revenue                                                                     279        -
   Care and maintenance costs                                                  (735)      (676)
   Profit on sale of property, plant and equipment                             47         155
   Rehabilitation provision released                                           2 291      -
   Foreign exchange differences                                                (5)        (1)
   Impairment of asset                                                         (222)      -
   Operating profit/(loss)                                                     1 655      (522)
   Net finance costs                                                           (57)       (79)
   Profit/(loss) before tax from discontinued operation                        1 598      (601)
   Income tax expense                                                          -          -
   Profit/(loss) after tax from discontinued operation attributable to equity  1 598      (601)
   holders of the parent
   Profit/(loss) per share from discontinued operation (US cents):
    - Basic                                                                    1.14       (0.43)
    - Diluted                                                                  1.10       (0.42)

 30 June
 2024(1)

US$'000

US$'000

Revenue

   279

   -

Care and maintenance costs

   (735)

   (676)

Profit on sale of property, plant and equipment

   47

   155

Rehabilitation provision released

   2 291

   -

Foreign exchange differences

   (5)

   (1)

Impairment of asset

   (222)

   -

Operating profit/(loss)

   1 655

   (522)

Net finance costs

   (57)

   (79)

Profit/(loss) before tax from discontinued operation

   1 598

   (601)

Income tax expense

   -

   -

Profit/(loss) after tax from discontinued operation attributable to equity
holders of the parent

1 598

(601)

Profit/(loss) per share from discontinued operation (US cents):

 - Basic

1.14

(0.43)

 - Diluted

1.10

(0.42)

(1) Unaudited

 

The Interim Consolidated Statement of Financial position includes the below
balances relating to Gem Diamonds Botswana:

                                                                                    30 June      31 December 2024(2)
                                                                                    2025(1)

                                                                                    US$'000

 

                                                                                    US$'000
                                                                                                 US$'000
     ASSETS
     Non-current assets
     Property, plant and equipment                                                  -            243
     Right of use assets                                                            3            6
                                                                                    3            249
     Current assets
     Inventories                                                                    77           211
     Receivables and other assets                                                   8            15
     Cash and short-term deposits                                                   91           63
                                                                                    176          289
     Total assets                                                                   179          538
     LIABILITIES
     Non-current liabilities
     Provisions                                                                     -            2 197
                                                                                    -            2 197
     Current liabilities
     Lease liabilities                                                              3            7
     Trade and other payables                                                       128          276
                                                                                    131          283
     Total liabilities                                                              131          2 480

     The net cash flows attributable to the discontinued operation are as follows:
     Operating                                                                      (441)        (690)
     Investing                                                                      46           155
     Financing(3)                                                                   338          611
     Foreign exchange differences                                                   (6)          -
     Net cash (outflow)/inflow                                                          (63)     76

 

US$'000

31 December 2024(2)

US$'000

ASSETS

 

Non-current assets

Property, plant and equipment

   -

   243

Right of use assets

   3

   6

   3

   249

Current assets

Inventories

   77

   211

Receivables and other assets

   8

   15

Cash and short-term deposits

   91

   63

   176

   289

 

Total assets

   179

   538

LIABILITIES

 

Non-current liabilities

Provisions

   -

   2 197

   -

   2 197

Current liabilities

Lease liabilities

   3

   7

Trade and other payables

   128

   276

   131

   283

 

Total liabilities

   131

   2 480

The net cash flows attributable to the discontinued operation are as follows:

Operating

   (441)

   (690)

Investing

   46

   155

Financing(3)

   338

   611

Foreign exchange differences

   (6)

   -

 

Net cash (outflow)/inflow

     (63)

76

(1) Unaudited

(2) Audited

(3) Financing provided by Gem Diamonds Botswana (Proprietary) Limited's
holding company, being Gem Diamonds Limited, to fund care and maintenance
costs.

15. ISSUED CAPITAL

Share capital

                                                                30 June 2025(1)         31 December 2024(2)
                                                                Number        US$'000   Number        US$'000
                                                                of shares               of shares
                                                                '000                    '000
   Authorised - ordinary shares of US$0.01 each
   As at Period/Year end                                        200 000       2 000     200 000       2 000
   Issued and fully paid balance at beginning of Period/Year    141 236       1 413     141 210       1 413
   Allotments during the Period/Year                            181           2         26            -
   Number of ordinary shares outstanding at end of Period/Year  141 417       1 415     141 236       1 413

US$'000

 Number
 of shares
 '000

US$'000

Authorised - ordinary shares of US$0.01 each

As at Period/Year end

   200 000

   2 000

   200 000

   2 000

Issued and fully paid balance at beginning of Period/Year

   141 236

   1 413

   141 210

   1 413

Allotments during the Period/Year

   181

   2

   26

   -

Number of ordinary shares outstanding at end of Period/Year

   141 417

   1 415

   141 236

   1 413

(1) Unaudited

(2) Audited

 

Treasury Shares

                                                                   30 June 2025(1)         31 December 2024(2)
                                                                   Number        US$'000   Number        US$'000
                                                                   of shares               of shares
                                                                   '000                    '000
   Number of treasury shares outstanding at end of Period/Year(3)  (1 520)       (1 157)   (1 520)       (1 157)

US$'000

 Number
 of shares
 '000

US$'000

Number of treasury shares outstanding at end of Period/Year(3)

   (1 520)

   (1 157)

   (1 520)

   (1 157)

(1) Unaudited

(2) Audited

(3) Represents share repurchased by Gem Diamonds.

 

16. SHARE-BASED PAYMENTS

Employee Share Option Plan 2017 Award (ESOP) - 10 April 2025 award

On 10 April 2025, 375 970 nil-cost options were granted to certain key
employees under the ESOP of the Company. The value of the award was determined
based on the Group performance for the prior 2024 financial year. The vesting
of the options will be subject to the satisfaction of certain service
conditions which are classified as non-market conditions. The award is subject
to malus and clawback conditions in line with the Group's ESOP.

In addition, 2 226 929 nil-cost options were granted to certain Executive
employees and the Executive Directors on the same terms as detailed above.
These options were granted in line with the adopted Gem Diamonds Incentive
Plan (GDIP) in 2021, which integrated annual bonus awards with awards under
the ESOP. These options are also subject to a two-year holding period after
the vesting date.

All the options vest over a three-year period in tranches of 1/3 commencing on
10 April 2026 and ending on 10 April 2028. The options are exercisable between
the respective vesting dates and 10 April 2035. If the service conditions are
not met, unvested options lapse. The fair value of the award is based on the
observable Gem Diamonds Limited share price on the date of the award with no
adjustments made to the price. The Company's share price on the date of the
award was £0.08 (US$0.10). The option grants are settled by issuing shares.

The expense disclosed in the Interim Consolidated Statement of Profit or Loss
is made up as follows:

                                                                                30 June 2025(1)  30 June 2024(1)
                                                                                US$'000          US$'000

   The expense recognised for employee services received during the Period is
   shown in the following table:
   Equity-settled share-based payment transactions charged to the statement of  137              374
   profit or loss

   374

(1) Unaudited

 

17. INTEREST-BEARING LOANS AND BORROWINGS

The carrying amounts and maturities of the revolving credit facilities,
project debt facilities and premium financing facilities within the Group are
disclosed in the note below.

                                                                                Effective interest rate                                                         Maturity          30 June 2025(1)  31 December 2024(2)
                                                                                                                                                                US$'000                            US$'000
   Non-current
   LSL450.0 million (US$25.3 million) & ZAR300.0 million (US$16.9 million)      Central Bank of Lesotho rate (7.25%) + 3.25% and South African JIBAR (7.56%) +                    14 064           -
   loan facility                                                                3.00%
   Credit underwriting fees                                                                                                                                     21 December 2026  (58)             (78)
   US$30.0 million bank loan facility                                           Term SOFR (4.30%) + 5.21%                                                                         8 000            6 000
   Credit underwriting fees                                                                                                                                     21 December 2026  (45)             (60)
   ZAR132.0 million (US$7.4 million) project debt facility                      South African JIBAR (7.56%) + 2.50%                                             31 May 2027       2 122            2 999
   LSL200.0 million (US$11.3 million) term loan facility                        Lesotho prime rate (11.25%) minus 1.50%                                         30 April 2029     6 377            7 772
                                                                                                                                                                                  30 460           16 633
   Current
   ZAR132.0 million (US$7.4 million) project debt facility                      South African JIBAR (7.56%) + 2.50%                                             31 May 2027       2 122            1 999
   LSL200.0 million (US$11.3 million) term loan facility                        Lesotho prime rate (11.25%) minus 1.50%                                         30 April 2029     2 251            1 413
   ZAR0.9 million (US$51 thousand) insurance premium finance                    4.20  %                                                                         1 April 2025      -                20
   LSL30.0 million (US$1.7 million) insurance premium finance                   4.20  %                                                                         1 April 2025      -                650
   LSL14.6 million (US$0.8 million) insurance premium finance                   4.20  %                                                                         1 April 2025      -                315
                                                                                                                                                                                  4 373            4 397

1 April 2025

-

20

LSL30.0 million (US$1.7 million) insurance premium finance

 4.20  %

1 April 2025

-

650

LSL14.6 million (US$0.8 million) insurance premium finance

 4.20  %

1 April 2025

-

315

4 373

4 397

(1) Unaudited

(2) Audited

LSL450.0 million and ZAR300.0 million (US$42.2 million) secured bank loan
facility at Letšeng Diamonds

The Group, through its subsidiary Letšeng Diamonds, has a LSL450.0 million
(US$25.3 million) and ZAR300.0 million (US$16.9 million) revolving credit
facility (maturing on 21 December 2026) jointly with Nedbank Lesotho Limited,
Standard Lesotho Bank Limited, First National Bank of Lesotho Limited,
Firstrand Bank Limited (acting through its Rand Merchant Bank division) and
Nedbank Limited (acting through its Nedbank Corporate and Investment Banking
division).

The LSL450.0 million facility is subject to interest at the Central Bank of
Lesotho rate plus 3.25% and the ZAR300.0 million facility is subject to South
African JIBAR plus 3.00% (31 December 2024: South African JIBAR plus 3.00%).
At Period end LSL150.0 million (US$8.4 million) and ZAR100.0 million (US$5.6
million) respectively had been drawn down resulting in LSL300.0 million
(US$16.9 million) and ZAR200.0 million (US$11.3 million) remaining available.

The remaining balance of the credit underwriting fees capitalised is US$64.0
thousand (31 December 2024: US$79.0 thousand). The capitalised fees are
amortised and accounted for as finance costs in profit or loss over the term
of the facility.

US$30.0 million secured bank loan facility at Gem Diamonds Limited

This facility is a secured revolving credit facility jointly with Nedbank
Limited (acting through its London branch), Standard Bank of South Africa
Limited (acting through its Isle of Man branch) and Firstrand Bank Limited
(acting through its Rand Merchant Bank division) for US$13.5 million, US$9.0
million and US$7.5 million, respectively. All draw downs are made in these
ratios.

At Period end, US$8.0 million (31 December 2024: US$6.0 million) had been
drawn down resulting in US$22.0 million (31 December 2024: US$24.0 million)
being available. The remaining balance of the previously capitalised credit
underwriting fees is US$45.0 thousand (31 December 2024: US$60.0 thousand) at
Period end. The capitalised fees are amortised and accounted for as finance
costs in profit or loss over the period of the facility.

The US$-based interest rate for this facility at 30 June 2025 was 9.51% (31
December 2024: 9.54%) which comprises term SOFR plus a 0.21% credit adjustment
spread and 5.00% margin.

Total interest for the Period on this interest-bearing RCF was US$0.6 million
(31 December 2024: US$1.3 million).

The facility includes an additional US$20.0 million accordion option for Gem
Diamonds, the utilisation of which is subject to all necessary credit and
other approvals from the lenders. There was no utilisation of this facility in
the current or prior period.

ZAR132.0 million (US$7.4 million) unsecured project debt facility at Letšeng
Diamonds

This loan is an unsecured project debt facility with Nedbank and underwritten
by the Export Credit Insurance Corporation (ECIC) which was entered into on 29
November 2022 to fund the replacement of the primary crushing area (PCA) at
Letšeng. The loan is repayable in equal quarterly payments which commenced in
March 2024. The outstanding balance at Period end was ZAR75.4 million (US$4.3
million) (31 December 2024: ZAR94.3 million (US$5.0 million)). This loan
expires on 27 May 2027.

The South African rand-based interest rate for the facility at 30 June 2025
was 10.06% which comprises South Africa JIBAR plus 2.50%.

Total interest for the Period on this interest-bearing loan was US$0.2 million
(31 December 2024: US$0.7 million).

LSL200.0 million (US$11.3 million) secured term loan facility at Letšeng
Diamonds

This loan is a five-year secured term loan facility signed jointly with
Standard Lesotho Bank and Nedbank Lesotho on 15 May 2024. The loan is secured
by a special notarial bond over the fleet and equipment acquired as part of
the insourcing of the mining activities at the end of 2023.

The loan is repayable in equal monthly instalments which commenced in May
2024. The outstanding balance at the end of the Period was LSL153.3 million
(US$8.6 million). This loan expires on 30 April 2029.

The interest rate on the loan is 9.75%, representing the Central Bank of
Lesotho prime rate minus 1.50%.

Total interest for the Period on this interest-bearing loan was US$0.4 million
(31 December 2024: US$0.6 million).

Loan covenants

The Group's revolving credit facilities, Letšeng Diamonds' ZAR132.0 million
(US$7.4 million) project debt facility and LSL200.0 million (US$11.3 million)
secured term loan facility are subject to certain financial covenants and
these are assessed at the end of each quarter. The loans may become
immediately repayable if these covenants are breached. The Group monitors its
forecasts for covenant compliance and engages with its Lenders regularly.

Insurance premium finance for Multi-Aggregate and Asset All Risk Insurance
policies

During the Period, all outstanding insurance premium finance balances were
fully repaid. The total interest paid during the Period relating to these
liabilities was US$19.0 thousand (31 December 2024: US$0.1 million).

 

                                                       30 June 2025(1)  31 December 2024(2)
                                                       US$'000          US$'000
 18.  LEASE LIABILITIES
      Non-current                                      2 020            2 246
      Current                                          1 746            2 517
      Total lease liabilities                          3 766            4 763

      Reconciliation of movement in lease liabilities
      As at 1 January                                  4 763            5 950
      Additions                                        558              1 935
      Interest expense                                 175              372
      Lease payments                                   (1 127)          (3 062)
      Derecognition of lease                           (779)            (318)
      Foreign exchange differences                     176              (114)
      As at 30 June/31 December                        3 766            4 763

   2 246

Current

   1 746

   2 517

Total lease liabilities

   3 766

   4 763

Reconciliation of movement in lease liabilities

As at 1 January

   4 763

   5 950

Additions

   558

   1 935

Interest expense

   175

   372

Lease payments

   (1 127)

   (3 062)

Derecognition of lease

   (779)

   (318)

Foreign exchange differences

   176

   (114)

 

As at 30 June/31 December

   3 766

   4 763

(1) Unaudited

(2) Audited

 

Lease payments comprise principal payments of US$0.9 million (31 December
2024: US$2.7 million) and repayments of interest of US$0.2 million (31
December 2024: US$0.4 million).

Refer Note 10, Right-of-use assets for details on new leases entered into and
leases derecognised during the Period.

                                30 June 2025(1)  31 December 2024(2)
                                US$'000          US$'000
 19.  TRADE AND OTHER PAYABLES
      Current
      Trade payables(3)         5 316            3 862
      Accrued expenses(3)       2 388            4 864
      Leave benefits            844              687
      Royalties(3)              1 266            2 000
      Withholding taxes(3)      51               76
      Other                     91               176
                                9 956            11 665

   3 862

Accrued expenses(3)

   2 388

   4 864

Leave benefits

   844

   687

Royalties(3)

   1 266

   2 000

Withholding taxes(3)

   51

   76

Other

   91

   176

   9 956

   11 665

(1) Unaudited

(2) Audited

(3) These amounts are non-interest bearing and are settled in accordance with
terms agreed between the parties.

 

Royalties consist of a levy payable to the Government of the Kingdom of
Lesotho on the value of rough diamonds sold by Letšeng. Withholding taxes
mainly consist of taxes payable to the Revenue Services Lesotho relating to
dividends and other services. The carrying amounts above approximate fair
value.

                                                                                    30 June 2025(1)  30 June 2024(1*)
                                                                           Notes    US$'000          US$'000
 20.   CASH FLOW NOTES
 20.1  Cash generated by operations
       (Loss)/profit before tax for the Period - continuing operations              (20 028)         10 529
       Profit/(loss) before tax for the Period - discontinued operation             1 598            (601)
       Adjustments for:
       Depreciation and amortisation excluding waste stripping             9        5 180            4 978
       Depreciation on right-of-use assets                                 10       927              1 007
       Waste stripping cost amortised                                      9        13 567           17 835
       Finance income                                                               (528)            (417)
       Finance costs                                                                2 744            3 923
       Unrealised foreign exchange differences                                      788              587
       Profit on disposal and scrapping of property, plant and equipment            (82)             (155)
       Gain on derecognition of leases                                              (492)            -
       Inventory write-down                                                         1 753            -
       Rehabilitation provision released - Ghaghoo                         14       (2 291)          -
       Bonus, leave and severance provisions raised                                 653              1 677
       Share-based payments                                                16       137              374
       Impairment of assets                                                         10 965           -
                                                                                    14 891           39 737
 20.2  Working capital adjustment
       (Increase)/decrease in inventory                                             (7 014)          258
       Increase in receivables                                                      (2 786)          (1 073)
       Decrease in payables                                                         (1 966)          (11 689)
                                                                                    (11 766)         (12 504)
 20.3  Cash flows from financing activities (excluding lease liabilities)
       Balance at beginning of Period                                               21 030           38 568
       Net cash generated from/(used in) financing activities                       12 473           (344)
       - Financial liabilities raised                                               15 598           33 874
       - Financial liabilities repaid                                               (3 125)          (34 218)
       Interest paid                                                                (2 052)          (2 730)
       Non-cash movements                                                           3 383            2 852
       - Interest accrued                                                           2 052            2 730
       - Amortisation of credit underwriting fees                                   35               131
       - Foreign exchange differences                                               1 296            (9)

       Balance at Period end                                                        34 834           38 346

   10 529

Profit/(loss) before tax for the Period - discontinued operation

   1 598

   (601)

Adjustments for:

 

Depreciation and amortisation excluding waste stripping

9

   5 180

   4 978

Depreciation on right-of-use assets

10

   927

   1 007

Waste stripping cost amortised

9

   13 567

   17 835

Finance income

   (528)

   (417)

Finance costs

   2 744

   3 923

Unrealised foreign exchange differences

   788

   587

Profit on disposal and scrapping of property, plant and equipment

   (82)

   (155)

Gain on derecognition of leases

   (492)

   -

Inventory write-down

   1 753

   -

Rehabilitation provision released - Ghaghoo

14

   (2 291)

   -

Bonus, leave and severance provisions raised

   653

   1 677

Share-based payments

16

   137

   374

Impairment of assets

   10 965

   -

   14 891

   39 737

20.2

Working capital adjustment

 

(Increase)/decrease in inventory

   (7 014)

   258

Increase in receivables

   (2 786)

   (1 073)

Decrease in payables

   (1 966)

   (11 689)

   (11 766)

   (12 504)

20.3

Cash flows from financing activities (excluding lease liabilities)

 

Balance at beginning of Period

   21 030

   38 568

Net cash generated from/(used in) financing activities

   12 473

   (344)

- Financial liabilities raised

   15 598

   33 874

- Financial liabilities repaid

   (3 125)

   (34 218)

Interest paid

   (2 052)

   (2 730)

Non-cash movements

   3 383

   2 852

- Interest accrued

   2 052

   2 730

- Amortisation of credit underwriting fees

   35

   131

- Foreign exchange differences

   1 296

   (9)

 

Balance at Period end

   34 834

   38 346

(1) Unaudited

* The prior year figures have been re-presented, as Gem Diamonds Botswana
(Proprietary) Limited (Ghaghoo Diamond Mine) was classified as a discontinued
operation during the current financial reporting Period. Refer Note 14 ,
Discontinued operation.

21. COMMITMENTS AND CONTINGENCIES

The Board has approved capital projects of US$3.1 million (31 December 2024:
US$3.5 million) at Letšeng, mainly relating to the purchase of a front-end
loader, a mobile rotary trommel screen and continued investment in residue
storage expansion.

Of the total approved capital projects, US$1.8 million has been contracted at
30 June 2025, relating to the above-mentioned items of mining and processing
equipment.

The Group has conducted its operations in the ordinary course of business in
accordance with its understanding and interpretation of commercial
arrangements and applicable legislation in the countries where the Group has
operations. In certain specific transactions, however, the relevant third
party or authorities could have a different interpretation of those laws and
regulations that could lead to contingencies or additional liabilities for the
Group. Having consulted professional advisers, the Group has identified
possible disputes approximating US$0.7 million (31 December 2024: US$0.6
million).

The Group monitors possible tax claims within the various jurisdictions in
which it operates. It is noted that tax legislation is highly complex and
subject to interpretation of the application of the law. It is common for tax
authorities to review tax returns, and in some instances, disputes may arise
over the interpretation and application of the prevailing tax legislation. Due
to the complexity of the legislation, significant judgement is required to
determine any effects of uncertainties in accounting for and disclosure of
income taxes. When uncertain tax positions have been determined as being
probable, they have been provided for and disclosed. There have been no
uncertain tax positions that arose during the Period and therefore there has
been no change in judgement applied and the accounting treatment compared to
that disclosed in the 2024 Annual Report and Accounts. While it is difficult
to predict the ultimate outcome in some cases, the Group, does not anticipate
that there will be any material impact on the Group's results, financial
position or liquidity.

 

 22.  RELATED PARTIES
      Related party                           Relationship
      Jemax Management (Proprietary) Limited  Common director
      Government of the Kingdom of Lesotho    Non-controlling interest

                                                                   30 June 2025(1)  30 June 2024(1)
                                                                   US$'000          US$'000
   Compensation to key management personnel (including Directors)
   Share-based equity transactions                                 130              342
   Short-term employee benefits                                    2 590            1 497
   Post-employment benefits (including severance pay and pension)  180              148
                                                                   2 900            1 987
   Fees paid to related parties
   Jemax Management (Proprietary) Limited                          (37)             (37)
   Royalties paid to related parties
   Government of the Kingdom of Lesotho                            (4 455)          (7 440)
   Purchases from related parties
   Jemax Management (Proprietary) Limited                          (2)              (2)
   Amount included in trade payables owing to related parties
   Jemax Management (Proprietary) Limited                          (7)              (7)
   Amounts owing to related party
   Government of the Kingdom of Lesotho                            (1 317)          (1 902)

   342

Short-term employee benefits

   2 590

   1 497

Post-employment benefits (including severance pay and pension)

   180

   148

   2 900

   1 987

Fees paid to related parties

Jemax Management (Proprietary) Limited

   (37)

   (37)

Royalties paid to related parties

Government of the Kingdom of Lesotho

   (4 455)

   (7 440)

Purchases from related parties

Jemax Management (Proprietary) Limited

   (2)

   (2)

Amount included in trade payables owing to related parties

Jemax Management (Proprietary) Limited

   (7)

   (7)

Amounts owing to related party

Government of the Kingdom of Lesotho

   (1 317)

   (1 902)

(1) Unaudited

 

Jemax Management (Proprietary) Limited provided administrative services with
regards to the mining activities undertaken by the Group. A controlling
interest is held by an Executive Director of the Company.

The above transactions were made on terms agreed between the parties. The
amounts included in trade payables are non-interest bearing and have no
repayment terms.

23. EVENTS AFTER THE REPORTING PERIOD

No events have occurred between the end of the reporting period and the date
of approval of these financial statements that require adjustment to, or
disclosure in, the financial statements.

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