REG - Hamak Gold Limited - Interim Results
01/09/2025 07:00
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RNS Number : 3409X Hamak Gold Limited 01 September 2025
1 September 2025
Hamak Gold Limited
("Hamak Gold" or the "Company")
Interim Results
Hamak Gold Limited (LSE: HAMA) is pleased to announce its results for the
six-month period ending 30 June 2025 (the "period").
Highlights
· Strategic Joint Venture partnership signed with ASX listed First Au
Limited ("FAU") over the Nimba gold exploration licence
o FAU to fund Nimba exploration programme and issue combination of shares
and cash to the Company in return for a progressive earn-in
o Detailed mapping and interpretation of structural geology in vicinity of
the high-grade Ziatoyah gold discovery completed in advance of a FAU funded
drill programme
Highlights Post Period
· On 3 July 2025, the Company raised gross proceeds of £2,467,000
through the issue of 308,375,000 new ordinary shares, each new share has an
attaching 1-for-1 warrant at £0.008 per share, with existing shareholders on
the register, immediately before the placing and subscription awarded a free
1-for warrant on the same terms
· New Board appointments made to advance the Company's corporate
strategy of embarking on a Bitcoin Treasury Management Policy alongside the
existing gold exploration, with Nick Thurlow, appointed Executive Chairman and
Nicola Horlick as Non-Executive Director
· Appointment of world-renowned economist Dr. Arthur Laffer as
inaugural Advisory Board member
· Purchase of 20 Bitcoin at £88,569 per Bitcoin (£1,771,380 total) and
strategic partnership with ARCHAX, the first FCA regulated digital asset
exchange, broker and custodian
· A 3,000m drilling programme commences at Nimba
· First tranche payments of A$250,000 and 100 million shares in FAU
received in return for a 35% position in the Nimba project, with Hamak Gold
holding the remaining 65%
Nick Thurlow, Executive Chairman of Hamak Gold, commented:
"We are pleased to announce our interim results for the six-months ending 30
June 2025. Alongside significant progress at Nimba, where drilling is now
underway following our joint venture with FAU, we have also launched a Bitcoin
Treasury strategy, designed to strengthen and diversity our balance sheet.
These combined initiatives position the Company for accelerated growth through
the remainder of 2025, with the dual focus of our gold assets and new Bitcoin
Treasury strategy to deliver value to Hamak Gold and its shareholders."
For further information you are invited to view the company's website at
www.hamakgold.com (//www.hamakgold.com) or please contact:
Hamak Gold Limited
Nick Thurlow +44 (0) 7541886035
Karl Smithson +44 (0) 77 837 07971
Peterhouse Capital Limited (Corporate Broker) +44 (0) 20 7469 0930
Yellow Jersey PR
Annabelle Wills +44 (0) 20 3004 9512
About Hamak Gold Limited
Hamak Gold Limited (LSE: HAMA) is a UK listed company focussed on gold
exploration in Africa and with a strategy of pursuing a BTC/crypto treasury
management policy. Through its LSE main board listing investors underweight
crypto can get professional exposure to this asset class.
INTERIM MANAGEMENT REPORT
Operating Review
The Company's activities during the period continued to focus on its highly
prospective Nimba Licence in northern Liberia, which is located southwest of
the nearby 5-million-ounce Ity Gold Mine of Endeavour Mining in neighbouring
Ivory Coast.
Nimba Project Joint Venture
During the period a joint venture agreement was entered into with ASX listed
First Au Limited ("FAU") whereby FAU paid an initial A$100,000 exclusivity fee
in January and agreed to fund ongoing exploration work and pay to Hamak Gold a
combination of shares and cash to progressively earn-into the Nimba licence.
Following a satisfactory due diligence exercise, the first stage payment of
A$250,000 cash and 100 million FAU shares have been received by the Company in
return for a 35% interest in the Nimba project. A second stage payment of 200
million FAU shares will be made to Hamak Gold within 9 months of the Stage-1
payment and in return for a further 35% interest in Nimba. At FAU's option a
third stage payment of A$600,000 in FAU shares at a market determined VWAP may
be made to fully acquire the Nimba project. Thereafter certain Nimba
resource-based milestone payments may be made to Hamak Gold in FAU shares
totalling A$2 million.
Nimba Exploration
A detailed structural geological mapping exercise was completed across
priority areas of the strong 5km x 1km gold in soil anomaly and in proximity
to the high-grade Ziatoyah gold discovery as a pre-curser to a FAU funded
3,000m drilling programme during 2025. This drilling is aimed at further
delineating the gold mineralisation identified by Hamak Gold at the Ziatoyah
discovery.
Two drill rigs were mobilised to Liberia by FAU and cleared through customs. A
3,000m drilling commenced at the Ziatoyah prospect shortly after the post
period to test further mineralised extensions to the significant 20m at 7g/t
discovery hole. At the time of this interim report, two drill holes, totalling
520m, have been completed.
Licence Holding
In January 2025, a new three-year mineral exploration licence was granted over
the Nimba area to wholly owned subsidiary 79 Resources inc. The licences overs
an area of 831 sq. kms and covers numerous areas of interest including the
high-grade Ziatoyah gold discovery where rock chip sampling from mineralised
outcrop returned grades of 37g/t Au and 45g/t Au and where initial drilling
intersected 20m at 7g/t Au at shallow depth below the surface.
Post period, but at the time of this interim report, the requisite
Environmental Licence for the Nimba permit had been issued by the
Environmental Protection Agency.
Outlook
The Nimba gold project will continue to be fully funded by FAU with further
receipts of cash and shares expected by Hamak Gold as part of the progressive
joint venture earn-in agreement. The first 3,000m drilling should be
completed in 2025 with assay results being announced on a regular basis.
Bitcoin Treasury Management Strategy
We are moving forward with our Bitcoin Treasury as announced at the fundraise
in July. In an upcoming investor call we will give more details on our
Treasury policy and fundraising approach for the rest of 2025. We believe that
a strong Bitcoin balance sheet will enable growth for the Company in the
coming years and we look forward to adding further expertise to the Company's
Board's in the near future
Funding: Post Period End
On 3 July 2025, the Company raised gross proceeds of £2,467,000 through the
issue of 308,375,000 new ordinary shares, each new share has an attaching
1-for-1 warrant at £0.008 per share, with existing shareholders on the
register, immediately before the placing and subscription awarded a free 1-for
warrant on the same terms.
We continue to evaluate a number of funding strategies including further
placements of shares and Convertible loan notes. Interest had been extremely
high from investors and the Board continues to look at each to bring maximum
long term shareholder value.
Responsibility Statement
The Directors confirm that to the best of their knowledge:
(a) the condensed set of financial statements has been prepared in accordance
with IAS 34 'Interim Financial Reporting' as contained in UK-adopted
international accounting standards;
(b) the interim management report includes a fair review of the information
required by DTR 4.2.7R of the Disclosure and Transparency Rules (indication of
important events during the first six months and description of principal
risks and uncertainties for the remaining six months of the year; and
(c) the interim management report includes a fair review of the information
required by DTR 4.2.8R of the Disclosure and Transparency Rules (disclosure of
related parties' transactions and changes therein).
Nick Thurlow
Executive Chairman
1 September 2025
Condensed Consolidated Statement of Comprehensive Income
For the six months ended 30 June 2025
6 months ended 6 months ended
30 June 2025 Unaudited 30 June 2024 Unaudited
Note
Continuing operations $000 $000
General and administrative expenses (324) (306)
Operating Loss (324) (306)
Finance expense 13 (73) -
Loss before taxation (397) (306)
Tax charge - -
Loss after taxation (397) (306)
Loss for the period (397) (306)
Earnings per share:
basic and diluted earnings per share ($) 6 (0.004) (0.004)
Condensed Consolidated Statement of Financial Position
For the six months ended 30 June 2025
Note 6 months ended Year ended
30 June 2025 Unaudited 31 December 2024
Audited
$000 $000
Non-current assets
Property, plant and equipment 7 7 12
Intangible assets 8 2,055 1,921
Total non-current assets 2,062 1,933
Current assets
Trade and other receivables 38 35
Cash and cash equivalents 9 36 27
Total current assets 74 62
Total assets 2,136 1,995
Equity and Liabilities
Equity attributable to owners of the parent
Share capital 10 4,750 4,261
Share based payment reserve 30 25
Accumulated deficit (3,753) (3,356)
Total equity 1,027 930
Non-current liabilities
Loans and borrowings 13 392 315
Derivative financial liability 13 112 78
Total non-current liabilities 504 393
Current liabilities
Trade and other payables 605 669
Loans and borrowings 13 - 3
Total current liabilities 605 672
Total liabilities 1,109 1,065
Total equity and liabilities 2,136 1,995
Condensed Consolidated Statement of Changes in Equity
For the six months ended 30 June 2025
Share based payment Accumulated deficit Total
Share capital equity
$000 $000 $000 $000
Balance at 1 January 2024 3,805 16 (2,272) 1,549
Loss for the period - - (306) (306)
Issue of share capital 475 - - 475
Issue costs (19) - - (19)
Share-based payment - vesting - 5 - 5
Balance at 30 June 2024 - Unaudited 4,261 21 (2,578) 1,704
Loss for the period - - (778) (778)
Share-based payment - vesting - 4 - 4
Balance at 31 December 2024 - Audited 4,261 25 (3,356) 930
Loss for the period - - (397) (397)
Issue of share capital 489 - - 489
Share based awards charge - 5 - 5
Balance at 30 June 2025 - Unaudited 4,750 30 (3,753) 1,027
Condensed Consolidated Statement of Cash Flows
For the six months ended 30 June 2025
6 months ended 6 months ended
30 June 2025 Unaudited 30 June 2024 Unaudited
Notes
$000 $000
Cash flows from operating activities
Operating loss (397) (306)
Adjusted for:
Share based payment charge 5 5
Finance costs 13 73 -
Directors' fees paid in shares 10 185 122
Depreciation and amortisation 5 6
Unrealised foreign exchange change 38 (1)
Net cash flow before changes in working capital (91) (174)
Adjusted for:
Movement in payables 237 102
Movement in receivables (3) (23)
Net cash flow from operating activities 143 (95)
Investing activities
Exploration expenditure (134) (91)
Net cash flow from investing activities (134) (91)
Cash flow from financing activities
Issue of share capital (net of costs) 10 - 248
Net cash flow from financing activities - 248
Net change in cash and cash equivalents during the year/period 9 62
Cash and cash equivalents at beginning of the period 27 2
Cash and cash equivalents at end of the period 36 64
Notes to the condensed consolidated interim financial information
1. GENERAL INFORMATION
Hamak Gold Ltd ("Company") was incorporated on 6 May 2021 and was incorporated
under the BVI Business Companies Act, 2004 (as amended) of the British Virgin
Islands with Company number 2062435. The Company is limited by shares. The
Company's registered office is Pasea Estate, P.O. Box 958, Road Town, Tortola,
VG1110, BVI.
The Company is a public limited company, which is listed on the Standard
Listing of the London Stock Exchange. The principal activity of the Company is
mineral exploration.
The Company together with its wholly owned subsidiaries Hamak Gold Limited
(Liberia) and 79 Resources Inc, is referred to as the Group.
2. BASIS OF PREPARATION
The consolidated interim financial statements for the six months ended 30 June
2025 have been prepared in accordance with the requirements of IAS 34 "Interim
Financial Statements". The interim financial statements should be read in
conjunction with the annual financial statements for the year ended 31
December 2024, which have been prepared in accordance with the UK-adopted
International Accounting Standards and as applied in accordance with the
provisions of the applicable law. The report of the auditors on those
financial statements was unqualified.
The interim financial statements of the Group are unaudited financial
statements for the six months ended 30 June 2025 have not been audited or
reviewed by the Group's auditors. The financial statements have been prepared
under the historical cost convention. The consolidated financial statements
are presented in United States Dollars ($), which is the Group's functional
and presentation currency.
Comparatives
The comparatives presented are for the unaudited 6 months period ended 30 June
2024 for the Condensed Consolidated Statement of Comprehensive Income,
Condensed Consolidated Statement of Changes in Equity, Condensed Consolidated
Statement of Cash Flows and for the audited year ended 31 December 2024 for
the Condensed Consolidated Statement of financial Position and Condensed
Consolidated Statement of Changes in Equity.
Going concern
On 3 July 2025 the Company raised £2.47 million before expenses from the
issue of new shares, the funds used to buy Bitcoin under its policy to acquire
Digital Asset Treasure in addition to its gold exploration assets, and for
general working capital purposes. In addition, in August 2025, stage one funds
have been received from FAU of A$0.25 million and 100 million FAU shares
subject to a 6-month lock in, as part of FAU's acquisition of 35% of the
Group's Nimba project.
The Directors believe the Group has sufficient cash and readily convertible
assets to provide funding to meet its planned expenditure for at least 12
months from the date of approval of these interim consolidated financial
statements and therefore the interim consolidated financial statement have
been prepared on a going concern basis.
3. SIGNIFICANT ACCOUNTING POLICIES
In preparing these condensed consolidated financial statements, the Group's
accounting policies were consistent with those applied to the Group's
consolidated financial statements for the year ended 31 December 2024.
4. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of condensed interim financial statements requires management
to make estimates and assumptions that affect the reported amounts of assets
and liabilities at the end of the reporting period. Estimates and judgements
are continually evaluated based on historical experience and other factors,
including expectations of future events that are believed to be reasonable
under the circumstances. In the future, actual experience may differ from
these estimates and assumptions.
The judgements, estimates and assumptions applied in the condensed interim
financial statements, including the key sources of estimation uncertainty,
were the same as those applied in the Group's last annual financial statements
for the year ended 31 December 2024.
5. BUSINESS AND GEOGRAPHICAL REPORTING
The Group's chief operating decision maker is considered to be the executive
directors (the 'Executive Board'). The Executive Board evaluates the
financial performance of the Group. During the period the Group had one
activity only. The whole of the value of the Group's net assets was
attributable to mineral exploration.
6. LOSS PER SHARE
Basic earnings per share is calculated by dividing the loss attributable to
equity holders of the Company by the weighted average number of ordinary
shares in issue during the period.
6 months ended 30 June 2025 6 months ended 30 June 2024
Unaudited
$000 $000
Loss from continuing operations attributable to equity holders of the company
(397) (306)
Weighted average number of ordinary shares in issue
92,505,380 77,441,274
Basic and fully diluted loss per share from continuing operations in $
(0.004) (0.004)
7. PROPERTY, PLANT AND EQUIPMENT
Plant and Equipment
Total
$000 $000
Cost
At 1 January 2025 41 41
Additions - -
At 30 June 2025 - unaudited 41 41
Cost
At 1 January 2024 41 41
Additions - -
At 31 December 2024 - audited 41 41
Accumulated Depreciation
At 1 January 2025 29 29
Depreciation charge 5 5
At 30 June 2025 - unaudited 34 34
Accumulated Depreciation
At 1 January 2024 18 18
Depreciation charge 11 11
At 31 December 2024 - audited 29 29
Net book value
At 30 June 2025 - unaudited 7 7
At 31 December 2024 - audited 12 12
8. INTANGIBLE ASSETS
Mineral
Properties Licences Total
$000 $000 $000
Cost
At 1 January 2025 1,127 794 1,921
Additions 134 - 134
At 30 June 2025 - unaudited 1,261 794 2,055
Cost
At 1 January 2024 1,092 863 1,955
Additions 136 - 136
Impairment charge (101) (69) (170)
At 31 December 2024 - audited 1,127 794 1,921
Accumulated Amortisation
At 1 January 2025 - - -
Amortisation charge - - -
At 30 June 2025 - unaudited - - -
Accumulated Amortisation
At 1 January 2024 - - -
Amortisation charge - - -
At 31 December 2024 - audited - - -
Net book value
At 30 June 2025 - unaudited 1,261 794 2,055
At 31 December 2024 - audited 1,127 794 1,921
9. CASH AND CASH EQUIVALENT
6 months ended 30 June 2025 Year ended 31 December 2024
Unaudited Audited
$000 $000
Cash at bank 36 27
36 27
10. SHARE CAPITAL
Number of ordinary shares of nil par value
Share Share premium
$000
capital
$000
Total as at 1 January 2024 50,563,522 - 3,805
Share issue - placing 16,000,000 - 249
Share issue - directors & management fee shares 11,392,381 - 177
Share issue - in lieu of services provided 3,120,000 - 49
Share issue - costs - - (19)
Total as at 31 December 2024 81,075,903 - 4,261
Share issue - directors & management fee shares 30,517,241 - 238
Share issue - consultant shares 32,171,706 - 251
Total as at 30 June 2025 143,764,850 - 4,750
For a more detailed description of the share capital movements for 2024 refer
to the audited financial statements for the year ended 31 December 2024.
Directors and management fees
During the period 30,517,241 new ordinary shares were issued to directors and
management of the Company at £0.0058 per share in lieu of fees.
Consultants shares
During the period 32,171,706 new ordinary shares were issued to a number of
third-party services providers at £0.0058 per share in lieu of services
provided.
Reconciliation of movement of share capital to the movements in the cashflow
statement:
Share Share premium
$000
capital
$000
At 31 December 2024 - 4,261
Share capital issued in settlement of contractual obligations - 489
Total as at 30 June 2025 - 4,750
11. SHARE BASED PAYMENTS
Performance Rights
At 30 June 2025, the Company had outstanding performance rights to subscribe
for ordinary shares as follows:
Weight average Expiry date At 01/01/25 expired or At 30/06/2025
exercise price lapsed
Issued
Nil 07/07/2032 953,107 - - 953,107
953,107 - - 953,107
Information on the inputs and fair value calculations relating to the
performance rights are shown in the audited financial statements for the year
ended 31 December 2024.
12. RELATED PARTY TRANSACTIONS
During the period certain directors were awarded Ordinary Shares in the
Company. Further details can be found in note 10, Share Capital.
13. CONVERTIBLE LOAN AND EMBEDDED DERIVATIVE FINANCIAL LIABILITY
As disclosed in Note 14 to the audited financial statements for the year ended
31 December 2024, on 16 July 2024 the Company issued £300,000 of unsecured
convertible loan notes ("CLNs") to Vela Technologies (now Caledonian Holdings
plc.) in exchange for listed shares in that entity. The CLNs are redeemable
after 24 months, accrue interest at 10% per annum, and include an embedded
derivative relating to the variable conversion price feature.
As at 30 June 2025, the fair value of the embedded derivative financial
liability was reassessed and updated to $112,009 (31-Dec-2024: $78,282), with
a corresponding finance expense of $26,092 (30-Jun-2024: nil) recognised in
the Consolidated Statement of Comprehensive Income. The host loan component is
carried at amortised cost of $392,265 (31-Dec-2024: $314,542, with $47,046
(30-Jun-2024: $nil) recognised as a finance expense during the period.
There were no changes to the key terms of the CLNs during the period.
14. EVENTS AFTER THE REPORTING DATE
On 3 July 2025, the Company raised gross proceeds of £2,467,000 through the
issue of 308,375,000 new ordinary shares, each new share has an attaching
1-for-1 warrant at £0.008 per share, with existing shareholders on the
register, immediately before the placing and subscription awarded a free 1-for
warrant on the same terms.
In July 2025 the Company made its first purchases of 20 Bitcoin at £88,569
each for £1,771,380.
On 26 August 2025, the Company received a first tranche payments from FAU of
A$250,000 and 100 million shares in FAU in return for a 35% position in the
Nimba project, with Hamak Gold holding the remaining 65%.
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