REG - Gunsynd PLC - Final Results
26/11/2025 16:15
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RNS Number : 1540J Gunsynd PLC 26 November 2025
Gunsynd plc
("Gunsynd" or the "Company")
Final Results for the Year Ended 31 July 2025
Gunsynd (AIM: GUN) is pleased to announce that its Final Results for the year
ended 31 July 2025 will shortly be posted to shareholders and are available on
the Company's website: http://www.gunsynd.com/ (http://www.gunsynd.com/) .
This announcement contains inside information for the purposes of the UK
Market Abuse Regulation.
The Directors of the Company are responsible for the release of this
announcement.
For further information please contact:
Gunsynd plc +44 (0) 78 7958 4153
Hamish Harris / Peter Ruse
Cairn Financial Advisers LLP +44 (0) 20 7213 0880
Liam Murray / James Western
AlbR Capital Limited +44 (0) 20 7469 0936
Lucy Williams
CHAIRMAN'S REPORT (INCORPORATING THE STRATEGIC REVIEW)
I present the annual report and financial statements for the year ended 31
July 2025. The Company made a loss for the year to 31 July 2025 of £391,000
(2024: loss £845,000) after taxation. The loss was a result of unrealised
losses on the value of investments held. The Company had net assets of
£2,141,000 (2024: £1,557,000) at 31 July 2025, and cash balances of
£439,000 (2024: £148,000).
Introduction
The past year has been a pivotal one in the evolution of Gunsynd towards a
focus on privately owned exploration assets in North America with a particular
focus on Zinc, Copper, Gold and Uranium. As part of this shift in strategy
the Company has now disposed of its Canadian and Australian listed stocks.
Work has recently commenced on two of our Canadian projects (Bear Twit and
Barb) and with funds available from both asset disposals and a recent
fundraise, Gunsynd is well placed to expedite work on its projects with a view
to progress towards drilling in the near to medium term.
Review of Investments
1. NATURAL RESOURCES INVESTMENTS - EXPLORATION ASSETS
Falcon, Merlin and Bear Twit
Gunsynd acquired a 100% legal and beneficial interest in the Falcon Lake and
Merlin U-Cu projects and Bear-Twit VMS projects in Canada (together the
"Projects"). These Projects are early stage exploration projects which are
prospective for uranium, copper and other resources.
Rock Chip samples at Falcon averaged over 15% Cu and three of four samples at
Merlin were over 1,000 ppm U. The exceptional results from the field work
has meant that these projects will be a key focus for the Company moving
forward with more field work anticipated once conditions allow in 2025.
2. NATURAL RESOURCES INVESTMENTS - FINANCIAL INVESTMENTS
Metals One investment
Gunsynd holds 6.25% of the issued share capital of Metals One Finland Oy, a
subsidiary of Metals One PLC ("Metals One") which holds the Black Schist
Project.
Metals One announced a maiden JORC Inferred Mineral Resource ("Resource") for
the P5 area of the Finland - Black Schist Project of 29 Mt. This brings the
total Black Schist Project resource to 57.1 Mt, more than double the previous
estimate. 3.6 Mt (6.25%) of the 57.1 MT Black Schist Project resource is
attributable to project partner, Gunsynd Plc. Metals One has the option to
acquire this 6.25% from Gunsynd for £250,000 wholly or partly in cash or
ordinary shares in Metals One.
Aberdeen Minerals Limited ("Aberdeen")
Gunsynd holds 2,000,000 shares in Aberdeen representing approximately 2% of
its issued share capital.
Drilling program is currently underway at Arthrath Central within
the Arthrath Project. Following the completion of the equity fundraise,
Aberdeen commenced its Phase 2B of drilling at Arthrath as part of its mineral
exploration programmes for deposits of nickel, copper and cobalt in North East
Scotland. Two rigs were mobilised to the site on 10 July 2024. This campaign
consisted of 2,682 metres of core drilling over six holes between July
and September 2024, as the first stage of an overall 6,300 metre program.
The aim of the current six hole program is to explore deeper within the large
Arthrath conduit-related sulphide system and test the potential for massive
sulphide deposits in a geological setting which appears to be comparable to
several global nickel sulphide orebody analogues.
Drilling has been positive so far with good levels of sulphide and net
sulphide textures intersected in the two shallower holes, which have tested
the southern part of the deposit in areas where there was no / limited
historical drilling.
3. OTHER INVESTMENTS
Richmond Hill Resources PLC (formerly Rogue Baron PLC)
In February 2025 Rogue Baron announced a name change to Richmond Hill
Resources PLC ("Richmond Hill") and a proposed new strategy towards natural
resources with the intention of entering into a reverse takeover with respect
to the acquisition by Richmond Hill of the legal and beneficial interest of
certain mineral exploration licences in Quebec. Richmond Hill completed its
float on to AIM in October 2025.
As a result of converting its outstanding loans upon admission Gunsynd now
holds 18,016,501 shares representing approximately 3.03% of the issued share
capital of in Richmond Hill Resources.
Low 6 Limited ("Low6")
The Company has invested approximately £113,000 (2024: £113,000) in Low6 of
which £nil (2024: £nil) was impaired during the year. This value reflects
the most recent valuation of Low6 share price. Gunsynd holds approx. 0.66% of
Low6's issued share capital.
Other investments
The Company has various other minor stakes in unlisted and listed company
investments of £65,000. These investments have been impaired during the
year by £75,000 to reflect the downturn in economic markets.
Finance Review
As noted above, the Company made a loss for the year of £391,000 (2024: loss
£845,000) after taxation. Most of the loss generated was from the decrease in
value of the Company's investment portfolio. The Company had net assets of
£2,141,000 (2024: £1,557,000) as at 31 July 2025, and cash balances of
£439,000 (2024: £148,000).
Outlook
Gunsynd has now liquidated its portfolio of listed investments with the
exception of Richmond Hill Resources which is not only locked in for a twelve
month period from its admission to AIM but also fits in with our focus on
Canada and copper. For the foreseeable future it is our intention to focus on
privately owned assets with a particular emphasis on gold, copper, zinc and
uranium.
With commodity prices and gold in particular moving higher and some liquidity
returning to the small cap space we have renewed sense of optimism after what
has been a very tough last few years.
The Board continues to look at investments in line with its investment policy.
This could potentially include increasing a stake(s) in investments already
held. Such investment(s) may or may not lead to a reverse takeover.
The Board would also like to take this opportunity to thank shareholders for
their continued support.
Emphasis of matter - recoverability of Loan to Human Brand International Inc.
The Company's auditors have drawn attention to the financial statements, which
includes a balance of £126k (2024: £126k) receivable from Human Brand
International Inc. Recovery of this balance is dependent upon a successful
Initial public offering (IPO) of the entity on the US stock exchange.
Management have explained their assessment over the recoverability within the
critical accounting estimates and conclude this to be recoverable.
The financial statements do not include the adjustment that would result if
the Company was unable to fully recover these receivables.
The Company's auditor opinion is not modified in this respect.
FINANCIAL STATEMENTS
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 JULY 2025
2025 2024
£000 £000
Continuing operations
Income
Unrealised gain/(loss) on financial investments 112 (95)
Realised gain/(loss) on financial investments 186 (94)
298 (189)
Administrative expenses
Salaries and other staff costs (316) (283)
Foreign exchange losses (7) (3)
Other administrative expenses (322) (306)
Total administrative expenses (645) (592)
Operating loss (347) (781)
Impairment of financial investments (75) (95)
Other income 29 28
Finance income 2 3
(Loss) before taxation (391) (845)
Taxation - -
(Loss) for the period attributable to equity shareholders of the Company (391) (845)
Other comprehensive income / (expenditure) for the period net of tax - -
Total comprehensive earnings for the period attributable to shareholders (391) (845)
Earnings per ordinary share
Basic (pence) (0.043) (0.171)
Diluted (pence) (0.043) (0.171)
The notes form an integral part of these financial statements.
STATEMENT OF FINANCIAL POSITION AS AT 31 JULY 2025
2025 2024
£000 £000
ASSETS
Non-current assets
Exploration assets 395 -
Financial investments at fair value through profit or loss 1,155 1,295
Trade and other receivables 159 -
Total non-current assets 1,709 1,295
Current assets
Trade and other receivables 162 259
Cash and cash equivalents 439 148
Total current assets 601 407
Total assets 2,310 1,702
Current liabilities
Trade and other payables (169) (145)
Total current liabilities (169) (145)
Total liabilities (169) (145)
Net assets 2,141 1,557
Equity attributable to equity holders of the company
Ordinary share capital 1,264 519
Deferred share capital 2,299 2,299
Share premium reserve 13,860 13,596
Investment in own shares (77) (43)
Share based payments reserve - -
Retained earnings (15,205) (14,814)
Total equity 2,141 1,557
The notes form an integral part of these financial statements.
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 JULY 2025
Deferred Share Investment Share-based
Share Share premium in own payments Retained
capital capital reserve shares reserve earnings Total
£000 £ 000 £000 £000 £000 £000 £000
At 31 July 2023 382 2,299 13,459 (26) 24 (13,993) 2,145
Loss for the year - - - - - (845) (845)
Total comprehensive Loss for the period - - - - - (845) (845)
Transactions with owners:
Issue of Share Capital 137 - 144 - - - 281
Share Issue Costs - - (7) - - - (7)
Adjustment for shares held in Trust - - - (17) - - (17)
Transfer within Equity on lapse of share options - - - - (24) 24 -
At 31 July 2024 519 2,299 13,596 (43) - (14,814) 1,557
Loss for the year - - - - - (391) (391)
Total comprehensive Loss for the period - - - - - (391) (391)
Transactions with owners:
Issue of Share Capital 745 - 313 - - - 1,058
Share Issue Costs - - (49) - - - (49)
Adjustment for shares held in Trust - - - (34) - - (34)
At 31 July 2025 1,264 2,299 13,860 (77) - (15,205) 2,141
The notes form an integral part of these financial statements.
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 JULY 2025
2025 2024
£000 £000
Cash flow from operating activities
(Loss) after tax (391) (845)
Tax on losses - -
Finance income net of finance costs (2) (3)
Unrealised (gain)/loss on revaluation of financial investments (112) 95
Realised (gain)/loss on sale of financial investments (186) 94
Other income - -
Impairment provision 75 95
Shares issued in lieu of payment 79 54
Foreign exchange movements (1) -
Changes in working capital:
(Increase) in trade and other receivables (68) (62)
Increase in trade and other payables 26 41
Cash outflow from operations (580) (531)
Taxation received - -
Net cash outflow from operating activities (580) (531)
Cash flow from investing activities
Payments for exploration assets (181) -
Payments for financial investments (220) (475)
Disposal proceeds from sale of financial investments 582 787
Unsecured loans to investee company 10 -
Net cash inflow from investing activities 191 312
Cash flows from financing activities
Proceeds on issuing of ordinary shares 730 210
Cost of issue of ordinary shares (50) (7)
Net cash inflow from financing activities 680 203
Net decrease in cash and cash equivalents 291 (16)
Cash and cash equivalents at the beginning of the year 148 164
Cash and cash equivalents at the end of the year 439 148
During the year, the Company issued shares to settle certain liabilities and
other obligations. In August 2024, the Company issued 128,717,948 ordinary
shares, valued at £170,000, as part of the non-cash consideration for the
purchase of Hornby Basin and Bear-Twit exploration assets. On 26 November
2024, the Company issued 37,500,000 ordinary shares, valued at £45,000, as
part of the consideration for an additional Hornby Basin project. On the same
day, the Company issued 40,000,000 ordinary shares to the Gunsynd Employee
Benefit Trust at par value, resulting in an aggregate cost to the Company of
£34,000. On 16 January 2025, 20,000,000 ordinary shares were issued to settle
a liability valued at £28,800. On 23 June 2025, 50,000,000 ordinary shares
were issued to settle a liability valued at £50,000.
During the previous year, the Company issued shares to settle certain
liabilities and other obligations. On 28 March 2024, 17,000,000 ordinary
shares were issued to settle a liability valued at £24,000. On 11 July 2024,
the Company issued 20,000,000 ordinary shares to the Gunsynd Employee Benefit
Trust at par value, resulting in an aggregate cost to the Company of £17,000.
On the same date, 19,230,769 ordinary shares were issued to settle liabilities
of £25,000.
The notes form an integral part of these financial statements.
NOTES TO THE FINANCIAL STATEMENTS
1 Presentation of the financial statements
Description of business & Investing Policy
Gunsynd plc is public limited company domiciled in the United Kingdom. The
Company's registered office is 78 Pall Mall, London SW1Y 5ES.
The Company's Investing Policy is to invest in and/or acquire companies and/or
projects within the natural resources sector, life sciences sector
(concentrating on but not being limited to, plant-based nutrition and
environmentally friendly alternatives to food sources) and the alcohol
beverage sector, (concentrating on but not being limited to, ingredients used
within the production of such beverages including sugar cane, agave, and
molasses) which the Board considers, in its opinion, have potential for
growth. The Company will consider opportunities in all sectors as they arise
if the Board considers there is an opportunity to generate potential value for
Shareholders. The geographic focus will primarily be Europe, Australia, the US
and the Caribbean, however investments may also be considered in other regions
to the extent the Board considers that potential value can be achieved.
Where appropriate, the Board may seek to invest in businesses where it may
influence the business at a board level, add their expertise to the management
of the business, and utilise their industry relationships and access to
finance.
The Company's interests in an investment and/or acquisition may range from a
minority position to full ownership and may comprise one investment or
multiple investments. The investments may be in either quoted or unquoted
companies; be made by direct acquisitions or farm-ins; and may be in
companies, partnerships, earn-in joint ventures, debt or other loan
structures, joint ventures or direct or indirect interests in assets or
projects. The Board may focus on investments where intrinsic value may be
achieved from the restructuring of investments or merger of complementary
businesses.
The Board expects that investments will typically be held for the medium to
long term, although short term disposal of assets cannot be ruled out if there
is an opportunity to generate a return for Shareholders. The Board will
place no minimum or maximum limit on the length of time that any investment
may be held. The Company may be both an active and a passive investor
depending on the nature of the individual investment. There is no limit on
the number of projects into which the Company may invest, and the Company's
financial resources may be invested in a number of propositions or in just one
investment, which may be deemed to be a reverse takeover under the AIM
Rules. The Board intends to mitigate risk by appropriate due diligence and
transaction analysis. Any transaction constituting a reverse takeover under
the AIM Rules will also require Shareholder approval. The Board considers
that, as investments are made and new investment opportunities arise, further
funding of the Company may also be required.
Where the Company builds a portfolio of related assets, it is possible that
there may be cross holdings between such assets. The Company does not
currently intend to fund any investments with debt or other borrowings but may
do so if appropriate. Investments in early stage assets are expected to be
mainly in the form of equity, with debt potentially being raised later to fund
the development of such assets. Investments in later stage assets are more
likely to include an element of debt to equity gearing. The Board may also
offer New Ordinary Shares by way of consideration as well as cash, thereby
helping to preserve the Company's cash for working capital and as a reserve
against unforeseen contingencies including, for example, delays in collecting
accounts receivable, unexpected changes in the economic environment and
operational problems.
Investments may be made in all types of assets and there will be no investment
restrictions on the type of investment that the Company might make or the type
of opportunity that may be considered. The Company may consider possible
opportunities anywhere in the world.
The Board will conduct initial due diligence appraisals of potential business
or projects and, where they believe further investigation is warranted, intend
to appoint appropriately qualified persons to assist. The Board believes its
expertise will enable it to determine quickly which opportunities could be
viable and so progress quickly to formal due diligence. The Company will not
have a separate investment manager.
Compliance with applicable law and IAS
The financial statements have been prepared in accordance with UK adopted
International Accounting Standards (IAS) and the Companies Act 2006.
Composition of the financial statements
The Company financial statements are drawn up in Sterling, the functional
currency of Gunsynd plc and in accordance with IFRS accounting presentation.
The level of rounding for financial information is the nearest thousand
pounds.
Accounting convention
The financial statements have been prepared using the historical cost
convention, as modified by the revaluation of certain items, as stated in the
accounting policies.
Basis of preparation - Going concern
The financial statements have been prepared on a going concern basis. This
basis assumes that the company will have sufficient funding to enable it to
continue to operate for the foreseeable future and the Directors have taken
steps to ensure that they believe that the going concern basis of preparation
remains appropriate.
The Company made a loss for the year of £391,000 (2024: loss £845,000) after
taxation. The Company had net assets of £2,141,000 (2024: £1,557,000) and
cash balances of £439,000 (2024: £148,000) at 31 July 2025. The Directors
have prepared financial forecasts which cover a period of at least 12 months
from the date that these financial statements are approved to 31 December
2026. These forecasts show that the Company expects to have sufficient
financial resources to continue to operate as a going concern.
In forming the conclusion that it is appropriate to prepare the financial
statements on a going concern basis the Directors have made the following
assumptions that are relevant to the next twelve months:
- In the event that the Company's investments require further funding,
sufficient funding can be obtained by the various investee companies; and
- In the event that operating expenditure increases significantly as a
result of successful progress with regards to the Company's investments,
sufficient funding can be obtained by selling level 1 investments.
The cost structure of the Company comprises a high proportion of discretionary
spend and therefore in the event that cash flows become constrained, costs can
be quickly reduced to enable the Company to operate within its available
funding. As a junior investment company, the Directors are aware that the
Company must go to the marketplace to raise cash to meet its investment plans,
and/or consider liquidation of its investments and/or assets as is deemed
appropriate. The Company has previously constantly demonstrated its ability to
raise further cash by way of completing placings during the prior years, and
are confident of further equity fund raising should the company require such
cash injection. Therefore, they are confident that existing cash balances,
along with the any new funding would be adequate to ensure that costs can be
covered.
Consequently, the Directors have a reasonable expectation that the Company has
adequate resources to continue to operate for the foreseeable future and that
it remains appropriate for the financial statements to be prepared on a going
concern basis.
Financial period
These financial statements cover the financial year from 1 August 2024 to 31
July 2025, with comparative figures for the financial year from 1 August 2023
to 31 July 2024.
Accounting principles and policies
The preparation of the financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
The financial statements have been prepared in accordance with the Company's
accounting policies approved by the Board and signed on their behalf by Hamish
Harris and Donald Strang. Where appropriate, comparative figures are
reclassified to ensure a consistent presentation with current year
information.
2 Earnings per share
(Loss) attributable to ordinary shareholders 2025 2024
The calculation of (loss) per share is based on the loss after taxation
divided by the weighted average number of shares in issue during the period:
(Loss) from operations (£000) (391) (845)
Total (£000) (391) (845)
Number of shares
Weighted average number of ordinary shares in issue (millions) 996.34 526.31
Less: weighted average shares held by the Employee Benefit Trust (millions) (77.07) (31.09)
Weighted average number of ordinary shares for the purposes of basic (loss) 919.27 495.22
per share (millions)
Weighted average number of ordinary shares for the purposes of diluted (loss) 1,015.06 495.48
per share (millions)
Basic (loss) per share (expressed in pence) (0.043) (0.171)
Diluted (loss) per share (expressed in pence) (0.043) (0.171)
Basic earnings per share are calculated by dividing the loss attributable to
ordinary shareholders by the weighted average number of ordinary shares in
issue during the period. The weighted average number of shares excludes shares
held by an Employee Benefit Trust and has been adjusted for the issue of
shares during the period.
3 Events after the end of the reporting period
On 26 August 2025, the Company made a cash payment of CAD$190,000
(approximately £102,000) to the vendor of the Barb Gold Project to reimburse
historical acquisition and exploration costs. In addition, 13,039,813 new
ordinary shares were issued at 0.1029 pence per share as part of the first
tranche equity consideration under the farm-in agreement.
On the same day, the Company granted options over 100,000,000 ordinary shares
at an exercise price of 0.12 pence, representing approximately 6.72% of the
issued share capital. The options, which vested immediately and expire three
years from the date of grant, were issued to two Directors, Hamish Harris and
Donald Strang.
On 9 October 2025, the Company granted options over a further 22,500,000
ordinary shares at an exercise price of 0.205 pence, representing
approximately 1.5% of the issued share capital. These options were issued to
Non-Executive Director, Peter Ruse, and also vest immediately and expire three
years from the date of grant.
On 15 October 2025, the Company converted its outstanding loan notes in
Richmond Hill Resources plc into equity as part of Richmond Hill Resources'
admission to trading on AIM. Following the conversion, the company holds
18,016,501 ordinary shares in Richmond Hill Resources plc. These shares are
subject to a twelve-month lock-in period followed by a six-month orderly
market provision.
On 19 November 2025, the Company entered into a legally binding Term Sheet
with Ulvestone Ltd setting out the indicative commercial terms for a proposed
farm-in agreement relating to the Eagle Gold Project in Ontario, Canada,
pursuant to which the Company will acquire a 10% legal and beneficial interest
in the project; subject to execution of the definitive agreement, the
consideration will comprise a cash payment of £170,000 to the vendor and the
issue of 32,258,065 new ordinary shares at a price of 0.155 pence per share.
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