REG - Mineral & Financial - Audited Results for Year Ended 30 June 2025
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RNS Number : 3795M Mineral & Financial Invest. Limited 22 December 2025
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Mineral and Financial Investments Limited
Audited Full Year Financial Results and NAV for Period ended 30 June 2025
FULL YEAR HIGHLIGHTS:
· Fiscal Year-end NAV £13.7M (FYE: 30/6/25) up 19.5%, from £11.4M
(FYE: 30/6/24)
· Net Asset Value Per Share ("NAVPS") FD 34.5p, up 18.5%, from 29.1p
(FYE: 30/6/24)
· NAV has increased at Compound Annual Growth Rate of 26.6% since 30
June 2018
· Investable Capital now totals £14.1M, up 19.6%, Yr/Yr from
£11.8M.
· NAVPS growth has exceeded that of the comparable investments since
2018
George Town, Grand Cayman - 22 December 2025 - Mineral & Financial
Investments (LSE-AIM: MAFL) ("M&F" or the "Company") is very pleased to
announce its audited Net Asset value and audited results on its activities
for the 12 months ended 30 June 2025.
CHAIRMAN'S COMMENTS
Mineral & Financial Investments Ltd. ("M&F" or the "Company"), the AIM
quoted mineral resources investment company, is very pleased to announce its
Net Asset Value (NAV) and audited results for the 12 months ended 30 June
2025.
During the 12-month period ending 30 June 2025, your company generated Gross
Income of £2.90 million (2024: £2.57 million) which translated into a
Pre-Tax Profit of £2.21 million (2024: £2.05 million). Net Profit after tax
for the full year was £2.17 million (2024: £2.01 million) or 5.8p per share
basic, or 5.4p per share on a Fully Diluted ("FD") basis for the year. At the
year-end of 30 June 2025, our Net Asset Value (NAV) was £13.68 million an
increase of 19.5% from the 30 June 2024 NAV of £11.45 million. The NAV per
share - fully diluted (NAVPS-FD) as of 30 June 2025 was 34.5p, up 18.5% from
the 30 June 2024 NAVPS-FD of 29.1p. Since 30 June 2018, our NAV has
appreciated on average by 26.6% compounded annually. We continue to operate
with financial prudence and are without any long-term liabilities.
SUMMARY OF FINANCIAL PERFORMANCE 2018 - 2025
30 June 2018 30 June 2019 30 June 2020 30 June 2021 30 June 2022 30 June 2023 30 June 2024 30 June 2025 '18- '25 CAGR (%)
Net Asset Value ('000) £2,623 £5,114 £5,474 £6,438 £7,454 £9,423 £11,445 £13,679 26.6%
After a series of challenging years for the metals and mining sector, looking
back, 2024 appears to have been the turning point for mineral commodity prices
and the mining sector. However, commodities are mostly denominated in US
dollars and the US dollar declined in value by more than 8% yr./yr. against
the UK pound, our reporting currency. Eighty percent (80%) of our investment
portfolio is denominated in US dollars, so the drop in the US dollar value had
a considerable adverse effect on the overall results for the Group;
nevertheless, our NAV was up 19.5% (Yr./Yr.) for the 2025 reporting period.
During the year ending 30 June 2025, most inflation levels moderated, aided
largely by lower energy prices, and stable interest rates. Lower inflation and
a stable interest rate environment have led to continued global economic
growth, despite highly unpredictable US import tariff policies. This growth
has led to strong performances from precious metals and modest, but positive,
movement for most base metals. The "Green Shoots" of recovery for the metals
and mining industry, which were noted in our 2024 annual report to
shareholders, have taken root. The FTSE 350 Mining Index was up 70.8%
Yr./Yr. from its low base at the start of the period ending 30 June 2025
(Fig.1) and is back to where it was in 2020. The S&P / Goldman Sachs
Commodity Index (see Fig.1) declined by 7% during the period (N.B. Energy
commodities represent more than 50% of the S&P GS Commodity Index).
The regular readers of our Annual Report to shareholders will be aware that we
regularly refer to the International Monetary Fund's ("IMF") bi-annual
economic forecasts as a yardstick for global economic performance. It is a
consistent, though not necessarily more accurate, attempt to measure and
estimate global economic performance. We believe that the IMF's economic
forecast provides a clear picture of the best-informed consensus estimates for
global economic performance. Using the IMF estimates for 2025, the global
economies have experienced slowing levels of growth (Fig. 4) versus 2024 to an
estimated 3.0% in 2025. A small improvement in global economic growth to 3.1%
is forecast for 2026. In 2025 Advanced Economies are expected to experience
the bulk of the economic growth moderation in the global forecast, 1.5% vs.
1.8% in 2024. In 2025 inflation is expected to diminish somewhat globally, but
remain uncomfortably high at 4.2%, and declining to 3.7% in 2026.
Specifically, Advanced Economies' levels of inflation are near acceptable
levels, but not quite there - estimated to be 2.5% in 2025 and 2.2% on 2026.
It is amongst the Emerging Markets that we can see inflation remaining
stubbornly high, estimated to be 5.4% in 2025, and declining slightly to 4.7%
in 2026.
IMF - WORLD ECONOMIC OUTLOOK(( 1 (#_ftn1) ))
(Fig. 4)
October 2025 2019 2020 2021 2022 2023 2024 2025E 2026F
World Output 2.8% -3.1% 6.0% 3.5% 3.3% 3.3% 3.0% 3.1%
World Output - Advanced Economies 1.7% -4.5% 5.2% 2.6% 1.7% 1.8% 1.5% 1.6%
Emerging Markets & Developing Economies 3.7% -2.1% 6.6% 4.1% 4.4% 4.2% 4.1% 4.0%
World Consumer Prices 3.5% 3.2% 4.7% 8.7% 6.7% 5.8% 4.2% 3.7%
Consumer Prices - Advanced Economies 1.4% 0.7% 3.1% 7.3% 4.6% 2.6% 2.5% 2.2%
Emerging Markets and Developing Economies 5.1% 5.1% 5.9% 9.8% 8.3% 7.9% 5.4% 4.7%
In 2025, after M&F's 30 June year end, we saw the US Federal Reserve (the
"Fed") reduce the Fed Fund rate by 25 basis points on 17 September 2025 to
4.25%. The Fed Fund Rate cut, which the White House was insistent the Fed
implement, had no meaningful effect in reducing the yields to maturity
demanded by global debt markets. The US 10 Year Treasury bond yields rose by a
few basis points from 4.04% to 4.12% in the days following the Fed Fund rate
cut. This suggests that the Fed's authority over markets has weakened. Deft
management by the Fed will be necessary to ensure market stability.
The US Department of Labor announced that US Inflation in September 2025, as
measured by the CPI was +0.3% (down from +0.4% in August 2025), continuing its
slow decline. The September CPI level was slightly higher than expected.
Although CPI remains above the Fed.'s target level of 2.0%, it is moving
downwards. Inflation measures continue to benefit from flat to declining
energy prices. There has been a less measurable impact from US trade tariffs
than had been expected on US inflation. The declared tariffs have been
volatile and their imposition inconsistent. Therefore, it is possible that
their impact has yet to fully impact US economic data.
As this shareholder report was being written, the US government had been shut
for 40 days. There appeared to be little urgency from the US White House to
resolve the shutdown, and at writing, the Senate Democrats appear to have
capitulated. The US budget, yet again, has turned into a political rather
than an economic issue. There are senior members of the White House staff,
former leaders of right wing "think Tanks" that are avowed Libertarians. A
government closure, without a resulting crisis, may fortify their beliefs that
smaller government is necessary. Nonetheless, US markets (bonds and equities)
appear indifferent, as prices of both rose during this period.
Our view remains unchanged, though not popular, that rates are unlikely to be
returning to the historically low levels seen in the past 5 years. We expect
rates remaining in this current range. It is noteworthy to recall that since
1871 US long rates have averaged 4.49%. Additionally, the US federal
government's deficit in 2025 is estimated to be US$1.9 trillion(( 2 (#_ftn2)
)) in 2025, or US$5,428 per capita. This deficit is expected to represent
6.2% of the estimated 2025 US GDP and estimated to remain high and is
estimated to be 6.1% of GDP in 2035(2). The current average EU budget deficit
to GDP is 3.1%. Based on the current economic yardsticks - the US would be
ineligible to join the European Union, if it so wished. The net result is that
we believe that the US dollar is not likely to outperform other currencies in
2025 and 2026. The impact of an underperforming US currency is that it will be
positive for commodity prices generally and precious metals particularly.
Chinese equity markets have appreciated during our fiscal year ending 30 June
2025. The CSI 300 is up 13.6%, while the Hang Seng Index is up 35.9%,
apparently benefitting by what is termed as "southbound" flows from mainland
China into the Hong Kong market. During the same period the S&P 500 was up
13.7% while European large caps were up 8.4%. The FTSE 100 index was up 7.3%
in the same period.
In the past several annual reports, we have included the Schiller S&P 500
Cyclically Adjusted Price Earnings (CAPE) chart to highlight the historically
high P/E valuation of the S&P 500. The CAPE has risen from 36.0x P/E last
year to 39.5x P/E currently - having risen from 30.6x P/E in the 2023. The
chart (Fig.6) shows that the S&P 500 is significantly above its long-term
averages. The chart also shows an inverse corelation of market valuation and
long-term interest rates. The US Equity market valuation, as measured by the
S&P 500 P/E Index, was at an all-time high of 6,791 (27 October 2025).
Inflation is not yet below the Fed's 2.0% target level. The Fed must balance
economic growth against inflation. The White House exerting pressure on the
Fed to reduce rates introduces yet another risk factor to the Fed's already
very difficult job.
Global Stock Index performance
(Fig.5)
30/06/2025 30/06/2024 Yr/Yr % Ch.
Shanghai Shenzhen CSI 300 3936 3462 13.6%
Standard & Poor 500 6205 5460 13.7%
Euro Stoxx 50 5303 4892 8.4%
Hang Seng 24072 17719 35.9%
FTSE 100 8761 8164 7.3%
Nikkei 225 40487 39583 2.3%
Source: Bloomberg LLP
The equity market's continued optimism and conviction that further rate cuts
lie ahead remains very evident, as can be seen by the rise in its equity
valuations, despite slowing economic growth. Conversely, we believe that US
debt markets are more sanguine about the likely scale of the rate cuts. We may
find ourselves in the not-too-distant future confronting bear markets in both
equity and bond markets. We continue to remain cautious, but responsive to
circumstances, towards broad equity market valuations. We continue to be
positive towards metal commodity prices, which should translate broadly into
further mining share price appreciation.
M&F continues to seek suitable strategic investment opportunities that we
believe will generate above average returns while adhering to our standards of
prudence and also being highly sensitive to shareholder dilution. We thank you
for your support and we will continue to work diligently and thoroughly to
advance your company's assets and market position.
Chief Executive Officer's Report
Your company generated gross profit of £2.90 million during the fiscal year
ending 30 June 2025, a 12.9% improvement from the previous year's gross profit
of £2.57 million. There was a 7.7% increase in the pre-tax profit to £2.21
million from last year's £2.05 million. Net Income after tax for the full
year ending 30 June 2025, was £2.17 million compared to £2.01 million for
the previous fiscal year. The per share earnings for the full year were 5.8p
(basic), or 5.4p (FD), compared to 5.4p (basic) and 5.3p (FD) for the 2024
fiscal year. The overall cash and investment portfolios ("Investable Capital")
increased by 19.6% to £14.1 million from £11.8 million yr/yr.
Summary of Financial Performance
(Fig.7)
Net Asset Value Performance 30 June 2018 30 June 2019 30 June 2020 30 June 2021 30 June 2022 30 June 2023 30 June 2024 30 June 2025 CAGR
(%)
Net Asset Value ('000) £2,623 £5,114 £5,474 £6,438 £7,454 £9,423 £11,445 £13.679 31.7%
Fully diluted NAV per share 7.5p 14.5p 15.5p 18.2p 20.0p 24.3p 29.1p 34.5p 29.0%
Our overweighting of gold investments has been one of the important drivers of
our performance in 2025. The improvement in our NAV is linked predominantly to
the strong performance of our publicly listed precious metals investments, our
Deferred Gold Delivery Contracts ("DGDC") and our revaluation of Toburn.
However, largely offsetting this has been the weakness in the US dollar
providing a significant headwind to our performance. Although the effect has
been softened by the lift this provides to US dollar commodity prices. 80% of
our investment portfolio is denominated in US dollars, and as a point of
comparison, if all the Foreign Exchange rates we used last year were applied
to calculate our NAV this year, our NAV would have been £1.1 million higher,
or 2.75p higher per share. Moreover, as noted earlier, we have left unchanged
the valuation of most of our Strategic investments from last year. These
Strategic Investments represent 54% of our total investments. For various
reasons, most of these Investee companies did not raise capital during the
year; so there was no objective valuation marker indicating a change of
valuation, although we believe that their value has benefitted from the
commodity and index price improvement, but this has not as yet been
recognised.
We have not changed our carrying values for several of our private company
investments, notably Golden Sun Resources, Ideon, Redcorp, Terrasun, and
Gemdale. These Strategic Investments are either generating cash flow, as in
the case of Golden Sun, or have not needed capital such as Ideon, Redcorp or
TerraSun, or as for Gemdale, raised capital at the same price as our last
investment. Toburn's asset is a 2% Net Smelter Royalty on Block 21-A upon
which is the Bellavista mine. We have always valued Toburn conservatively and
continue to do so. These remain private companies, but several are
contemplating "liquidity events" in the next 6 to 12 months. Notably, Golden
Sun is considering several possible strategic transactions that may result in
a favourable outcome for M&F.
Price Performance of Various Commodities & Indices
(Fig.8)
Commodity 2019 2020 2021 2022 2023 2024 2025 % Change. 2025 vs. 2024 CAGR
(30 June) (30 June) (30 June) (30 June) (30 June) (30 June) (June 30) 2019 -2025
Gold (US$/oz) 1,389 1,784 1,784 1,809 1,920 2,325 3,308 42.3% 15.6%
Silver (US$/oz) 15.30 18.30 26.15 19.80 22.76 29.09 36.18 24.4% 15.4%
Platinum (US$/oz) 837 828 1083 881 903 994 1,359 36.7% 8.4%
Copper (US$/t) 5,969 6,120 9,279 7,901 8,257 9,648 10,049 4.2% 9.1%
Nickel (US$/t) 12,670 13,240 18,172 23,229 19,869 17,154 14,960 (12.8%) 2.8%
Aluminium (US$/t) 1,779 1,598 2,514 2,659 2,104 2,524 2,593 2.7% 6.5%
Zinc (US$/t) 2,575 2,043 2,899 3,147 2,369 2,938 2,733 (7.0%) 1.0%
Lead (US$/t) 1,913 1,770 2,301 1,899 2,126 2,190 2,010 (8.2%) 0.8%
Uranium (US$/t) 54,454 71,871 70,768 108,027 124,561 187,968 170,858 (9.1%) 21.0%
WTI (US$/Bbl.) 60.06 40.39 75.25 107.86 70.64 81.54 77.66 (4.8%) 4.4%
Trade Weighted USD 96.56 96.68 92.66 105.09 102.91 105.87 97.20 (8.2%) 0.1%
FTSE 350 Mining Index 20,080 17,714 22,585 9,810 10,161 10,379 17,199 70.8% (2.5%)
The key to creating shareholder value for M&F is attempting to achieve
positive risk adjusted investment returns while keeping operating costs low.
We continue to be attentive to costs. Operating costs were up more than
planned during the period, due to some one-off expenses associated with an
office relocation in Switzerland. Excluding these costs, operating costs would
have been within budget and in-line with asset growth. An additional change
from previous years, we have re-allocated a portion of our investments from
Current Assets to Long Term assets. This was done to reflect our belief of
when these assets will be monetized.
During our fiscal year global commodity price performances' (Fig. 8)
bifurcated, precious metals performed strongly, while base metals were
generally flat to down during the period. During the 12-month period we saw
a dramatic improvement of the performance of mining share indices relative to
the underlying commodity prices. During our fiscal year the FTSE 350 Mining
Index rose 70.8%, this rise is from a low base and the index as at June 30
2025 was 17,732 (n.b. the FTSE 30 Mining Index was 17,714 on June 30 2020).
The S&P Goldman Sachs Commodity Index was down 6.2% during our fiscal year
mostly due to its energy components declining.
Precious metals were up, gold rising 42.3%, while silver was up 24.4% and
platinum was up 36.7%. Base metals were broadly down, exceptionally copper
prices appreciated by 4.2% during the 12-month period ending 30 June 2025,
below trendline growth of 9.1% since 2019. Aluminium prices also appreciated
slightly during this 12-month period, rising by 2.7%. The remainder of the
base metals in Fig. 8 were down during the past 12 months. The notable
declines were - Nickel prices declined 12.8% while Uranium declined 9.1% in
the period. Nickel markets continue to digest the significant increase in
production of the past few years, notably from Indonesian producers, now the
world's largest producer of Nickel. Zinc prices were impacted negatively by
the reopening of mothballed mines, once thought to be permanently shut in
Africa, China and Russia. The only "positive" for the metal has been smelter
bottlenecks and curbs in Kazakhstan and Japan. There are signs that a price
reversal for Zinc is possible in 2026 as LME inventories are low at 35,300
tonnes, and new inventory growth has not been meaningful.
Uranium ("U(3)O(8)") pricing benefited from the creation of several physical
U(3)O(8) investment funds, and ETF's as well as from increased energy
insecurity resulting from energy shortfalls caused by the Russian/Ukrainian
conflict. Additionally, Cameco and Kazatomprom have reduced their production
guidance for 2025. The World Nuclear Association 3 (#_ftn3) does forecast a
rise in U(3)O(8) in physical consumption by 2040 with several new reactors
being commissioned and certain reactors' producing lives being extended. From
the 398 GWe of nuclear capacity (as of June 2025), their base case scenario
projects that nuclear capacity will reach 746 GWe by 2040. Global reactor
demand requirement for uranium in 2025 are estimated at about 68,920 tU. In
their base case -these are expected to rise to just over 150,000 tU by 2040.
Lithium ("Li") prices have improved from the lows reached in the summer of
2025. These lows were 90% below the highs achieved in 2023. The reality of
rapidly depreciating electric vehicles and the challenges of rolling out
charging networks with slow, expensive and/or erratic power availability
cooled the demand growth for EV's. There will continue to be growth in Li
demand, as there certainly will be for electric vehicles. The large
imponderable issues for future of the industry are - alternative power storage
technologies and the amount of battery and Li recycling that will occur and or
be required. We have made some small investments in Li producers and will
remain conservative focusing only on producers for the foreseeable time.
As can be seen in Fig. 9, our cash weighting of 1.5% of our Investable
Capital 4 (#_ftn4) ("IC"), is nominally underweighted relative to our
internal guidelines that cash should be in the 10%(1) range of IC. However,
what is not clearly depicted is that our cash (1.5%(1)), deferred gold
delivery contracts (19.4%(1)) and physical silver (5.5%(1)) precious metals
weighting is 26.3% of our total IC. We are overweighted in precious metals and
minerals relative to overall industry weightings. The Precious Metals and
Minerals overweighting increased from 53.7% at year-end 2024 to 56.2% as of 30
June 2025. The increase is related to the rise in gold and silver prices.
Starting in October 2025 we began taking some trading profits from our gold
investments when possible and appropriate. Alternatively, we started
increasing silver and copper dominant investments. Although we do not disagree
with the growing consensus that gold will touch US$5,000/oz within the next 12
to 18 months. Nevertheless, we expect silver and copper will outperform gold
during the same period.
Commodity Class Investment Allocation as at FYE 2025 vs. 2024
(Fig. 9)
INVESTMENT COMMODITY CLASSES FYE FYE FYE FYE FYE 2025/2024
2025 2025 2024 2024 % Change
(£000) (%) (£000) (%)
Cash £209.1 1.5% £139.8 1.2% 49.5%
Precious Metal & Minerals £7,901.7 56.1% £6,321.2 53.7% 25.0%
Base Metals £4,257.1 30.2% £4,240.7 36.0% 0.4%
Food, Energy, Services & Tech £1,099.3 7.8% £1,080.6 9.2% 1.7%
Royalties (NSR 5 (#_ftn5) ) £624.1 4.4% - - -
Total Investable Capital(1) £14,091.3 100.0% £11,782.3 100.0% 19.6%
A cornerstone of our financial expectations is that the US dollar has entered,
we believe, a long-term corrective period. We believe that the USA's relative
economic performance will be impaired by inflation (understated) and
relatively higher interest rates than other advanced economies. These issues
coupled with a continued expansion of the overall debt burden of the USA is
setting a very challenging environment for any government to navigate, let
alone by the current US Administration.
We believe that the US debt debate focusses far too narrowly on the US Federal
government's obligation. While government debt is clearly an important
consideration, the current debate does not take in to account the Social
Security, Medicare and Medicaid obligations, also does not consider state,
county and municipal debt, and very rarely, if ever, touches on the gigantic
burden of underfunded pension obligations. On this basis, we believe that gold
should continue to generate positive gains from its current price level.
However, from a trading standpoint we believe that silver and copper should
outperform gold.
Precious metals represent 56.1% of our metal allocation as at FYE 2025, up
from 53.7% of our NAV in 2024. However, if deferred gold bullion and our
physical silver investment are excluded from the Precious Metals
classification and deemed as near Cash, the Precious Metals and Minerals
category represents 30.3% of our IC(7), Base Metals represent 30.2%, the Food,
Energy, Services & Tech, segment represents 7.8% and our NSR Royalty
represents 4.4% of our IC(7).
M&F Investable Capital(7) - FYE 2025 - 2024
(Fig.10)
(£,000) 2025 2024 2025 As % of Inv. Capital 2025 vs. 2024
% Ch.
Strategic Portfolio £8,501.8 £7,524.2 60.3% 13.0%
Tactical Portfolio £5,380.3 £4,118.3 38.2% 30.6%
Cash £209.1 £139.8 1.5% 49.6%
Total Investable Capital £14,091.2 £11,782.3 100.0% 19.6%
For the first time we have included as a stand-alone segment our Net Smelter
Royalty(2) in the BellaVista Mine. We have separated the NSR out for several
reasons. Since the year end the NSR has begun to generate income for M&F.
Additionally, several royalty companies have expressed interest in acquiring
this NSR. Our interest is held though our partial ownership of Toburn. To
determine a value for the NSR we have applied a 10.0% discount rate to the
estimated cash flow. Although Golden Sun Resources believes that it can
achieve higher levels of grade, production and mill throughput. We have opted
to value to NSR on the basis of currently installed mining and milling
capacity of 500TPD, applying the spot gold price for the estimated life of the
mine, applied normal mining dilution and recovery factors and excluded any
estimated resources, mining or milling increases.
INVESTMENT PORTFOLIOS
We always have very high expectations at M&F, which keeps us motivated.
The recent decline in the US dollar's value has created a headwind in the
second part of our fiscal year. Moreover, we have left 54.1% of the £13.7M
investment portfolio unchanged and it is denominated in US dollars.
Nevertheless, our fiscal 2025 period has been a period of positive performance
despite the valuation of several of our Strategic investments' valuations
remaining static without an external pricing event confirming a revised
valuation. Our performance in 2025 was satisfactory, yet we believe that that
meaningful value has yet to be recognized in certain of our strategic
investments. This value will be recognized when certain monetization events
occur. Our IC(7) rose 18.0% year over year, while NAVPS rose by 16.9% Yr./Yr.
These results are in line with the industry's performance during the 12-month
period to 30 June 2025: The S&P/TSX Global Mining index was up 17.2%; The
S&P Goldman Sach Commodity Index was down 6.2%; The Reuters Jefferies CRB
Index was up 7.2%. Our performance can be seen in Fig. 10. Cash increased by
49.3%, from a low base, to £209,000. The Tactical Portfolio increased by
30.8% to £5,384,000. The Strategic Portfolio, historically our best
performing portfolio, was up 12.9% to £8,498,000.
The broader equity markets rose during our fiscal year: The FTSE 100 was up
7.3% yr/Yr, The Euro Stoxx 50 was up 8.4%; The S&P 500, also rising a
third year in a row, being up 13.6% yr./yr. as of 30 June 2025, the CSI 300
(Shanghai) bounced back from last year's drop to be up 13.7% in the 12 month
period to 30 June 2025. The more specific comparable measures, such as the
S&P/TSX Global Mining Index was up 17.2% during our fiscal period, while
FTSE 350 Mining Index, comprised of smaller market mining companies, was up
70.8%.
CASH
As a percentage of Total Investments: 1.5%
Our cash balance as of 30 June 2025, was £209,000, an increase of 49.6% from
the £140,000 as at the end of fiscal 2024. We believe that this understates
our liquidity. In the second half of calendar 2023 we recognized that our
greatest risk would be to be under-invested. We chose to deploy some of our
cash liquidity in the underlying physical mineral commodities. This would
ensure participation in any metal price appreciation, while providing a degree
of capital liquidity. Cash and physical commodities represent 27.6% of IC(7).
As a percentage of IC(7) Deferred Gold Delivery Contracts represent 19.4%,
Physical Silver represents 5.5%, and Rhodium represents 1.5%.
During the past year we estimated that silver and silver producers would
outperform other precious metals. As an initial investment we acquired 100,000
Sprott Physical Silver Trust units, which is backed with long-term holdings of
unencumbered, fully allocated, physical silver bullion, when silver was c.
US$31 per ounce. From this investment we have deployed capital in a few silver
producers which we found very attractive.
TACTICAL
PORTFOLIO
As a percentage of Total Investments: 38.2%
The Tactical Portfolio is meant to generate positive Alpha, which in our case
is risk adjusted returns above the expected returns for cash. The Tactical
Portfolios increased by 30.8% to end the year at £5,384,000. Tactical
Investments increased in part because of performance and the deployment of
cash into deferred gold delivery agreements. Our physical commodity
investments are held in the Tactical Portfolio. Our early commitment to gold
bullion has been timely. Our Deferred Gold Delivery Contracts have generated
gains of 59.4% since they were initiated. We have also committed to increasing
our silver investments and continue to selectively add to our copper
investments. Elsewhere, mining stocks have performed better than in the past
several years, but that is not a very high bar. Inflation, and more
specifically mining cost inflation has pushed metal prices upwards as the
industry's breakeven levels have increased due to inflation. The immediate
impact has been on commodity prices. Latterly, as companies attempted to
manage cost inflation we have begun to see some positive share price
movement. The tactical portfolio now comprises 18 distinct investments.
The following are some of the most noteworthy holdings in our Tactical
Portfolio:
STRATEGIC PORTFOLIO
As a
percentage of Total Investments: 60.3%
Our Strategic Portfolio are longer term holdings, that we believe will
outperform given sufficient time, capital and occasionally guidance. We
believe we made many of these "Strategic" investments at the bottom of the
cycle. These investments were in out-of-favour assets that we considered to
have high return potential but were, we acknowledge, higher risk and less
liquid. We believe our competitive advantage was that we were capable and
willing to invest where and when others would, or could, not invest in what we
believe are good geologic assets. We believe that the best return to risk
ratio is to invest in good assets when these are out of favour.
Our Strategic Portfolio now totals £8.5M and represents 60.3% of our
Investable Capital. The Strategic Portfolio was up 13.0% yr/yr in FY 2025. As
mentioned above, we have not revalued £7.4M (89.1%) of our strategic
investments. The basis of this decision is that there has not been an
independent and/or objective transaction that would result in a re-valuation.
Most of our Strategic investments did not require external financing (i.e.
Ideon, Redcorp, Golden Sun Resources, TerraSun) in FY 2025. Gemdale financed
at $1.00 p/share, which is our average costs base ("ACB"). Digbee financed at
a lower price, which we participated in, and this lowered our ACB. Toburn
was revalued upwards for reasons which we will discuss below.
The next phase of our strategy is to gradually monetise these investments when
and where it makes sense and redeploy these funds into more liquid investments
that are out of favour but have strong long-term investment merits.
POSTING OF ANNUAL REPORT AND NOTICE OF AGM
The Company will be posting the Annual Report and Accounts, including the
Notice of Annual General Meeting ("AGM") on 23 December 2025 and it will be
made available on the Company's website from the same
date: www.mineralandfinancial.com (http://www.mineralandfinancial.com/) .
The AGM will be held at 11 a.m. on 19 January 2025 at 6-9 The Square, Stockley
Park, Heathrow, Uxbridge, London UB11 1FW .
FOR MORE INFORMATION:
Jacques Vaillancourt, Mineral & Financial Investments Ltd.
+44 780 226 8247
Katy Mitchell, Zeus Capital Limited
+44 203 829 5000
Jon Belliss, Novum Securities Limited
+44 207 382
8300
Consolidated Income Statement
Year ended Year ended
30 June 2025 30 June 2024
Continuing operations Notes £'000 £'000
Investment income 54 20
Fee revenue - -
Net gains/(losses) on disposal of investments 1,331 (239)
Net change in fair value of investments 1,514 2,786
2,899 2,567
Operating expenses 3 (578) (444)
Share based payment expense - (17)
Other gains and losses 5 (110) (53)
Profit before taxation 2,211 2,053
Taxation expense 6 (38) (48)
Profit for the year from continuing operations and total comprehensive income, 2,173 2,005
attributable to owners of the Company.
Profit per share attributable to owners of the Company during the year from
continuing and total operations:
7 Pence Pence
Basic (pence per share) 5.8 5.4
Fully diluted (pence per share) 5.4 5.3
The profit for the year is the "total comprehensive income" as defined by IAS
1. There is no other comprehensive income as defined by IFRS Accounting
Standards and all the items in the above statement derive from continuing
operations
Consolidated statement of Financial Position
2025 2024 restated
Notes £'000 £'000
FIXED ASSETS
Financial assets held at fair value through profit or loss 8 3,887 7,478
CURRENT ASSETS
Financial assets held at fair value through profit or loss 8 9,995 4,165
Trade and other receivables 10 57 19
Cash and cash equivalents 209 141
10,261 4,325
CURRENT LIABILITIES
Trade and other payables 11 272 195
Convertible unsecured loan notes 12 10 10
282 205
NET CURRENT ASSETS 9,979 4,120
NON-CURRENT LIABILITIES
Deferred tax provision 13 (187) (153)
NET ASSETS 13,679 11,445
EQUITY
Share capital 15 3,121 3,116
Share premium 15 6,259 6,203
Loan note equity reserve 16 6 6
Reserve for employee share schemes 17 201 222
Capital reserve 15,736 15,736
Retained earnings (11,644) (13,838)
Equity attributable to owners of the Company and total equity 13,679 11,445
The comparative figures for 2024 have been restated to include £7,478,000 of
the Financial assets as fixed assets as they were considered not to be for
disposal within 12 months of the year end date.
Consolidated Statement of Changes in Equity
Share Share Reserve for employee Loan note Capital Accumulated Total
capital premium share schemes reserve reserve losses equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000
At 30 June 20232 3,114 6,182 228 6 15,736 (15,843) 9,423
Total comprehensive income for the year - - - - - 2,005 2,005
Share based payment expense - - 17 - - - 17
Issue of equity on exercise of Restricted Stock Units 2 21 (23) - - - -
At 30 June 2024 3,116 6,203 222 6 15,736 (13,838) 11,445
Total comprehensive income for the year - - - - - 2,173 2,173
Exercise of share options 5 56 (21) - - 21 61
At 30 June 2025 3,121 6,259 201 6 15,736 (11,644) 13,679
Consolidated Statement of Cash Flows Year ended Year ended
30 June 2025 30 June 2024
Notes £'000 £'000
OPERATING ACTIVITIES
Profit before taxation 2,211 2,053
Adjustments for:
Loss/(profit) on disposal of trading investments (1,331) 239
Fair value gain on trading investments (1,514) (2,786)
Investment income (54) (20)
Share based payment expense - 17
Tax paid (4) (14)
Operating cash flow before working capital changes (692) (511)
(Increase)/decrease in trade and other receivables (38) 6
Increase/(decrease) in trade and other payables 77 1
Net cash outflow from operating activities (653) (504)
INVESTING ACTIVITIES
Purchase of financial assets (4,622) (1,563)
Disposal of financial assets 5,228 1,392
Investment income 54 20
Net cash (outflow)/inflow from investing activities 660 (151)
FINANCING ACTIVITIES
Proceeds of share issues 61 -
Net cash inflow from financing activities - -
Net (decrease)/increase in cash and cash equivalents 68 (655)
Cash and cash equivalents as at 1 July 141 796
Cash and cash equivalents as at 30 June 209 141
NOTES TO THE ACCOUNTS
1 general information
The Company was incorporated as a Corporation in the Cayman Islands which does
not prescribe the adoption of any particular accounting framework. The Board
has therefore adopted UK adopted International Accounting Standards. The
Company's shares are listed on the AIM market of the London Stock Exchange.
The Company is exempt from the requirement to prepare, and file audited
financial statements under Cayman Islands law, so the Group consolidated
financial statements have been prepared without the inclusion of parent
company information.
The Company is an investment company, mainly investing in natural resources,
minerals, metals, and oil and gas projects. The registered office of the
Company is as detailed in the Company Information on page 2.
These financial statements are prepared in pounds sterling which is the
Company's functional and presentational currency and rounded to the nearest
£'000.
2 PRINCIPAL ACCOUNTING POLICIES
BASIS OF PREPARATION
The financial statements have been prepared under the historical cost
convention, and in accordance with the UK adopted International Accounting
Standards, and International Financial Reporting Interpretations Committee
("IFRIC") interpretations. All accounting standards and interpretations
issued by the International Accounting Standards Board and IFRIC effective for
the periods covered by these financial statements have been applied.
The principal accounting policies of the Company are set out below and have
been consistently applied to all periods.
BASIS OF CONSOLIDATION
The Group financial statements incorporate the financial statements of the
Company and entities controlled by the Company (its subsidiaries). Control is
achieved where the Company has the power to govern the financial and operating
policies of an entity so as to obtain benefits from its activities. The
subsidiaries have a reporting date of 30 June.
The results of subsidiaries acquired or disposed of during the year are
included in the consolidated statement of comprehensive income from the
effective date of acquisition or up to the effective date of disposal, as
appropriate.
Where necessary, adjustments are made to the financial statements of
subsidiaries to bring their accounting policies in line with those used by
other members of the Group. All intra-group transactions, balances, income and
expenses are eliminated in full on consolidation.
Non-controlling interests in the net assets of consolidated subsidiaries are
identified separately from the Group's equity therein. Non-controlling
interests consist of the amount of those interests at the date of the original
business combination and the minority's share of changes in equity since the
date of the combination. Losses applicable to the non-controlling interests in
excess of the minority's interest in the subsidiary's equity are recorded as a
debit to non-controlling interest regardless of whether there is an obligation
in the part of the holders of non-controlling interests for losses.
GOING CONCERN
The Directors have prepared cash flow forecasts through to 31 December 2026
which assume no significant investment activity is undertaken unless
sufficient funding is in place to undertake the investment activity. The
expenses of the Group's continuing operations are minimal, and the cash flow
forecasts demonstrate that the Group is able to meet its obligations as they
fall due. The directors have concluded that there are no material factors
which are likely to affect the ability of the Group to continue as a going
concern, as a result of the cash reserves in place and given the Group's
ongoing costs. On this basis, the Directors have a reasonable expectation that
the Group has adequate resources to continue operating for the foreseeable
future. For this reason they continue to adopt the going concern basis in
preparing the Group's financial statements.
KEY ESTIMATES AND ASSUMPTIONS
Estimates and assumptions used in preparing the financial statements are
reviewed on an on-going basis and are based on historical experience and
various other factors that are believed to be reasonable under the
circumstances. The results of these estimates and assumptions form the basis
of making judgments about carrying values of assets and liabilities that are
not readily apparent from other sources:
SHARE BASED PAYMENTS
The calculation of the fair value of equity-settled share-based awards and the
resulting charge to the statement of comprehensive income requires assumptions
to be made regarding future events and market conditions. These assumptions
include the future volatility of the Company's share price. These assumptions
are then applied to a recognised valuation model in order to calculate the
fair value of the awards.
FAIR VALUE OF FINANCIAL INSTRUMENTS
The Group holds investments that have been designated as held at fair value
through profit or loss on initial recognition. The company determines the fair
value of quoted financial instruments using quoted prices in active markets
for identical assets or liabilities (level 1). Where practicable the Company
determines the fair value of the financial instruments that are not quoted
(Level 3) using the most recent bid price at which a transaction has been
carried out. These techniques are significantly affected by certain key
assumptions, such as market liquidity. Other valuation methodologies such as
discounted cash flow analysis assess estimates of future cash flows and it is
important to recognise that in that regard, the derived fair value estimates
cannot always be substantiated by comparison with independent markets and, in
many cases, may not be capable of being realised immediately.
CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES
The Company and its subsidiaries ("the Group") has adopted all new and amended
accounting standards and interpretations as adopted by the United Kingdom
(IFRSs) for the reporting periods beginning on or after 1 July 2023.
The Directors have reviewed all new Standards and Interpretations that have
been issued but are not yet effective for the year ended 30 June 2024. As a
result of this review, the Directors have determined that there is no material
impact of the new and revised Standards and Interpretations on the Group and,
therefore, no change is necessary to Group accounting policies.
INVESTMENT INCOME
Dividend income from financial assets at fair value through profit or loss is
recognised in the statement of comprehensive income on an ex-dividend basis.
Interest on fixed interest debt securities, designated at fair value through
profit or loss, is recognised using the effective interest rate method.
TAXATION
Current income tax assets and/or liabilities comprise those obligations to, or
claims from, fiscal authorities relating to the current or prior reporting
period, that are unpaid at the balance sheet date. They are calculated
according to the tax rates and tax laws applicable to the fiscal periods to
which they relate, based on the taxable result for the year. All changes to
current tax assets or liabilities are recognised as a component of tax expense
in the income statement.
Deferred income taxes are calculated using the liability method on temporary
differences. This involves the comparison of the carrying amounts of assets
and liabilities in the consolidated financial statements with their respective
tax bases. However, deferred tax is not provided on the initial recognition
of goodwill, nor on the initial recognition of an asset or liability, unless
the related transaction is a business combination or affects tax or accounting
profit. In addition, tax losses available to be carried forward as well as
other income tax credits to the Group are assessed for recognition as deferred
tax assets.
Deferred tax liabilities are always provided for in full. Deferred tax assets
are recognised to the extent that it is probable that they will be able to be
offset against future taxable income. Deferred tax assets and liabilities are
calculated, without discounting, at tax rates that are expected to apply to
their respective period of realisation, provided they are enacted or
substantively enacted at the balance sheet date.
Most changes in deferred tax assets or liabilities are recognised as a
component of tax expense in the income statement. Only changes in deferred tax
assets or liabilities that relate to a change in value of assets or
liabilities that is charged directly to equity are charged or credited
directly to equity.
FINANCIAL ASSETS
The Group's financial assets comprise investments held for trading, cash and
cash equivalents and loans and receivables, and are recognised in the Group's
statement of financial position when the Group becomes a party to the
contractual provisions of the instrument.
FINANCIAL ASSET INVESTMENTS
CLASSIFICATION OF FINANCIAL ASSETS
The Group holds financial assets including equities and debt securities.
On the initial recognition, the Group classifies financial assets as measured
at amortised cost or fair value through profit or loss("FVTPL"). A financial
asset is measured at amortised cost if it meets both of the following
conditions and is not designated as at FVTPL:
· It is held within a business model whose objective is to hold assets
to collect contractual cash flows; and
· its contractual terms give rise on specific dates to cash flows that
are Solely Payments of Principal and Interest (SPPI).
All other financial assets of the Group are measured at FVTPL. Financial
assets that the Group considers are not for disposal within 12 months of the
reporting year end are classified as fixed assets. All other financial
assets are classified as current assets.
BUSINESS MODEL ASSESSMENT
In making an assessment of the objective of the business model in which a
financial asset is held, the Company considers all of the relevant information
on how the business is managed, including:
· the documented investment strategy and the execution of this strategy
in practice. This includes whether the investment strategy focuses on earning
contractual interest income, maintaining a particular interest rate profile,
matching the duration of the financial assets to the duration of any related
liabilities or expected cash outflows or realised cash flows through the sale
of the assets;
· how the performance of the portfolio is evaluated and reported to the
Company's management;
· the risks that affect the performance of the business model (and the
financial assets held within that business model) and how those risks are
managed;
· how the investment advisor is compensated e.g. whether compensation
is based on the fair value of the assets managed or the contractual cashflows
collected
IFRS 9 subsection B4.1.1-B4.1.2 stipulates that the objective of the entity's
business model is not based on management's intentions with respect to an
individual instrument, but rather determined at a higher level of aggregation.
The assessment needs to reflect the way that an entity manages its business.
The company has determined that it has two business models.
· Held-to-collect business model: this includes cash and cash
equivalents, balances due from brokers and other receivables. These financial
assets are held to collect contractual cash flows.
· Other Business model: this includes structured finance products,
equity investments, investments in unlisted private equities and derivatives.
These financial assets are managed and their performance is evaluated, on a
fair value basis with frequent sales taking place in respect to equity
holdings.
If the credit risk on a financial instrument has increased significantly since initial recognition, the loss allowance is equal to the lifetime expected credit losses. If the credit risk has not increased significantly, the loss allowance is equal to twelve month expected credit losses.
VALUATION OF FINANCIAL ASSET INVESTMENTS
Investment transactions are accounted for on a trade date basis. Assets are
de-recognised at the trade date of the disposal. Assets are sold at their fair
value, which comprises the proceeds of sale less any transaction cost. The
valuations in respect of unquoted investments (Level 3 financial assets) are
explained in note 8. Changes in the fair value of investments held at fair
value through profit or loss and gains and losses on disposal are recognised
in the consolidated statement of comprehensive income as "Net gains/(losses)
on investments". Investments are initially measured at fair value plus
incidental acquisition costs. Subsequently, they are measured at fair value.
This is either the bid price or the last traded price, depending on the
convention of the exchange on which the investment is quoted.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash on hand and demand deposits, together
with other short-term, highly liquid investments that are readily convertible
into known amounts of cash and which are subject to an insignificant risk of
changes in value.
TRADE AND OTHER RECEIVABLES
Trade receivables are initially recognised at fair value and subsequently
measured at amortised cost using the effective interest method, less any
allowance for expected credit losses. Trade receivables are generally due for
settlement within 30 days.
The consolidated entity has applied the simplified approach to measuring
expected credit losses, which uses a lifetime expected loss allowance. To
measure the expected credit losses, trade and other receivables have been
grouped based on days overdue.
Generally there are no trade receivables.
Other receivables are recognised at amortised cost, less any allowance for
expected credit losses.
EQUITY
An equity instrument is any contract that evidences a residual interest in the
assets of the company after deducting all of its liabilities. Equity
instruments issued by the Company are recorded at the proceeds received net of
direct issue costs.
The share premium account represents premiums received on the initial issuing
of the share capital. Any transaction costs associated with the issuing of
shares are deducted from share premium.
The share option reserve represents the cumulative cost of share-based
payments.
The loan note reserve represents the value of the equity component of the
nominal value of the loan notes issued.
The capital reserve represents amounts arising in connection with reverse
acquisitions.
Retained earnings include all current and prior period results as disclosed in
the statement of comprehensive income.
FINANCIAL LIABILITIES
Financial liabilities are recognised in the Group's balance sheet when the
Group becomes a party to the contractual provisions of the instrument. All
interest related charges are recognised as an expense in finance cost in the
income statement using the effective interest rate method.
The Group's financial liabilities comprise convertible loan notes, and trade
and other payables.
The fair value of the liability portion of the convertible loan notes is
determined using a market interest rate for an equivalent non-convertible loan
note. This amount is recorded as a liability on an amortised cost basis
until extinguished on conversion or maturity of the loan notes. The
remainder of the proceeds is allocated to the conversion option, which is
recognised and included in shareholders' equity, net of tax effects.
Trade payables are recognised initially at their fair value and subsequently measured at amortised cost less settlement payments.
2 PRINCIPAL ACCOUNTING POLICIES (continued)
SHARE BASED PAYMENTS
The Group operates equity settled share-based remuneration plans for the
remuneration of its employees.
All services received in exchange for the grant of any share-based
remuneration are measured at their fair values. These are indirectly
determined by reference to the fair value of the share options awarded. Their
value is appraised at the grant date and excludes the impact of any non-market
vesting conditions (for example, profitability and sales growth targets).
Share based payments are ultimately recognised as an expense in the income
statement with a corresponding credit to retained earnings in equity, net of
deferred tax where applicable. If vesting periods or other vesting conditions
apply, the expense is allocated over the vesting period, based on the best
available estimate of the number of share options expected to vest. Non-market
vesting conditions are included in assumptions about the number of options
that are expected to become exercisable. Estimates are subsequently revised,
if there is any indication that the number of share options expected to vest
differs from previous estimates. No adjustment is made to the expense or share
issue cost recognized in prior periods if fewer share options ultimately are
exercised than originally estimated.
Upon exercise of share options, the proceeds received net of any directly attributable transaction costs up to the nominal value of the shares issued are allocated to share capital with any excess being recorded as share premium.
Where share options are cancelled, this is treated as an acceleration of the vesting period of the options. The amount that otherwise would have been recognised for services received over the remainder of the vesting period is recognised immediately within profit or loss.
FOREIGN CURRENCIES
The Directors consider Sterling to be the currency that most faithfully
represents the economic effects of the underlying transactions, events and
conditions. The financial statements are presented in Sterling, which is the
Company's functional and presentation currency.
Foreign currency transactions are translated into Sterling using the exchange
rates prevailing at the date of the transactions. Foreign currency exchange
gains and losses resulting from the settlement of such transactions and from
the translation of monetary assets and liabilities denominated in foreign
currencies at year end exchange rates are recognised in the income
statement. Non-monetary items that are measured at historical costs in a
foreign currency are translated at the exchange rate at the date of the
transaction. Non-monetary items that are measured at fair value in a foreign
currency are translated into the functional currency using the exchange rates
at the date when the fair value was determined.
SEGMENTAL REPORTING
A segment is a distinguishable component of the Group's activities from which
it may earn revenues and incur expenses, whose operating results are regularly
reviewed by the Group's chief operating decision maker to make decisions about
the allocation of resources and assessment of performance and about which
discrete financial information is available.
As the chief operating decision maker reviews financial information for and
makes decisions about the Group's investment activities as a whole, the
directors have identified a single operating segment, that of holding and
trading in investments in natural resources, minerals, metals, and oil and gas
projects. The directors consider that it would not be appropriate to
disclose any geographical analysis of the Group's investments.
3 OPERATING PROFIT
2025 2024
£'000 £'000
Profit from operations is arrived at after charging:
Directors' fees 135 105
Other salary costs - -
Share based payment expense - 17
Registrar's fees 36 34
Corporate adviser and broking fees 37 26
Other professional fees 198 167
Foreign exchange differences 110 53
Other administrative expenses 144 90
Fees payable to the Group's auditor:
For the audit of the Group's consolidated financial statements 28 22
688 514
4 EMPLOYEE REMUNERATION
The expense recognised for employee benefits is analysed below; the Group has
no employees other than the directors of the parent company and its
subsidiary; average number of employees, including executive directors, 2
(2023, 2):
2025 2024
£'000 £'000
Wages and salaries 135 105
Share based payment expense - 17
135 122
Details of Directors' employee benefits expense are included in the Report on
Remuneration.
Remuneration for key management of the Company, including amounts paid to
Directors of the Company, is as follows:
2025 2024
£'000 £'000
Short-term employee benefits 135 105
Share based payment expense - 11
135 116
5 OTHER GAINS AND LOSSES
2025 2024
£'000 £'000
Foreign currency exchange differences (110) (53)
(110) (53)
6 INCOME TAX EXPENSE
2025 2024
£'000 £'000
Deferred tax charge relating to unrealised gains on investments 34 34
Other tax payable 4 14
38 48
The tax on the Group's profit before tax differs from the theoretical amount
that would arise using the weighted average rate applicable to the results of
the Consolidated entities as follows:
2025 2024
£'000 £'000
Profit before tax from continuing operations 2,211 2,053
Profit before tax multiplied by rate of federal and cantonal tax in 323 300
Switzerland of 14.6% (2023: 14.6%)
Less abatement in respect of long term investment holdings (285) (252)
Unrelieved tax losses - -
Under/(overprovided) in previous period - -
Total tax 38 48
7 EARNINGS PER SHARE
The basic and diluted earnings per share are calculated by dividing the profit
attributable to owners of the Company by the weighted average number of
ordinary shares in issue during the year.
2025 2024
£'000 £'000
Profit attributable to owners of the Company
- Continuing and total operations 2,173 2,005
2025 2024
Weighted average number of shares for calculating basic earnings per share 37,183,679 37,091,117
Weighted average number of shares for calculating fully diluted earnings per 40,405,871 38,188,380
share
Earnings per share from continuing and total operations
- Basic (pence per share) 5.8 5.4
- Fully diluted (pence per share) 5.4 5.3
8 INVESTMENTS HELD AT FAIR VALUE THROUGH PROFIT OR LOSS
2025 2024
£'000 £'000
1 July - Investments at fair value 11,643 8,925
Cost of investment purchases 4,622 1,563
Proceeds of investment disposals (5,228) (1,392)
Profit/(loss) on disposal of investments 1,331 (239)
Fair value adjustment 1,514 2,786
30 June - Investments at fair value 13,882 11,643
Categorised as:
Level 1 - Quoted investments - current financial assets 2,690 2,951
Level 3 - Unquoted investments - current financial assets 7,305 1,214
Unquoted investments - non-current financial 3,887 7,478
assets
13,882 11,643
The Group has adopted fair value measurements using the IFRS 13 fair value
hierarchy.
Categorisation within the hierarchy has been determined on the basis of the
lowest level of input that is significant to the fair value measurement of the
relevant asset as follows:
Level 1 - valued using quoted prices in active markets for identical assets.
Level 2 - valued by reference to valuation techniques using observable inputs
other than quoted prices included in Level 1.
Level 3 - valued by reference to valuation techniques using inputs that are
not based on observable market criteria.
LEVEL 3 investments
Reconciliation of Level 3 fair value measurement of investments
2024 2024
£'000 £'000
Brought forward 8,692 5,090
Purchases 890 1,022
Fair value adjustment 1,610 2,580
Carried forward 11,192 8,692
Where possible Level 3 investments are valued by reference to the most recent
financing valuation. Otherwise investments are valued using what is considered
to be the most appropriate methodology as follows:
Golden Sun Resources ("GSR") common shares, Ideon Technologies Inc, Gemdale
Gold Inc and Digbee Ltd are valued by reference to the most recent financing
valuation. GSR Warrants are valued at the in the money value by reference to
the most recent financing. The GSR Deferred Gold Contracts are valued by
reference to the 30 June 2025 spot gold price and the contractual value of the
agreements.
Toburn Holdings Inc, as explained in detail in the CEO's report on page 15, is
valued based on the estimated discounted cash flow ("DCF") to be generated by
the Company's share of the 2% Net Smelter Royalty on the 21-A block upon which
the BellaVista mines and mills gold. The assumptions used to value the project
are the following: No increase in the spot price of gold; DCF using a 10%
rate; The BellaVista Mine and Mill operations are 500TPD; The ore grade
estimated to feed to mill will be 6g/t of gold; Mill gold recovery is
estimated at 92%, and; that current ore resources will not increase.
Terrasun Inc, as explained in detail in the CEO's report on page 16, is a
mineral exploration company with 6 diamond drill rigs, a gold processing plant
and 21 exploration permits covering 22,200 hectares. The Group owns 5% of
Terrasun and its investment has been valued based on the estimated liquidation
value of its assets
REDCORP EMPREENDIMENTOS MINEIROS LDA
Redcorp is the Group's largest investment, representing almost 32% of its
investable capital. It is a Portuguese exploration development and mining
company whose main asset is the Polymetallic Lagoa Salgada Volcanogenic
Massive Sulphide (VMS) Project, which has resources of zinc, lead, copper,
gold, silver, tin, and indium.
The value of the Group's interest in Redcorp is based on a contractual
agreement that allows the Company to sell its base stake in Redcorp to Cerrado
Gold for the NPV of the Lagoa Salgada Project using a 10.5% discount rate for
the ownership of the project.
Redcorp currently owns 100% of the Lagoa Salgada project. M&F agreed in
June 2017 with Empresa Desenvolvimento Mineiro SA (EDM), a Portuguese
State-owned company, to re-acquire EDM's 15% rights on the project resulting
in Redcorp holding a 100% ownership of the project. The 2017 agreement was
subject to the Portuguese Secretary of State's approval which was not
received. Redcorp and M&F continue to explore ways and means to complete
the purchase. EDM's right is an option, if exercised, to receive a 15% working
interest ("WI") in the Lagoa Salgada Project. This 15% WI is subject to a
Right of First Refusal ("ROFR") if EDM exercises the Option and choses to sell
its interest. The WI is subject to standard dilution features if financial
obligations are unsatisfied. This option has been extended due to
administrative issues relating to a change of government in Portugal (RNS
September 2024). The extension has been granted by the Company's 20% owned
investee, Redcorp, and extends the deadline for exercise from September 30,
2024 to 120 days from the date on which the following conditions are
satisfied: (i) issuance of the Environmental Impact Statement on the Project,
and (ii) completion of the optimization study of the Project's feasibility
study clarifying technical and metallurgical matters (the "EDM Option").
M&F has granted Cerrado conditional options that would, if exercised,
result in Cerrado owning (net) 80% interest in the Project if M&F is
unsuccessful in re-acquiring EDM's rights/interest. Within 6 months & 10
days after the delivery of the Feasibility Study. If EDM opt to not exercise
its Option, M&F would retain its 20% Carried Interest and the adjusting
call options held by Cerrado would be nullified. If EDM exercises its option
to the 15% CI, then M&F would retain a (net) 5% CI. M&F has the right
to sell its (net) 5% CI to Cerrado at a price representing M&F's 5% share
of the NPV of the LS Project as estimated in the latest Feasibility Study
(using a 10.5% Discount Rate). Cerrado Resources Inc. currently recognizes the
value of this Put obligation on its balance sheet as US$6.2 million.
9 SUBSIDIARY COMPANIES
The Group's subsidiary companies are as follows:
Name Principal activity Country of incorporation Proportion of ownership
and principal interest and voting rights
place of business held by the Group
Mineral & Financial Investments AG Investment Hirzbodenweg 95 100%
company 4052 Basel, Switzerland
M&FI Services Ltd Service company 5 Bath Road, London, 100%
United Kingdom, W4 1LL
All intergroup transactions and balances are eliminated on consolidation.
10 TRADE AND OTHER RECEIVABLES
2025 2024
£'000 £'000
Other receivables 4 3
Prepayments 53 16
Total 57 19
The fair value of trade and other receivables is considered by the Directors
not to be materially different to the carrying amounts.
At the balance sheet date in 2025 and 2024 there were no trade and other
receivables past due.
11 TRADE AND OTHER PAYABLES
2025 2024
£'000 £'000
Trade payables 38 10
Other payables 133 120
Accrued charges 101 65
Total 272 195
The fair value of trade and other payables is considered by the Directors not
to be materially different to carrying amounts. Other payables include fees
owed to directors £42,000 (2024 £32,000).
12 CONVERTIBLE UNSECURED LOAN NOTES
The outstanding convertible loan notes are zero coupon, unsecured and unless
previously purchased or converted they are redeemable at their principal
amount at any time on or after 31 December 2014.
The net proceeds from the issue of the loan notes have been split between the
liability element and an equity component, representing the fair value of the
embedded option to convert the liability into equity of the Company as
follows:
2025 2024
£'000 £'000
Liability component at beginning and end of period 10 10
The Directors estimate the fair value of the liability component of the loan
notes at 30 June 2025 to be approximately £10,000 (2024: £10,000)
13 DEFERRED TAX PROVISION
2025 2024
£'000 £'000
As at 1 July 153 119
Provision relating to unrealised gains on investments 34 34
As at 30 June 187 153
14 EMPLOYEE SHARE SCHEMES
SHARE OPTIONS
On 10 June 2022 the Company granted 2,350,000 options to directors, advisers
and consultants, exercisable at 13.5p per share, representing a 15% premium to
the closing mid-market price on 9 June 2022. The options vest in three
tranches, one third on the date of grant, one third on the anniversary of the
date of grant, and one third on the second anniversary of the date of grant.
The options can be exercised at any time from the date of vesting for a period
of 5 years whilst the recipient is employed or engaged by the Company.
The fair value of the options granted in 2022 was determined using the
Black-Scholes pricing model. The significant inputs to the model in respect
of the options were as follows:
Date of grant 10 June 2022
Share price at date of grant 11.75p
Exercise price per share 13.50p
No. of options 2,350,000
Risk free rate 1.0%
Expected volatility 50%
Life of option 5 years
Calculated fair value per share 4.6797p
The share-based payment charge for the current year was £Nil (2024:
£17,000).
The share options movements and their weighted average exercise price are as
follows:
2025 2024
Weighted average Weighted average
exercise price exercise price
Number (pence) Number (pence)
Outstanding at 1 July 2,350,000 13.50 2,350,000 13.50
Granted - - - -
Exercised (450,000) 13.50 - -
Lapsed - - - -
RESTRICTED SHARE UNITS ("RSUs")
On 10 June 2022 the Company granted 1,150,000 RSUs to directors. The RSUs
vest in three tranches, one third on the date of grant, one third on the
anniversary of the date of grant, and one third on the second anniversary of
the date of grant. They can be exercised at any time from the date of
vesting for a period of 5 years whilst the recipient is employed or engaged by
the Company, with a reference price of 11.75p being the closing mid-market
price on 9 June 2022.
The fair value of the RSUs granted in 2022 was determined to be the reference
price of 11.75p per share, and the share-based payment charge for the current
year in respect of the RSUs was £Nil (2024: £Nil).
The RSU movements and their weighted average reference price are as follows:
2025 2024
Weighted average Weighted average
Reference price Reference price
Number (pence) Number (pence)
Outstanding at 1 July 950,000 11.75 1,150,000 11.75
Granted - - - -
Exercised - 11.75 (200,000) 11.75
Lapsed - - - -
Outstanding at 30 June 950,000 11.75 950,000 11.75
15 SHARE CAPITAL
Number of Nominal Share
shares Value premium
£'000 £'000
AUTHORISED
At 30 June 2024 and 30 June 2025
Ordinary shares of 1p each 160,000,000 1,600
Deferred shares of 24p each 35,000,000 8,400
10,000
ISSUED AND FULLY PAID
At 30 June 2024
Ordinary shares of 1p each 37,105,871 371
Deferred shares of 24p each 11,435,062 2,745
3,116 6,203
Ordinary shares issued in year to 30 June 2025 450,000 5 56
At 30 June 2024
Ordinary shares of 1p each 37,105,871 376
Deferred shares of 24p each 11,435,062 2,745
3,121 6,259
The ordinary shares carry no rights to fixed income but entitle the holders to
participate in dividends and vote at Annual and General meetings of the
Company.
The restricted rights of the deferred shares are such that they have no
economic value.
16 LOAN NOTE EQUITY RESERVE
2025 2024
£'000 £'000
Equity component of convertible loan notes at 1 July 6 6
Equity component of convertible loan notes at 30 June 6 6
17 RESERVE FOR EMPLOYEE SHARE SCHEMES
2025 2024
£'000 £'000
Brought forward at 1 July 222 228
Transfer to equity on exercise of Restricted Stock Units - (23)
Transfer to equity on exercise of Share Options (21) -
Share based payment charge - 17
Carried forward at 30 June 201 222
18 RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company is exposed to a variety of financial risks which result from both
its operating and investing activities. The Company's risk management is
coordinated by the board of directors and focuses on actively securing the
Company's short to medium term cash flows by minimising the exposure to
financial markets.
MARKET PRICE RISK
The Company's exposure to market price risk mainly arises from potential
movements in the fair value of its investments. The Company manages this
price risk within its long-term investment strategy to manage a diversified
exposure to the market. If each of the Company's equity investments were to
experience a rise or fall of 10% in their fair value, this would result in the
Company's net asset value and statement of comprehensive income increasing or
decreasing by £1,388,000 (2024: £1,164,000).
FOREIGN CURRENCY RISK
The Group holds investments and cash balances denominated in foreign
currencies and investments quoted on overseas exchanges; consequently,
exposures to exchange rate fluctuations arise. The Group does not hedge its
foreign currency exposure and its liabilities in foreign currencies are
limited to the trade payables of Mineral & Financial Investments AG which
are not material.
The carrying amounts of the Group's foreign currency denominated monetary
assets at the reporting date are as follows:
2025 2024
£'000 £'000
US Dollar 11,241 8,554
Canadian Dollar 2,435 2,985
Swiss franc 98 26
Euro 170 64
FOREIGN CURRENCY SENSITIVITY ANALYSIS
The Group is mainly exposed to the US Dollar and the Canadian Dollar in
respect of investments which are either denominated in or valued in terms of
those currencies. The following table details the Group's sensitivity to a 5
per cent increase and decrease in pounds sterling against the US Dollar,
Canadian Dollar and Swiss franc. The Group's exposure to the Australian Dollar
and the Euro are not considered material.
2025 2024
£'000 £'000
US Dollar 5% increase in exchange rate against GBP 562 428
5% decrease in exchange rate against GBP (562) (428)
Canadian Dollar 5% increase in exchange rate against GBP 122 149
5% decrease in exchange rate against GBP (122) (149)
Swiss franc 5% increase in exchange rate against GBP 5 1
5% decrease in exchange rate against GBP (5) (1)
Euro 5% increase in exchange rate against GBP 9 3
5% decrease in exchange rate against GBP (9) (3)
CREDIT RISK
The Company's financial instruments, which are exposed to credit risk, are
considered to be mainly cash and cash equivalents and the Company's
receivables are not material. The credit risk for cash and cash equivalents
is not considered material since the counterparties are reputable banks.
The Company's exposure to credit risk is limited to the carrying amount of the
financial assets recognised at the balance sheet date, as summarised below:
2025 2024
£'000 £'000
Cash and cash equivalents 209 141
Other receivables 4 3
213 144
No impairment provision was required against other receivables which are not
past due.
LIQUIDITY RISK
Liquidity risk is managed by means of ensuring sufficient cash and cash
equivalents are held to meet the Company's payment obligations arising from
administrative expenses.
CAPITAL RISK MANAGEMENT
The Company's objectives when managing capital are:
· to safeguard the Company's ability to continue as a going concern, so
that it continues to provide returns and benefits for shareholders.
· to support the Company's growth; and
· to provide capital for the purpose of strengthening the Company's
risk management capability.
The Company actively and regularly reviews and manages its capital structure
to ensure an optimal capital structure and equity holder returns, taking into
consideration the future capital requirements of the Company and capital
efficiency, prevailing and projected profitability, projected operating cash
flows, projected capital expenditures, and projected strategic investment
opportunities. Management regards total equity as capital and reserves, for
capital management purposes.
19 FINANCIAL INSTRUMENTS
FINANCIAL ASSETS BY CATEGORY
The IFRS 9 categories of financial assets included in the balance sheet and
the headings in which they are included are as follows:
2025 2024
£'000 £'000
Financial assets:
Cash and cash equivalents 209 141
Loans and receivables 4 3
Investments held at fair value through profit and loss 13,882 11,643
14,095 11,787
FINANCIAL LIABILITIES BY CATEGORY
The IFRS 9 categories of financial liability included in the balance sheet and
the headings in which they are included are as follows:
2025 2024
£'000 £'000
Financial liabilities at amortised cost:
Convertible unsecured loan notes 10 10
Trade and other payables 171 130
181 140
20 Contingent LIABILITIES AND CAPITAL COMMITMENTS
There were no contingent liabilities or capital commitments at 30 June 2025 or
30 June 2024.
21 POST YEAR END EVENTS
Details of post year end events are set out in the Directors Report
22 RELATED PARTY TRANSACTIONS
Key management personnel, as defined by IAS 24 'Related Party Disclosures'
have been identified as the Board of Directors, as the controls operated by
the Group ensure that all key decisions are reserved for the Board of
Directors. Details of the directors' remuneration and the options and RSUs
granted to directors are disclosed in the remuneration report.
23 ULTIMATE CONTROLLING PARTY
The Directors do not consider there to be a single ultimate controlling party.
1 (#_ftnref1) International Monetary Fund, "World Economic Outlook Update-
Global Economy in Flux, Prospects Remain Dim" October 2025
2 (#_ftnref2) US Congressional Budget Office: The Budget and Economic
Outlook: 2025 to 2035 - January 2025
3 (#_ftnref3) World Nuclear Fuel Report: Global Scenarios for Demand and
Supply Availability 2025-2040
4 (#_ftnref4) Investable Capital = Total Investments + Cas
5 (#_ftnref5) NSR: Is a "net smelter royalty" is a percentage of a mining
operation's gross revenue from mineral sales, minus specific costs like
transportation, smelting, and refining. This royalty is paid to a third party,
often a previous property owner, in exchange for the right to extract
minerals. It is a common type of royalty
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