REG-Karelian Diamond Resources Plc: Half-yearly results for the six months ended 30 November 2025
27/02/2026 07:05
27 February 2026
Karelian Diamond Resources plc
(“Karelian” or “the Company”)
Half-yearly results for the six months ended 30 November 2025
Karelian Diamond Resources plc (AIM: KDR), the diamond exploration company
focused on Finland, announces its unaudited results for the six months ended
30 November 2025. Details of these can be found below
and a full copy of the interim results statement can be viewed on the
Company’s website (
www.kareliandiamondresources.com ).
Highlights of the half-year period included:
* In Northern Ireland the Company holds a significant licence
package covering over 1000 km² and has established first mover advantage. It
continues to advance its exploration programme for Nickel, Copper and Platinum
Group Elements.
* Exploration work also continued in the Kuhmo region in Finland
with the Company focussing in particular on the geophysical Anomaly 5 as a
priority. It lies up-ice of the green-diamond find.
* At the Lahtojoki diamond deposit Karelian was, in June, granted a
mining concession certificate and the focus of the Company’s efforts over
the last number of months have been on advancing discussions with a view to
securing appropriate strategic or partnership finance to progress development.
Brendan McMorrow, Chairman of Karelian Diamonds, stated:
“The Company is looking forward to progressing with the work programmes on
its highly prospective Nickel, Copper and Platinum Group Element targets in
Northern Ireland (including a tangible Copper target) and a clear work
programme and strategy has been identified for its exploration assets in
Finland. The
Board remains confident regarding the prospects for the Company”.
Further information: Karelian Diamond Resources plc Brendan McMorrow, Chairman / Maureen Jones, Managing Director +353-1-479-6180
Allenby Capital Limited (Nomad) Nick Athanas / Nick Harriss +44-20-3328-5656
Albr Capital Limited (Joint Broker) Lucy Williams / Duncan Vasey +44-20-7469-0930
CMC Markets (Joint Broker) Douglas Crippen +44-20-3003-8632
Lothbury Financial Services Michael Padley +44-20-3290-0707
Hall Communications Don Hall +353-1-660-9377
http://www.kareliandiamondresources.com
Chairman’s Statement
Dear Shareholder,
I have great pleasure in presenting the Company’s Half-Yearly Report and
condensed Financial Statements for the period ended 30 November 2025.
The Company has been carefully progressing the potential of its
assets during the period.
Northern Ireland – exploring Nickel, Copper, Platinum Group Elements
The Company holds a significant licence package covering over 1000 km2 in
Northern Ireland where it has established first mover advantage and continues
to advance its exploration programme exploring for Nickel, Copper and Platinum
Group Elements. Significant work was carried out by Dr
Larry Hulbert, a geological consultant, first engaged in early 2024, who
carried out an investigation of the licence areas and built a comprehensive
database on them incorporating geology, geochemistry, geophysics, remote
sensing, and base Geographic Information System (GIS) information including
TELLUS data and gravity geophysical data.
Dr Hulbert’s report confirmed significant potential for Nickel, Copper and
Platinum Group Elements and recommended a follow up work programme.
The Company has been progressing with follow on work over the
last six months including entering into an enterprise partnership with Trinity
College Dublin on a work programme jointly funded by Research Ireland to be
carried out on the Platinum Group Element potential of the Company’s licence
areas in Ireland over the coming years. In June 2025
the Company announced that it had identified the site of the historic Cappagh
Copper Mine as a significant new target for investigation within the relevant
licence area (KDR4). This provides the
Company with a tangible copper target in addition to the targets identified by
Dr Hulbert’s report and we look forward to commencing a comprehensive
exploration programme to unlock the full potential of this area.
Diamond exploration in Finland
While the market sentiment remains challenging from a diamond investment
perspective, the Company is focussing its efforts on carefully progressing
exploration work, positioning the Company well for a recovery in the retail
sentiment towards natural stones. The Company’s view
is that in a global market segment for natural diamonds that is worth over
US$29 billion annually, sustainably produced, traceable European diamonds will
command a premium. This premium would be supported by
the potential for the Company’s assets to produce coloured diamonds.
Exploration work in the Kuhmo region
Exploration work has continued in the Kuhmo region in Finland with the Company
focussing in particular on the geophysical Anomaly 5 as a priority.
It lies up-ice of the green-diamond find and carries a
near-source kimberlitic indicator minerals signature from glacial till
sampling. The Company has also been
conducting a review of its exploration assets in the area which include the
diamondiferous Seitaperä pipe (Finland’s largest, c.6.9 ha) and the
Riihivaara kimberlite/olivine lamproite discovery.
The Lahtojoki Diamond Deposit
In June 2025 Karelian was granted a mining concession certificate by Tukes
(the Finnish Mining Authority) which formally entitles the company to utilise
the minerals within the mining concession area. This
was a very important milestone as it allows the Company to progress to the
next stage of work on the mining concession area and accordingly mining rights
related to the Lahtojoki mining concession. The
Lahtojoki diamond mining project comprises a mining concession covering 71
hectares (c. 176 acres) including a kimberlite pipe with a surface area of 1.6
hectares (c. 4 acres). The Company has been working with the relevant
authorities to achieve the various milestones required for the granting of the
mining concession. In addition to this, the focus of
the Company’s efforts over the last number of months on this project
has been on exploring possibilities in terms of securing
appropriate strategic or partnership finance to progress development.
Financial Review
The loss after taxation for the half year ended 30 November 2025 was
€165,591 (30 November 2024: loss of €121,186) and the net assets as at 30
November 2025 were €10,183,925 (30 November 2024: €9,993,699).
In June 2025 the Company raised £185,000 by way of a placing
of new shares at an issue price of 0.75 pence per share and is currently
considering a number of financing and funding options for the current year
which, if successful, would provide the Company with capital to further the
work programmes on the above noted projects.
Directors and Staff
I would like to thank my fellow directors, staff and consultants for their
support and dedication, which has allowed the Company to continue to develop.
Their support and commitment is key to the success of the Company.
Outlook
The Company is looking forward to the progressing of work programmes on its
highly prospective Nickel, Copper and Platinum Group Element targets in
Northern Ireland (including a tangible Copper target).
A clear work programme and strategy have been identified for the Company’s
exploration assets in Finland and the Company is also hopeful of arriving at
the end of the permitting process for the Lahtojoki diamond deposit which will
enable the Company to progress to mine development on securing of appropriate
finance.
Finally, I would like to take this opportunity to place on record my
appreciation for the continued support shown by both current and former
directors in terms of remuneration deferral. This is a
significant number in the context of the Company’s balance sheet and
consideration is currently being given to a potential re-structuring of these
amounts.
Yours faithfully,
Brendan McMorrow
Chairman
26 February 2026
Condensed income statement
Note
Six-month
period ended 30 November 2025
(Unaudited) €
Six-month period ended 30 November 2024
(Unaudited) €
Year ended 31 May 2025
(Audited) €
Continuing operations
Operating expenses
(180,623)
(164,741)
(364,615)
Movement in fair value of warrants
6
18,272
46,795
91,738
Operating loss
(162,351)
(117,946)
(272,887)
Interest expense
(3,240)
(3,240)
(6,480)
Loss before taxation
(165,591)
(121,186)
(279,357)
Income tax expense
-
-
-
Loss for the financial period/year
(165,591)
(121,186)
(279,357)
Loss per share
Basic and diluted loss per share
2
(0.0009)
(0.0012)
(0.0020)
Condensed statement of comprehensive income
Six-month period ended 30 November 2025 (Unaudited) € Six-month period ended 30 November 2024 (Unaudited) € Year ended 31 May 2025 (Audited) €
Loss for the financial period/year (165,591) (121,186) (279,357)
Income/(expense) recognised in other comprehensive income - - -
Total comprehensive income/(expense) for the financial period/year (165,591) (121,186 ) (279,357)
The accompanying notes form an integral part of these condensed financial
statements.
Note
30 November 2025 (Unaudited)
30 November 2024 (Unaudited)
Year ended 31 May 2025 (Audited)
€
€
€
Assets
Non-current assets
Intangible assets
3
12,192,618
11,896,405
12,085,967
Tangible Assets
2,114
-
2,114
Total non-current assets
12,194,732
11,896,405
12,088,081
Current assets
Cash and cash equivalents
27,711
47,290
40,862
Other receivables
109,644
114,183
117,094
Total current assets
137,355
161,473
157,956
Total assets
12,332,087
12,057,878
12,246,037
Equity
Capital and reserves
Called up share capital presented as equity
3,226,368
3,209,432
3,220,201
Share premium
11,601,317
11,104,265
11,399,829
Share based payments reserve
450,658
450,658
450,658
Retained losses
(5,094,418)
(4,770,656)
(4,928,827)
Total equity
10,183,925
9,993,699
10,141,861
Liabilities
Non-current liabilities
Warrant liabilities
5
14,608
-
32,880
Total non-current liabilities
14,608
-
32,880
Current liabilities
Trade and other payables: amounts falling due within one year
6
1,987,808
1,902,683
1,928,790
Convertible Loan
135,442
128,962
132,202
Warrant Liabilities
5
-
4,230
-
Derivative Liability
5
10,304
10,304
10,304
Total current liabilities
2,133,554
2,064,179
2,071,296
Total liabilities
2,148,162
2,064,179
2,104,176
Total equity and liabilities
12,332,087
12,057,878
12,246,037
The accompanying notes form an integral part of these condensed financial
statements.
Six-month period ended 30 November 2024 (Unaudited) €
Six-month period ended 30 November 2024 (Unaudited) €
Year ended 31 May 2025 (Audited)
€
Cash flows from operating activities
Loss for the financial period/year
(165,591)
(121,186)
(279,357)
Adjustments for:
Interest expense
3,240
3,240
6,480
Movement in fair value of warrants
(18,272)
(46,795)
(91,738)
Increase in trade and other payables
59,018
17,083
25,189
Decrease/(increase) in other receivables
7,450
(32,632)
(35,543)
Net cash used in operating activities
(114,155)
(180,290)
(374,969)
Cash flows from investing activities
Investment in exploration and evaluation
(106,651)
(206,211)
(395,773)
Expenditure on tangible assets
-
-
(2,114)
Net cash used in investing activities
(106,651)
(206,211)
(397,887)
Cash flows from financing activities
Proceeds on issue of share capital
207,655
394,194
774,121
Net cash provided by financing activities
207,655
394,194
774,121
Increase in cash and cash equivalents
(13,151)
7,693
1,265
Cash and cash equivalents at beginning of financial period/year
40,862
39,597
39,597
Cash and cash equivalents at end of financial period/year
27,711
47,290
40,862
The accompanying notes form an integral part of these condensed financial
statements.
Share capital (including deferred share capital)
Share premium
Share-based payment reserve
Retained
losses
Total equity
€
€
€
€
€
Balance at 1 June 2025
3,220,201
11,399,829
450,658
(4,928,827)
10,141,861
Issue of share capital
6,167
210,987
-
-
217,154
Share issue costs
-
(9,499)
-
-
(9,499)
Loss for the financial period
-
-
-
(165,591)
(165,591)
Balance at 30 November 2025
3,226,368
11,601,317
450,658
(5,094,418)
10,183,925
Balance at 1 June 2024
3,203,532
10,736,889
450,658
(4,649,470)
9,741,609
Issue of share capital
5,900
403,277
-
-
409,177
Share issue costs
-
(35,900)
-
-
(35,900)
Loss for the financial period
-
-
-
(121,187)
(121,187)
Balance at 30 November 2024
3,209,432
11,104,266
450,658
(4,770,657)
9,993,699
Share capital
The share capital comprises the nominal value share capital issued for cash
and non-cash consideration. The share capital also comprises deferred share
capital. The deferred share capital* arose through the restructuring of share
capital which was approved at an Annual General Meeting held on 9 December
2016.
Authorised share capital:
The authorised share capital at 30 November 2025 compromised 7,301,301,041
ordinary shares of €0.00025 each, and 317,785,034 deferred shares of
€0.00999 each* (€5,000,000), (30 November 2024: 7,301,301,041 ordinary
shares of €0.00025 each, and 317,785,034 deferred shares of €0.00999 each*
(€5,000,000)).
*Capital reorganisation:
Following approval at an Annual General Meeting (“AGM”) held on 9 December
2016, the Company reorganised its share capital by subdividing and
reclassifying each issued ordinary share of €0.01 as one ordinary share of
€0.00001 each and one deferred share of €0.00999 each. The Deferred
Shares have no right to vote, attend or speak at general meetings of the
Company and have no right to receive any dividend or other distribution, and
have only limited rights to participate in any return of capital on a
winding-up or liquidation of the Company, which will be of no material value.
No application was made to the London Stock Exchange for admission of the
Deferred Shares to trading on the AIM.
Consolidated shares:
On 21 December 2017, the Company passed a Special Resolution at the
Company’s AGM, that all of the ordinary shares of €0.00001 each in the
capital of the Company, whether issued or unissued were consolidated into New
Ordinary Shares of €0.00025 each in the capital of the Company
(“consolidated shares”) on the basis of one consolidated share for every
25 existing ordinary shares. Following the consolidation of the ordinary
shares on 21 December 2017, the warrants in issue were consolidated into one
consolidated warrant for every 25 existing warrants. The exercise price in
relation to the warrants was also adjusted at this time (see Note 2).
Share and Warrant issues during the period:
During the period ended 30 November 2025, the Company raised €217,154
(£185,000) before expenses through the issue of 24,666,666 new ordinary
shares at a price of £0.0075 per ordinary share.
Share premium
The share premium comprises the excess consideration received in respect of
share capital over the nominal value of the shares issued as adjusted for the
costs of share issue in line with the Company’s accounting policies.
Share based payment reserve
The share based payment reserve comprises of the fair value of all share
options and warrants which have been charged over the vesting period, net of
amounts relating to share options and warrants forfeited, exercised or lapsed
during the period, which are reclassified to retained earnings.
Retained losses
This reserve represents the accumulated losses incurred by the Company up to
the condensed statement of financial position date.
The accompanying notes form an integral part of these condensed financial
statements.
1 Accounting policies
Reporting entity
Karelian Diamond Resources plc (the “Company”) is a company domiciled in
Ireland.
Basis of preparation and statement of compliance
The condensed financial statements for the six months ended 30 November 2025
are unaudited.
The condensed financial statements have been prepared in accordance with
International Accounting Standard (“IAS”) 34: Interim Financial Reporting.
The condensed financial statements do not include all the information and
disclosures required in the annual financial statements, and should be read in
conjunction with the Company’s annual financial statements as at 31 May
2025, which are available on the Company’s website -
www.kareliandiamondresources.com. The accounting policies adopted in the
presentation of the condensed financial statements are consistent with those
followed in the preparation of the Company’s annual financial statements for
the year ended 31 May 2025.
The condensed financial statements have been prepared under the historical
cost convention, except for derivative financial instruments which are
measured at fair value at each reporting date.
The condensed financial statements are presented in Euro (“€”). The Euro
is the functional currency of the Company.
The preparation of condensed financial statements requires the Board of
Directors and management to use judgements, estimates and assumptions that
affect the application of policies and reported amounts of assets,
liabilities, income and expenses. Actual results may differ from those
estimates. Estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in the financial
period in which the estimate is revised and in any future financial periods
affected. Details of critical judgements are disclosed in the accounting
policies detailed in the annual financial statements.
The financial information presented herein does not amount to statutory
financial statements that are required by Chapter 4 part 6 of the Companies
Act 2014 to be annexed to the annual return of the Company. The statutory
financial statements for the financial year ended 31 May 2025 were annexed to
the annual return and filed with the Registrar of Companies. The audit report
on those financial statements was unqualified.
These condensed financial statements were authorised for issue by the Board of
Directors on 26 February 2026.
Going concern
The Company recorded a loss of € 165,591 for the six-month period ended 30
November 2025 (30 November 2024: loss of €121,186). The Company had net
current liabilities of €1,996,197 at that date (30 November 2024:
€1,902,276).
The Board of Directors have considered carefully the financial position of the
Company and in that context, have prepared and reviewed cash flow forecasts
for the period to 28 February 2027. As set out further in the Chairman’s
statement, the Company expects to incur capital expenditure in 2026,
consistent with its strategy as an exploration company. In reviewing the
proposed work programme for exploration and evaluation assets, the results
obtained from the exploration programme and the prospects for raising
additional funds as required, the Board of Directors are satisfied that it is
appropriate to prepare the financial statements on a going concern basis.
Statement of compliance
The Company’s financial statements have been prepared in accordance with
IFRS as adopted by the European Union (“EU”).
Recent accounting pronouncements
Certain new accounting standards and interpretations have been published and
endorsed by the EU that were not mandatory for 31 May 2025 reporting periods
and have not been early adopted by the Company. Directors do not consider
that those of the below that will be effective for the year ended 31 May 2026
will have a material effect on the financial statements and they are
considering whether or not those that become effective in the following
financial year will have any impact on the financial statements.
* Amendments to IAS 21 Lack of Exchangeability – Effective date 1 January
2025;
* Amendments to IAS 7 and IFRS 17 regarding supplier finance arrangements –
Effective date 1 January 2025;
* Amendments to IFRS 9 and IFRS 7 regarding classification and measurement of
financial instruments – Effective date 1 January 2026;
* Annual Improvements to IFRS Accounting Standards – Volume 11 – Effective
date 1 January 2026;
2 Profit/(loss) per share
Basic earnings per share
Six-month period ended 30 November 2025 (Unaudited) € Six-month period ended 30 November 2024 (Unaudited) € Year ended 31 May 2025 (Audited) €
Loss for the financial period/year attributable to equity holders of the Company (165,591) (121,186) (279,357)
Number of ordinary shares for the purposes of earnings per share 182,784,936 124,748,635 138,390,187
Basic loss per ordinary share (€0.0009) (€0.0012) (€0.0020)
Diluted earnings/(loss) per share
The effect of share options and warrants is anti-dilutive.
3 Intangible assets
Exploration and evaluation assets Cost 30 November 2025 (Unaudited) € 30 November 2024 (Unaudited) € 31 May 2025 (Audited) €
At 1 June 12,085,967 11,690,194 11,690,194
Expenditure during the financial period/year
* License and appraisal costs 59,885 118,372 199,937
* Other operating expenses 46,766 87,839 195,836
At 30 November/31 May 12,192,618 11,896,405 12,085,967
Exploration and evaluation assets relate to expenditure incurred in the
development of mineral exploration opportunities.These assets are carried at
historical cost and have been assessed for impairment in particular with
regard to the requirements of IFRS 6: Exploration for and Evaluation of
Mineral Resources relating to remaining licence or claim terms, likelihood of
renewal, likelihood of further expenditure, possible discontinuation of
activities as a result of specific claims and available data which may suggest
that the recoverable value of an exploration and evaluation asset is less than
its carrying amount.
The Board of Directors have considered the proposed work programmes for the
underlying mineral resources. They are satisfied that there are no indications
of impairment.
The Board of Directors note that the realisation of the intangible assets is
dependent on further successful development and ultimate production of the
mineral resources and the availability of sufficient finance to bring the
resources to economic maturity and profitability.
4 Commitments and Contingencies
At 30 November 2025, there were no capital commitments or contingent
liabilities (31 May 2025: No capital commitments or contingencies
liabilities). Should the Company decide to develop the Lahtojoki project, an
amount of €40,000 is payable by the Company to the vendors of the Lahtojoki
mining concession.
5 Convertible Loan
On 26 May 2023, the Company entered into a convertible loan note agreement for
a total amount of €129,550 (£112,500) with Conroy Gold and Natural
Resources plc which is both a shareholder in the company and has a number of
other connections as set out in Note 14 to the audited financial statements
for year ended 31 May 2025. The convertible loan note is unsecured, had a term
of 18 months and attracts interest at a rate of 5% per annum which is payable
on the maturity or conversion of the convertible loan. The conversion price is
at a price of 5 pence per ordinary share. The shareholder has the right to
seek conversion of the principal amount outstanding on the convertible loan
note and all interest accrued at any time during the term. The convertible
term has passed but the loan continues in place on an informal basis on the
same terms and is classified as a current liability for the period ended 30
November 2025. The Company is in discussions with the note holder to extend
the term of the loan note.
€10,304 was recorded as a derivative liability attached to the total
convertible loan note above and the net amount of €119,246 was initially
recorded as the value of the convertible loan at 31 May 2023. The loan
incurred interest of €3,240 in the current period (31 November 2024:
€3,240).
6 Trade and other payables: amounts falling due within one
year
Included in the payables figure of €1,987,806 is an amount of €1,660,704
in respect of amounts owing to both current and former directors of the
Company who provide continuing support to the Company through renewing
annually a commitment not to seek payment of the amounts owed unless the
Company is in a position to discharge them.
7 Warrant liabilities
The Company holds Sterling based warrants. The Company estimates the fair
value of the sterling-based warrants using the Binomial Lattice Model. The
determination of the fair value of the warrants is affected by the Company’s
share price along with other assumptions.
As part of the share issue in July 2024, the Company issued 11,799,997
warrants at a price of GBP 3 pence per warrant. These warrants expired in
July 2025. There are 43,076,667 warrants to acquire shares at a price of
GBP 1.5p per share still in issue, expiring in February 2027. The fair value
of these warrants was €14,607 as at 30 November 2025. The movement in
fair value of warrants including the effect of warrant expiry resulted in a
non-cash gain of €18,272 in the period.
8 Related party transactions
(a) Apart from Directors’ remuneration, equity investment from Directors,
and loans from shareholders, (who are also Directors), there have been no
contracts or arrangements entered into during the six-month period in which a
Director of the Company had a material interest.
(b) The Company shares accommodation and staff with Conroy Gold and Natural
Resources plc (“Conroy”) which have certain common Directors and
shareholders. For the six-month period ended 30 November 2025, Conroy incurred
costs totalling €38,756 (30 November 2024: €34,245) on behalf of the
Company. These costs were recharged to the Company by Conroy. At 30
November 2025, Conroy was owed €115,031 (30 November 2024: €126,592) by
the Company.
9 Subsequent events
There were no other material events subsequent to the reporting date which
necessitate revision of the figures or disclosures included in the financial
statements.
10 Approval of the condensed financial statements
These condensed financial statements were approved by the Board of Directors
on 26 February 2026. A copy of the condensed financial statements will be
available on the Company’s website www.kareliandiamondresources.com on 27
February 2026.
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