REG-Medcaw Investments Plc: Half Year Report for the Six Months Ended 30 June 2025
30/09/2025 07:05
30 September 2025
Medcaw Investments Plc
("Medcaw" or the "Company")
Half Year Report for the Six Months Ended 30 June 2025
Medcaw Investments Plc is pleased to present its half year report for the
six-month period ended 30 June 2025.
CHAIRMAN’S INTERIM STATEMENT
It is my pleasure to submit the Chairman’s Statement for the Company
covering the six-month period to 30 June 2025.
The period under review has been a challenging one for Medcaw as the Company
sought to progress the Kenticha Mining Project in Ethiopia through its
partnership with Abyssinian Metals. Unfortunately, as previously announced,
that project has become subject to an ongoing dispute with the Government of
Ethiopia. This has created significant uncertainty, and more recently, the
parent company Abyssinian was placed into administration. As a result, the
Kenticha Project is not currently capable of being advanced in a form that
delivers value to Medcaw shareholders. We continue to monitor the situation
and the rights that we hold with Convertible Loan Notes with Abyssinian Metals
Ltd.
Against this backdrop, the Board has acted to secure the financial stability
of the Company. Subsequent to the period end, Medcaw completed a
recapitalisation via the issue of unsecured convertible loan notes, raising
£525,000 in gross proceeds with a total facility size of £600,000. The funds
will be applied towards strengthening the Company’s working capital position
and providing the flexibility to pursue new opportunities. The CLNs carry a 6%
coupon and will automatically convert at £0.01 per share upon completion of a
qualifying transaction. Noteholders will also be issued warrants at £0.03 per
share, exercisable for 12 months following conversion.
Looking forward, the Board remains committed to delivering shareholder value.
With the Kenticha Project no longer viable, Medcaw is now focused on
identifying and securing new projects in the mining sector, with a particular
emphasis on gold assets. The Board believes that the current environment
presents several attractive opportunities and is confident that Medcaw is
well-positioned to capitalise on them.
On behalf of the Board, I would like to thank our shareholders for their
continued support during this transitional period. We remain committed to
transparent communication and to positioning the Company for long-term growth.
Financial Review
The Company incurred administrative expenses of £92,427 during the six months
ended 30 June 2025. As at the period end, the Company held cash reserves of
£8,668.
Subsequent to the half-year end, the Company successfully raised gross
proceeds of £550,000 through the issue of unsecured Convertible Loan Notes.
The funds will support ongoing working capital requirements and the evaluation
of potential new transactions in the mining sector.
Outlook
The Directors remain focused on identifying and executing a suitable reverse
takeover transaction in the mining sector, with an emphasis on precious metals
opportunities.
Principal Risks and Uncertainties
The principal risks and uncertainties for the remaining six months of the
financial year remain the same as those contained within the annual report and
accounts as at 31 December 2024.
Statement of Directors’ Responsibilities
The directors confirm that these condensed interim financial statements
(“Interims”) have been prepared in accordance with UK adopted
International Accounting Standard 34, 'Interim Financial Reporting' and the
Disclosure Guidance and Transparency Rules sourcebook of the United
Kingdom’s Financial Conduct Authority and that the interim management report
includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8,
namely:
* an indication of important events that have occurred during the first six
months and their impact on the Interims, and a description of the principal
risks and uncertainties for the remaining six months of the financial year;
and
* material related-party transactions in the first six months and any material
changes in the related-party transactions described in the last annual report.
Marcus Yeoman
Non-Executive Chairman
Medcaw Investments PLC
29 September 2025
MEDCAW INVESTMENTS PLC COMPANY NO: 13158079
CONDENSED STATEMENT OF COMPREHENSIVE INCOME
FOR 6 MONTHS TO 30 JUNE 2025
Unaudited Unaudited
6 months ended 6 months ended
30 June 2025 30 June 2024
Note £ £
Revenue - -
Administrative expenses (92,427) (165,603)
Impairment (15,627) (172,428)
Operating result (108,054) (338,031)
Finance income 15,709 15,000
Loss before taxation (92,345) (323,031)
Income tax - -
Loss for the period and total comprehensive income for the period (92,345) (323,031)
Basic and diluted loss per ordinary share (pence) 3 (0.42) (1.46)
The notes form an integral part of the Condensed Interim Financial Statements
MEDCAW INVESTMENTS PLC COMPANY NO: 13158079
CONDENSED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2025
Unaudited Unaudited Audited
As at 30 June 2025 As at 30 June 2024 As at 31 December 2024
Note £ £ £
ASSETS
Current assets
Other current assets 21,071 16,938 26,191
Cash and cash equivalents 8,668 162,941 72,286
Loan notes 4 - - -
Total assets 29,739 179,879 98,477
Liabilities
Current liabilities
Trade & other payables 285,388 233,854 261,781
Total liabilities 285,388 233,854 261,781
Net (liabilities)/assets (255,649) (53,975) (163,304)
EQUITY AND LIABILITIES
Equity attributable to owners
Ordinary share capital 5 221,320 221,320 221,320
Share premium 5 1,005,110 1,005,110 1,005,110
Share based payments reserve 14,903 14,903 14,903
Accumulated losses (1,496,982) (1,295,308) (1,404,637)
Total equity (255,649) (53,975) (163,304)
The notes form an integral part of the Condensed Interim Financial Statements
The Condensed Financial Statements were approved and authorised by the Board
of Directors on 29 September 2025.
Marcus Yeoman
Non-Executive Chairman
MEDCAW INVESTMENTS PLC COMPANY NO: 13158079
CONDENSED STATEMENT OF CHANGES IN EQUITY
AS AT 30 JUNE 2025
Ordinary share capital Share Premium SBP Reserve Retained earnings Total equity
£ £ £ £ £
Balance at 31 December 2023 221,320 1,005,110 14,903 (972,277) 269,056
Loss for period - - - (323,031) (323,031)
Total comprehensive loss for period - - - (323,031) (323,031)
Transactions with owners in own capacity
Transactions with owners in own capacity - - - - -
Balance at 30 June 2024 221,320 1,005,110 14,903 (1,295,308) (53,975)
Loss for period - - - (109,329) (109,329)
Total comprehensive loss for period - - - (109,329) (109,329)
Transactions with owners in own capacity
Transactions with owners in own capacity - - - - -
Balance at 31 December 2024 221,320 1,005,110 14,903 (1,404,637) (163,304)
Loss for period - - - (92,345) (92,345)
Total comprehensive loss for period - - - (92,345) (92,345)
Transactions with owners in own capacity
Transactions with owners in own capacity - - - - -
Balance at 30 June 2025 221,320 1,005,110 14,903 (1,496,982) (255,649)
MEDCAW INVESTMENTS PLC COMPANY NO: 13158079
CONDENSED STATEMENT OF CASH FLOWS
FOR 6 MONTHS TO 30 JUNE 2025
Unaudited Unaudited
6 months ended 6 months ended
30 June 2025 30 June 2024
£ £
Cash flows from operating activities
Loss before income tax (92,345) (323,031)
Adjustments for:
Impairment 15,627 172,428
Accrued Interest income (15,709) (15,000)
Decrease in other receivables 5,201 123,385
Increase/ (decrease) in other payables 23,607 (8,897)
Net cash from operating activities (63,619) (51,115)
Net (decrease) in cash and cash equivalents (63,619) (208,543)
Cash and cash equivalents at beginning of period 72,287 371,484
Cash and cash equivalents at end of period 8,668 162,941
MEDCAW INVESTMENTS PLC COMPANY NO: 13158079
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
FOR 6 MONTHS TO 30 JUNE 2025
2.1 General information
The Company was incorporated on 11 December 2020 as a public company in
England and Wales with company number 13078596 under the Companies Act, 2006.
The address of its registered office is Central Working Victoria Eccleston
Yards, 25 Eccleston Place London SW1W 9NF United Kingdom.
The principal activity of the Company is to pursue one or more acquisitions in
the natural resources field.
2.2 Accounting policies
IAS 8 requires that management shall use its judgement in developing and
applying accounting policies that result in information which is relevant to
the economic decision-making needs of users, that are reliable, free from
bias, prudent, complete and represent faithfully the financial position,
financial performance and cash flows of the entity.
2.3 Basis of preparation
The Condensed Interim Financial Statements (“Interim Financial
Statements”) of the Company are unaudited condensed financial statements for
the six-month period ended 30 June 2025.
The accounting policies applied by the Company in these Interim Financial
Statements, are the same as those applied by the Company in its annual
financial statements and have been prepared on the basis of the accounting
policies applied for the financial year to 31 December 2024 which have been
prepared in accordance with IFRS as adopted by UK for. The Company Interim
Financial Statements have been prepared using the measurement bases specified
by IFRS each type of asset, liability, income and expense.
The functional currency for the Company is determined as the currency of the
primary economic environment in which it operates. The functional and
presentational currency of the Company is Pounds Sterling (£).
The business is not considered to be seasonal in nature.
The comparative figures have been presented as the Company Financial
Statements cover the 6-month period ended 30 June 2025 and the 12-month
period ended 31 December 2024.
New standards, amendments and interpretations adopted by the Group
During the current period the Group adopted all the new and revised standards,
amendments and interpretations that are relevant to its operations and are
effective for accounting periods beginning on 1 January 2025. This adoption
did not have a material effect on the accounting policies of the Group.
New standards, amendments and interpretations not yet adopted by the Group.
The standards and interpretations that are relevant to the Group, issued, but
not yet effective, up to the date of these Interim Financial Statements have
been evaluated by the Directors and they do not consider that there will be a
material impact of transition on the financial statements. These standards not
yet adopted are listed below:
Standard Amendment Focus References
IFRS 1 – First-time Adoption of IFRS Clarifies hedge accounting aspects for consistency with IFRS 9; improves understandability for first-time adopters on hedge designations and reliefs. IFRS 1.B5, B6
IFRS 7 – Financial Instruments: Disclosures Updates obsolete references; aligns terminology with IFRS 13 Fair Value Measurement . IFRS 7.44NN, B38
IFRS 7 – Implementation Guidance Clarifies guidance does not cover every disclosure requirement; updates wording for consistency with IFRS 7, IFRS 9, IFRS 13. IG1, IG14, IG20B
IFRS 9 – Financial Instruments Clarifies lease liability derecognition under IFRS 9 must be recognised in P&L (not retrospectively); enhances consistency with IFRS 15 for initial measurement of receivables. IFRS 9.2.1(b)(ii), 5.1.3, Appendix A
IFRS 10 – Consolidated Financial Statements Clarifies use of “de facto agent” concept; stresses judgement required to assess whether other parties act on behalf of the investor. IFRS 10.B7
2.4 Going concern
The financial statements have been prepared on a going concern basis, which
assumes that the Company will continue in operational existence for the
foreseeable future.
The Company has based the going concern assumption on a base case, where any
proposed transaction does not take place meaning the entity has the ability to
meet its working capital requirements from existing cash. The existing cash
are sufficient to meet the working capital requirements of the Company going
forward when outgoings are reduced to only committed costs. This includes
applying mitigation measures to reduce the cost base of the Company. As a
result of this the directors believe that the going concern assumption is
appropriate.
Under the scenario that any proposed acquisition does take place the Company
would secure additional funding to ensure that all future capital commitments
would be able to be satisfied.
Taking these matters into consideration, the Directors consider that the
continued adoption of the going concern basis is appropriate having reviewed
the forecasts for the coming 12 months from the date of signing and the
financial statements do not reflect any adjustments that would be required if
they were to be prepared other than on a going concern basis.
2.5 Cash and cash equivalents
The Directors consider any cash on short-term deposits and other short-term
investments to be cash equivalents.
2.6 Financial assets and liabilities
Financial assets and financial liabilities are recognised when the Company
becomes a party to the contractual provisions of a financial instrument.
Financial assets and financial liabilities are offset if there is a legally
enforceable right to set off the recognised amounts and interests and it is
intended to settle on a net basis.
2.7 Earnings per Ordinary Share
The Company presents basic and diluted earnings per share data for its
Ordinary Shares. Basic earnings per Ordinary Share is calculated by dividing
the profit or loss attributable to Shareholders by the weighted average number
of Ordinary Shares outstanding during the period. Diluted earnings per
Ordinary Share is calculated by adjusting the earnings and number of Ordinary
Shares for the effects of dilutive potential Ordinary Shares.
2.8 Equity
Share capital is determined using the nominal value of shares that have been
issued.
The share premium account includes any premiums received on the initial
issuing of the share capital. Any transaction costs associated with the
issuing of shares are deducted from the share premium account, net of any
related income tax benefits.
Retained losses includes all current and prior period results as disclosed in
the income statement.
2.9 Critical accounting estimates and judgments
In preparing the Interim Financial Statements, the Directors must make
judgments on how to apply the Company’s accounting policies and make
estimates about the future. The Directors do not consider there to be any
critical judgments that have been made in arriving at the amounts recognised
in the interim financial information.
3 Loss per Ordinary Share
As at 30 June 2025 As at 30 June 2024
Earnings attributable to Shareholders – (£) (92,345) (323,031)
Weighted average number of Ordinary Shares 22,132,095 22,132,095
Basic and diluted loss per share (pence) (0.42) (1.46)
4 Loan Notes
As at 30 June 2025 £ As at 30 June 2024 £ As at 31 December 2024 £
Loan note 315,173 307,338 315,173
Interest receivable 54,356 22,849 38,727
Provision for doubtful debts (369,529) (330,187) (353,900)
Net Carrying Amount - - -
Impaired Loan
On 23 June 2023, 19 January 2024 & 8 October 2024, £149,910, £157,430 &
£7,833 respectively were loaned to Abyssinian Metals Pty Ltd (“AML”) to
fund working capital requirements. The loan accrued interest at 10% per annum,
payable in monthly instalments, and was repayable on demand by the lender. The
loan also carried a conversion option into equity in AML subject to certain
milestones.
During the year ended 30 June 2025, following the administration of AML’s
parent company and the suspension of the Kenticha Project in Ethiopia, the
Board concluded that there is no reasonable expectation of recovery of either
the loan principal or accrued interest. In accordance with IFRS 9, the full
carrying value of £369,529 has therefore been written off as an impairment of
financial assets.
As a result, the balance sheet at 30 June 2025 shows no remaining asset in
respect of the AML loan note or related interest receivable.
5 Share capital and share premium
Ordinary Shares Share Capital Share Premium Total
# £’000 £’000 £’000
As at 30 June 2024 22,132,095 221,320 1,005,110 1,226,430
As at 31 December 2024 22,132,095 221,320 1,005,110 1,226,430
As at 30 June 2025 22,132,095 221,320 1,005,110 1,226,430
There were no changes in the Company’s issued share capital or share premium
account during the six months ended 30 June 2025. The issued share capital at
the period end comprised 22,132,095 Ordinary Shares of £0.01 each, fully
paid.
6 Warrants
As at 30 June 2025
Weighted average exercise price Number of warrants
Brought forward at 1 January 2025 5.3p 1,900,000
Outstanding at 30 June 2025 5.3p 1,900,000
Exercisable at 30 June 2025 5.3p 1,900,000
The Company had 1,900,000 warrants outstanding as at 30 June 2025. These
warrants, which were originally issued with various exercise prices and expiry
terms, expired unexercised on 6 July 2025, shortly after the reporting date.
As this expiry occurred after the end of the reporting period, it is treated
as a non-adjusting event under IAS 10. The expiry does not impact the
financial results for the six months ended 30 June 2025 but will be reflected
in the subsequent reporting period.
7 Related party transactions
There have been no material related party transactions in the period that
require disclosure.
Directors Fees Accrued (£) Outstanding at period end (£)
Charles Wood 12,000 12,000
Sarah Cope 12,000 12,000
Marcus Yeoman 12,000 12,000
8 Events subsequent to the reporting date
On 24 September 2025, the Company announced that it had raised a total of
£550,000 through the issue of unsecured convertible loan notes (“CLNs” or
“Notes”). The facility has a total nominal capacity of £600,000, with
£425,000 subscribed in cash and a further £125,000 issued in lieu of fees.
The Notes carry an annual coupon of 6%, which is payable on redemption. In the
event of non-payment on redemption, default interest will accrue at a rate of
12% per annum. The Notes are redeemable at par on the first anniversary of
issue, or earlier in the event of a material breach, insolvency or other event
of default.
In addition, Noteholders will, upon conversion, be granted warrants to
subscribe for one new ordinary share for every two shares received on
conversion. The warrants will carry an exercise price of £0.03 per share and
will be exercisable for a period of 12 months from the date of grant.
9 Financial commitments and contingent liabilities
There were no financial commitments or contingent liabilities of the Company
as at 30 June 2025.
10 Ultimate controlling party
As at 30 June 2025, there was no ultimate controlling party of the Company.
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