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REG - Power Metal Res. - Results for the Year Ended 31 December 2025

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RNS Number : 5420G  Power Metal Resources PLC  02 June 2026

2 June 2026

Power Metal Resources plc

("Power Metal" or the "Company")

Audited Financial Results for the Year Ended 31 December 2025

Power Metal Resources plc (AIM:POW) the London listed exploration company
with a global project portfolio announces its consolidated audited results for
the year ended 31 December 2025, for the Company and its subsidiaries
(together the "Group").

Introduction

 

The Group has made meaningful progress during the period. Market sentiment has
improved over the past year and we have sought to capitalise on this,
undertaking new ventures, progressing existing operations and crystallising
value on several investments, strengthening the financial position of the
Group against this highly favourable backdrop.

 

We've always retained a resolute focus on establishing a portfolio that
spreads risk across a diverse array of commodities and jurisdictions, and I'm
delighted that this has been further bolstered by our future-facing
investments in Minestarters and Apex Royalties, where we have built exposure
to tokenised assets and prospective royalty opportunities.

 

There has also been a concerted effort during this year to consolidate our
asset portfolio, concurrently realising significant returns on investments at
opportune moments, whilst streamlining our efforts away from projects that no
longer fully align with our strategic goals. The results seen across this year
have cemented our confidence in the project incubator model.

 

We are delighted to share the progress that Power Metal Resources Plc ("Power
Metal") and its subsidiaries have achieved over the year ended 31 December
2025.

 

Operational Activity

 

North America

 

During the year, significant progress was made across our uranium-focused
joint venture ("JV") with UCAM Ltd ("UCAM"), known as Fermi Exploration
("Fermi"), which comprises Power Metal's entire portfolio of uranium licenses.
The results from the exploration programmes across the Fermi licences have
further underpinned our confidence in the region's prospectivity.

 

Tait Hill

 

A significant intrusion-related uranium target - the Antler Zone - was
identified at the property during the year, with sampling results confirming
historical radiometric and magnetic geophysical survey data. Geochemical and
radon gas results show potential for intrusion-related uranium mineralisation
at the Antler Zone, including a 700 metre ("m") trend of key indicators.
Radon-in-water anomalies from three nearby lakes support a proximal uranium
source.

 

Rock samples taken from the Antler Zone returned Tait Hill's highest uranium
values to date, including 1.68% uranium in pegmatite, whilst a target area 7
kilometres ("km") north of the Antler Zone showed anomalous radon levels, high
(206/204)lead ("Pb") ratios, and elevated uranium in soil samples, marking it
as another promising intrusive-style uranium target.

 

Fortin River

 

Fortin River was acquired at the beginning of the year by mineral staking.
Preliminary geophysical results indicate the presence of a significant uranium
target due to an initial magnetic and electromagnetic survey, providing
information on the underlying geology of the licence and identifying the
presence of a ring-shaped electromagnetic response - consistent with impact
craters observed in Northern Saskatchewan and elsewhere on earth. This
inferred impact crater was previously unidentified with no modern and very
limited historical exploration carried out in the area.

 

Similar craters within the Athabasca Basin, including the Carswell Crater,
located 140km northwest of Fortin River, and the Pasfield Lake Crater, 200km
northeast of Fortin River, are associated with mineralisation. Due to the
meteor impact, these regions are highly porous environments with enhanced
fluid flow, and uranium deposits have historically been located in the
craters. Fortin River remains prospective for unconformity-related uranium
deposits.

 

A radon and swamp bed sampling programme has been completed to inform future
exploration on the property. Preliminary results have been received, with
final interpretation pending analysis of the swamp/lake-bottom samples, given
the potential for uranium enrichment from secondary sedimentary sources.

 

Reitenbach

 

The Reitenbach Property was expanded during the year by 27.5% via direct
mineral claim staking.

 

Geophysical surveys and fieldwork undertaken to date indicate the presence of
multiple prospective target areas. A small field programme in the
northeastern portion of the property, including the Nuphar and Goodleap
Targets, was commissioned to refine and narrow the prospective area for future
work. This work identified multiple potential basement sources of uranium,
supported by radon anomalism, down-ice uranium dispersion, and favourable lead
isotope results.

 

Further work programmes during the year, targeting the northern extensions of
the Nuphar anomaly and aiming to refine and narrow the prospective area for
future work was paused due to wildfires in the region. Radon and soil
geochemical sampling results were announced post-year end, identifying three
priority uranium target areas and further supporting the interpretation of
concealed basement-hosted uranium mineralisation.

 

Drake Lake-Silas

 

Drill targets were established at Drake Lake-Silas to test high priority Iron
Oxide Copper Gold ("IOCG") mineralisation targets. A seven-hole, 1,903m,
diamond drilling programme was initiated and completed during the year,
intercepting high-grade uranium. From the programmes, two zones of
mineralisation were found, a 2.05m thick hematite breccia recording 600 parts
per million ("ppm"), 0.33%, uranium and 1,490 ppm, 0.15%, uranium.

 

Prior to the drill programme, further magnetic and electromagnetic geophysical
surveys and geochemical sampling were commissioned and completed to support
drill targeting and further increase the knowledge of the size of the
opportunity presented at Drake Lake-Silas.

 

Perch River

 

Between June and July 2025, a six-hole, 1,563m diamond drilling programme was
completed, successfully testing an inferred shear structure with a coincident
anomalous uranium, lead isotopes and radon results in the soils overlying the
structure.

 

The assay results announced in November 2025 found highly anomalous lead
isotopes with results of up to 242.8 (²⁰⁶Pb/²⁰⁴Pb) and 0.15
(²⁰⁷Pb/²⁰⁶Pb) which indicate a strong radiogenic lead signature
typically associated with uranium mineralisation within a major fault
structure.

 

This target, the Rapids Fault System, has been confirmed as a high-priority
target. Additional drill core sampling was completed in December 2025, and
petrological review is to refine the geological model prior to the initiation
of further workstreams.

 

Badger Lake

 

During 2025, comprehensive exploration studies, including soil geochemical,
radon gas and biogeochemical sampling were undertaken at Badger Lake. A 2,100m
diamond drilling programme was designed following comprehensive exploration
studies, including geophysical, geochemical, and surficial studies; the
programme commenced 2 March 2026, following the receipt of permits and
mobilisation of contractors. Testing is planned on electromagnetic geophysical
and geochemical anomalies identified in the S-Zone. The drill programme will
test two major shear zones and the S-Zone underlying a significant uranium,
cobalt and nickel soil anomaly.

 

The S-Zone target differs from most unconformity-related uranium targets in
the Athabasca Basin, with the processed geophysical data suggesting a tabular
conductive body situated at the unconformity between two major fault
structures. Whilst the S-Zone differs from the other targets seen in Fermi's
portfolio, it shares similarities to other deposits in the region.

 

East Hawkrock

 

Preliminary analysis of the region indicates that most targets are located
beneath shallow lakes. Given the shallow unconformity on the property,
drilling solely from land would be both technically challenging and
potentially limit the scope of the campaign.

 

Following the receipt of the necessary permits, and a delay caused by regional
wildfires, a drill programme was planned and commenced in Q2 2026, when
drilling can be completed from the frozen lake surface as well as the land.
The programme will further evaluate the property's geology, and an expert
geophysicist will conduct a comprehensive analysis of the electromagnetic,
gravity, and magnetic datasets, which will assist the Fermi Exploration team
in defining robust drill targets.

 

West Hawkrock

 

Geophysical analysis during the year has failed to indicate the existence of
any conductive lithologies at depth, nor any significant gravity lows or other
targets on the property. Fermi has elected to pause further exploration on the
West Hawkrock Property.

 

Durrant Lake

 

Fermi is continuing to evaluate the prospectivity of the Durrant Lake
Property, having completed a supplementary Helicopter Time-Domain
Electromagnetic ("HTEM") survey over the southern portion of the property.
Fermi has received a drill permit for the Durrant Lake Property and has budget
and contractors allocated for a potential drill programme.

 

Pardoe

 

Fermi is evaluating the completion of a work programme on the Pardoe Property.
To support this, Fermi has commissioned Vorticity, a Silicon Valley-based firm
innovating in scientific computing, to integrate and invert the multiple
historical datasets acquired for the property. The company is considering
options for field campaigns and geophysical programmes into 2026.

 

Arabian Shield

 

Power Metal, through its subsidiary Power Arabia Limited ("Power Arabia"), has
continued to expand and strengthen its portfolio in the Arabian Shield, in
particular the Kingdom of Saudi Arabia ("Saudi Arabia") and Oman. Throughout
2025, Saudi Arabia, as part of its Vision 2030 initiative, has increased its
investment and updated regulatory procedures in the mining industry to help
cement itself as a global hub for mineral resources. We have identified this
advancing market and established a first mover position over the year.

 

We achieved a 20% holding in the Balthaga project in Saudi Arabia following
the completion of the required US$350,000 expenditure within 12 months.
Balthaga is subject to a mutually binding earn-in agreement with RIWAQ
Al-Mawarid for Mining ("RIWAQ"), announced in March 2024.

 

Block 8, Oman

 

Exploration work was conducted by Power Arabia across the Block 8 exploration
concession in Oman ("Block 8"), focusing on the Al Maider and Al Mansur
prospects, which both have the potential to host significant mineralisation.

 

At the Al Maider Prospect, assay results from an initial 13 rock and float
samples returned significant results of 4.46% and 1.75% copper ("Cu") and
further rock chip sampling returned results including 7.84%, 4.7%, 2.8%, and
2.7% Cu. The results show strong correlation of copper with an associated
structural feature.

 

At the Al Mansur Prospect, gravimetric geophysics ("Gravity") survey work
defined five anomalies, with in-fill Gravity work defining two further drill
targets for additional workstreams, subsequently named AM1 and AM2, which
provide 700m of highly anomalous target strike length.

 

In addition, further exploration work at Block 8 was conducted. An additional
145 Ionic leach geochemical samples were submitted for analysis, providing
coverage of two target zones based on the gravity survey interpretation.
Several potential targets were promoted for next-stage fieldwork.

 

In Q4 2025, the maiden reconnaissance diamond core drilling programme was
completed, covering eight drill holes for a total of 724.45m. Drilling
confirmed the prospectivity of the area and provided intercepts of:

 

·      1.04% Cu over 1.5m (hole AM25DD001 from 95.5-97m within wider
zone returning 0.52% Cu from 95.5-99.0m);

·      0.36% Cu over 1m (AM25DD001 from 72-73m, within a broader
elevated Cu zone from 68-77m);

·      0.35% Cu over 4m (AM25DD001 from 80-84m, with up to 0.56% Cu
from 80-81m);

·      0.19% Cu over 4m (AM25DD002 from 85-89m);

·      Elevated Cu, Pb and zinc ("Zn") results over 18m (AM25DD003 from
35-53m, associated with a sulphide stockwork in a fault zone); and

·      1.1% Zn over 1m (AM25DD006 from 51-52m, plus elevated Cu and Zn
from 51-58m).

 

GSAe

 

Power Metal's 75% owned subsidiary GSA Environmental Ltd ("GSAe") advanced
discussions with numerous parties for the licensing of its core metals
extraction technologies over the year.

 

GSAe completed two major projects to treat significant volumes of industrial
waste in both the power industry related to 'fly' ash and the phosphate
industry related to Phosphogypsum, both significant multi million ton projects
in for 2 leading Saudi Arabian companies. Waste streams are becoming an
increasingly pressing issue throughout the entire industry due to higher
disposal costs, environmental pressures and the push for zero waste to
landfill as well as these materials being a source of critical metals

 

Advanced discussions are ongoing with respect to the front-end and engineering
design ("FEED") study and related licensing agreement for a metals recovery
facility in Saudi Arabia for the fly ash project following completion of a
prefeasibility study successfully undertaken by GSAe earlier in the year and
ongoing testwork is envisaged for the phosphogypsum project to refine the
resulting products for increased economic returns.

 

Joint venture discussions also continue with a major European recycling
company into the remediation of various toxic industrial wastes currently
neutralised and sent to landfill with initial focus on TiO2 waste stream with
a view to construction of a full scale processing plant in the UK.

 

Furthermore, GSAe has continued in-house research and development work into
multiple waste streams including mine tailings, picking acids used in
galvenisation, ash derived from Biomass plants and historic coal ash from UK
power stations all increasing the companies experience base and, establishing
new proprietary process designs. It has also applied for up to €2.5 million
by way of EU backed grant funding, following on the back of the successful
award of a sizeable grant (£600,000) from Innovate UK, which underpinned the
development of a multi-feed metals demonstration plant with the view of
processing assorted wastes generated in industrial facilities across the north
of England currently sent to landfill.

 

Corporate Activity

 

North America

 

Silver Peak

 

During the year, we signed an Option Agreement to dispose of our 30% interest
in Silver Peak Resources Limited ("Silver Peak") to JV partner Michael B
Nugent ("MBN").

 

Power Metal has agreed to grant MBN with an exclusive option to acquire its
entire 33.52% ownership interest in Silver Peak (representing a net 30%
interest in the property) under the following terms:

·      MBN will pay Power Metal C$10,000 (the "Option Payment")

·      During the option period, Power Metal grants MBN the sole and
exclusive right to acquire all, in whole or part, Power Metal's ownership
interest in Silver Peak

·      Where the option is exercised during the period 1 April 2025 to
31 March 2026: C$9,547.00 per one percent of Silver Peak acquired, totalling
C$320,000 for the entire 33.52% interest held by Power Metal in Silver Peak.

·      Where the Option is exercised during the period 1 April 2026 to
31 March 2027: C$10,740.00 per one percent of Silver Peak, totalling C$360,000
for the entire 33.52% interest held by Power Metal in Silver Peak.

·      Where the Option is exercised during the period 1 April 2027 to
31 March 2028: C$11,933.00 per one percent of Silver Peak, totalling C$400,000
for the entire 33.52% interest held by Power Metal in Silver Peak.

Ya'thi Néné Lands and Resources ("YNLR")

 

Through our uranium-focused JV with UCAM, Fermi, we became the first UK-based
junior exploration company to sign a completed Exploration Agreement with YNLR
in support of Fermi's exploration in Northern Saskatchewan, Canada, as part of
a commitment to fostering a sustainable and collaborative relationship in the
Athabasca region. The agreement establishes terms for ongoing business and
employment opportunities, as well as community liaison and engagement.

 

YNLR is owned by three First Nations and four municipalities in northern
Saskatchewan and has a mandate to promote and enhance the environmental,
social, economic and cultural well-being of current and future Athabasca
residents.

 

This agreement further strengthens our connection with local stakeholders and
provides a collaborative opportunity to progress Fermi's licences whilst
supporting the region.

 

Guardian Metal Resources Plc ("GMET")

 

Following the partial disposal in February 2025, we sold our remaining holding
of 24,699,825 ordinary shares in GMET in August 2025, for a total cash
consideration of £13,584,904 before costs. This took the total funds received
to £22,809,988 before costs over the course of two disposals, a return of
11.8 times on an original investment of £1,935,275.

 

This return validates our project incubator approach and provides the capital
for us to progress projects and investments across our portfolio.

 

Arabian Shield

 

Block 8, Oman

 

During the year, we reached the initial earn-in milestone of 10% based on
exploration spend on Block 8 to date of US$500,000, as per the formal and
legally binding agreement in October 2024.

 

The Company undertook the further 2.5% milestone by spending an additional
US$240,000 and attained the full 12.5% stake at the end of the year.

 

Qatan Exploration Licence

 

During Q1 2025, we signed a Letter of Intent to enter into a binding agreement
with Al Masane Al Kobra Mining Company ("AMAK"), a Saudi Arabian listed
exploration and mining company, for Power Metal to spend US$3,000,000 to earn
a 49% stake in the Qatan exploration licence in southern Saudi Arabia.
However, unable to reach mutually acceptable terms, both parties decided not
to enter into a binding agreement.

 

The Company affirms its continued readiness to explore future partnership
opportunities that contribute to supporting its growth and strategic plans
with AMAK in the near future.

 

Minestarters

 

In October 2025, Power Metal invested £1 million for a 35% stake in Kingia
FZCO ("Kingia"), a company incorporated as a Freezone Company in Dubai,
which has been renamed Minestarters. We hold an option to increase our holding
to up to 49% for a further £2 million share subscription in cash, subject to
milestone delivery.

 

Minestarters is an institutional-grade, blockchain-enabled Decentralised
Finance ("DeFi") platform bringing real-world asset ("RWA") tokenisation to
mining exploration. It plans to be the first DeFi platform to offer investors
regulated, compliant and transparent access to mineral exploration and
development through the US$25 billion - and growing - RWA tokenisation market.
As well as the ability to invest in the portfolio, the platform will offer
automated benefit sharing, 24/7 liquidity and project transparency.

 

Minestarters tokens will give investors access to a curated portfolio of
global exploration and development projects. As these projects advance, the
Minestarters platform aims to capture and distribute their real-world value
growth, simultaneously benefitting investors whilst directing essential
funding to a pipeline of highly prospective mining assets. This provides
global investors with direct, liquid exposure to an asset class that has
traditionally been difficult for retail investors to access, and for
institutions to access efficiently.

 

Through this innovative approach, Minestarters aims to bridge the early-stage
funding gap by channelling at least 1% of the US$200 billion annual investment
into the mining sector through its blockchain-enabled platform.

 

Apex Royalites

 

During the year, we signed a binding subscription agreement for an investment
of £4 million in cash (approximately US$5.3 million) into Apex Royalties
Limited ("Apex"), a private, high growth, diversified, mining royalty company.
This investment was part of a financing package, alongside other investors, to
raise gross proceeds in excess of US$10 million, resulting in the Company
acquiring an 11.76% equity stake in Apex.

 

Apex has delivered strong growth to date, securing a high-quality portfolio of
five royalty assets that provide exposure to gold, tin, bauxite and tungsten.

 

Power Metal's exposure to Apex's portfolio includes:

·      A 1.0%(1) gross revenue royalty ("GRR") over the Whale Cove Gold
Project located in Nunavut, Canada and operated by BG Gold Capital II Corp.

·      A 1.2% GRR over the Achmmach Tin Project ("Achmmach") located in
Morocco and operated by Xingye Silver & Tin (China's second largest
producer of tin) following its recent acquisition of 75% of Achmmach through
the takeover of Atlantic Tin Limited.

·      A 1.0% GRR(2) over the Wuudagu Bauxite Project located in
Western Australia and operated by VBX Limited.

·      A 1.5%(3) net smelter royalty over the Tempiute Tungsten Project
and a 2% GRR over the Pilot Mountain Tungsten Project, both located in Nevada,
US, and operated by Guardian Metal Resources Plc as its co-flagship
projects.

 

1 Assuming the exercise of an option to purchase an additional 0.25% GRR

2 Once a payment of USD3.5m is made following the close of the Apex
Fundraising

3 Subject to a 0.75% buy-back right

Australia

 

First Development Resources

 

During 2025, First Development Resources, in which we hold a 43.44% stake,
successfully listed on London's AIM market and raised gross proceeds of £2.3
million, further demonstrating our ability to bring our varied investments to
a crystallisation event.

 

Africa

 

During the year we decided to cease further investment in the Haneti Project.
The Board concurs with Katoro Gold Plc ("Katoro"), that the extensive
technical review undertaken by Katoro does not indicate sufficient
prospectivity at Haneti and therefore does not support further capital
expenditure.

 

London

 

During the year, Power Metal changed its registered office to c/o Orana
Corporate LLP, 25 Eccleston Place, London, England, SW1W 9NF.

 

During the year, we sought and gained approval from the High Court of Justice
in London and shareholders for a reduction of share capital, with the aim of
ensuring sufficient distributable reserves to give us the flexibility for
future distributions and corporate purposes. This was executed post-year end
via the cancellation of:

 

i.              All of the paid up capital to the extent of
£0.009 on each issued Deferred Share;

ii.             All of the paid up capital to the extent of
£0.00099 on each issued Deferred A Share;

iii.            The Company's Share Premium Account; and

iv.            The Companies Capital Redemption Reserve.

Financial Review

 

·      Total comprehensive profit for the year ended to 31 December 2025
of £3.2 million (15-month period ended 2024: £4.2 million).

 

·      Pre-non-controlling interest total equity of £26 million at the
period-end (2024: £22 million).

 

·      The Company ended the financial period with a cash balance of
£5.68 million (2024: £0.45 million).

 

Corporate Social Responsibility ("CSR")

 

The Company maintains a focus on CSR through internal policies and our
approach to external operational activities.

 

The internal policies provide insights to employees, associates and
shareholders of how the Company embeds CSR into its daily practices and
indicates the Company's responsibility for ethical practices across all areas
of its operations.

 

The Company has established detailed policies and procedures to govern and
ensure that the core CSR values are followed internally as well as off-site in
its field operations. Through these efforts, the Company has looked to
continue the development of initiatives and general practices to be maintained
as the Company grows.

 

A key focus for the Company is to build awareness and interaction amongst its
communities. Due to the nature of the Company's operations and the
jurisdictions it operates within, it is imperative to acknowledge the
significance of these diverse communities to the territory. As the Company
develops, it recognises the importance of ensuring that all efforts are
considered to enable the communities to develop in parallel. A few of the many
ways the Company will facilitate this mutual growth is to build strong
relationships within the community, develop an understanding of how they
operate and determine how the Company can contribute to their continued
development.

 

The Company is dedicated to ensuring it maintains the safety and wellbeing of
its employees and the local community during field operations. This is not
exclusive to active operations but extends beyond, by maintaining a safe
conclusion of all on-site activity and ensuring that the land and materials
are left in a safe and respectful manner.

 

As the projects mature and develop, the Company will ensure that community
engagement is maintained. The continual focus on ensuring employees are
engaged in and committed to implementing its CSR policies, ethics and
commitments, will enable CSR to become integral and remain at the forefront of
all operations.

 

Outlook

 

This has been an outstanding year for Power Metal Resources, marked by
significant value creation across multiple projects. We've also seen the most
compelling evidence yet for the success of our project incubator model, with
the disposal of Guardian Metal Resources delivering an impressive 11.8x return
on our initial investment.

 

These successful crystallisation events have enabled us to further diversify
our portfolio, strengthening future revenue streams and enhancing our project
pipeline. Our investment in Minestarters introduces a unique and innovative
model that brings real‑world asset tokenisation to the mining exploration
sector, giving us a first‑mover advantage in a US$200 billion annual market
with substantial growth potential. Concurrently, our new royalty exposure
through the investment in Apex Royalties provides an additional avenue for
long‑term value generation.

 

Advancements made throughout the Fermi Exploration portfolio have also been
encouraging, with numerous positive results and ongoing work that continues to
validate the prospectivity across these licences.

 

Power Arabia has returned additional promising results at its Block 8 licence,
demonstrating the potential for significant copper mineralisation. The
post-period work at Balthaga has set the project up for a drilling campaign to
explore defined and new potential targets, and the MoU signed with Greyridge
will create an opportunity for Power Arabia to develop a strong project
pipeline that aligns with Saudi Arabia's national industrial goals and
provides exposure to the country's US$2.5 trillion of untapped mineral
resources.

 

With GSAe also in discussions on a number of partnership fronts, including
within Saudi Arabia, we are hopeful of a continued strong presence within the
region that allows us to generate positive relationships and build on our
early mover advantage.

 

2025 has established a strong foundation for Power Metal Resources, creating a
robust framework and pipeline of prospective projects and diversified
initiatives that have carried meaningful momentum into 2026. We look forward
to building on this progress throughout the year against the backdrop of
anticipated supportive market conditions.

 

Notice of Annual General Meeting and Distribution of Accounts to Shareholders

 

The Company's Annual General Meeting ("AGM") will take place at 11.00am on 25
June 2026 at 25 Eccleston Place, London, SW1W 9NF.  The Company's Annual
Report and Accounts for the year ended 31 December 2025 will be posted to
shareholders today. Copies of the Notice of AGM and the Annual Report and
Accounts will also be available on the Company's website at
www.powermetalresources.com in due course.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2025

 

                                                                             Note      Year ended 31 December      Period ended 31 December 2024

                                                                                        2025                       (restated)(1)

                                                                                       £'000                       £'000

 Revenue                                                                               76                          200
 Cost of sales                                                                         (16)                        (7)
 Gross profit                                                                          60                          193

 Operating expenses                                                          5         (3,975)                     (7,612)
 Fair value gains through profit or loss                                               8,079                       8,876
 Profit from operating activities                                                              4,164               1,457

 Other income                                                                4         2,993                       3,101
 Other expenses                                                              4         (3,823)                     -
 Finance income                                                                        113                         -
 Finance costs                                                                         (179)                       (221)
 Share of post-tax losses of equity accounted joint ventures                           (116)                       (123)
 Profit before tax                                                                     3,152                       4,214

 Taxation                                                                              55                          10
 Profit for the period from continuing operations                                      3,207                       4,224

 Other comprehensive income/(expense)
 Items that will or may be reclassified to profit or loss:
 Exchange translation                                                                  1                           (25)
 Total other comprehensive income/(expense)                                            1                           (25)

 Total comprehensive profit for the period                                             3,208                       4,199

 Profit for the period attributable to:
 Owners of the parent                                                                  3,546                       4,456
 Non-controlling interests                                                             (339)                       (232)
                                                                                       3,207                       4,224
 Total comprehensive income attributable to:
 Owners of the parent                                                                  3,548                       4,430
 Non-controlling interests                                                             (340)                       (231)
                                                                                       3,208                       4,199
 Earnings per share from continuing operations attributable to the ordinary
 equity holders of the parent:
 Basic earnings per share (pence)                                            10        3.05                        4.06
 Diluted earnings per share (pence)                                          10        3.05                        4.01

 

(1) The prior year consolidated statement of comprehensive income has been
restated to correct an overstatement of operating expenses.

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2025

 

                                                                 As at                 As at

                                                                31 December 2025       31 December 2024

                                                                                       (restated)(1)
                                                        Note    £'000                  £'000
 Assets
 Exploration assets                                     7       3,643                  4,916
 Intangible assets                                      6       1,087                  1,189
 Investments in associates and joint ventures                   4,126                  4,242
 Financial assets at fair value through profit or loss          10,050                 884
 Right-of-use assets                                            10                     82
 Property, plant and equipment                                  165                    197
 Non-current assets                                             19,081                 11,510

 Financial assets at fair value through profit or loss          2,040                  15,859
 Trade and other receivables                            8       853                    873
 Inventories                                                    -                      22
 Cash and cash equivalents                                      5,676                  446
 Current assets                                                 8,569                  17,200
 ( )
 Total assets                                                   27,650                 28,710

 Equity
 Share capital                                          9       2,312                  8,671
 Share premium                                          9       -                      29,258
 Shares to be issued                                            -                      187
 Capital redemption reserve                                     -                      5
 Share based payment reserve                                    4,089                  3,934
 Convertible loan reserve                                       80                     71
 Exchange reserve                                               79                     77
 Accumulated profit/(losses)                                    19,535                 (19,820)
 Total                                                          26,095                 22,383

 Non-controlling interests                                      (212)                  896
 Total equity                                                   25,883                 23,279

 Liabilities
 Trade and other payables                               11      699                    1,661
 Lease liabilities                                              20                     37
 Borrowings                                                     568                    498
 Contingent consideration                                       -                      89
 Current liabilities                                            1,287                  2,285

 Lease liabilities                                              -                      41
 Borrowings                                                     -                      2,414
 Contingent consideration                                       318                    505
 Provisions                                                     -                      6
 Deferred tax                                                   162                    180
 Non-current liabilities                                        480                    3,146

 Total liabilities                                              1,767                  5,431

 Total equity and liabilities                                   27,650                 28,710

 

(1) The consolidated statement of financial position as at 31 December 2024
has been restated to correct an overstatement of accruals.

 

The financial statements of Power Metal Resources Plc, company number
07800337, were approved by the Board of Directors and authorised for issue on
1 June 2026.

 

 

CONSOLIDATED STATEMENT OF EQUITY

FOR THE PERIOD ENDED 31 DECEMBER 2024

 

                                                                     Share capital  Share premium  Shares to be issued  Capital redemption reserve  Share based payment reserve  Convertible loan reserve  Exchange reserve  Accumulated profit/losses  Total   Non-controlling interests  Total equity
                                                                     £'000          £'000          £'000                £'000                       £'000                        £'000                     £'000             £'000                      £'000   £'000                      £'000

 Balance at 1 October 2023                                           8,531          27,497         -                    5                           1,712                        -                         103               (24,276)                   13,572  907                        14,479

 Profit for the period (restated - note 34)                          -              -              -                    -                           -                            -                         -                 4,456                      4,456   (232)                      4,224
 Other comprehensive expense                                         -              -              -                    -                           -                            -                         (26)              -                          (26)    1                          (25)
 Total comprehensive (expense)/income for the period (restated)      -              -              -                    -                           -                            -                         (26)              4,456                      4,430   (231)                      4,199

 Issue of ordinary shares                                            140            1,761          -                    -                           -                            -                         -                 -                          1,901   -                          1,901
 Shares to be issued                                                 -              -              187                  -                           -                            -                         -                 -                          187     -                          187
 Share-based payments                                                -              -              -                    -                           2,222                        -                         -                 -                          2,222   -                          2,222
 Issue of convertible loan note                                      -              -              -                    -                           -                            71                        -                 -                          71      -                          71
 Non-controlling interest adjustment on acquisition of subsidiaries  -              -              -                    -                           -                            -                         -                 -                          -       100                        100
 Total transactions with owners                                      140            1,761          187                  -                           2,222                        71                        -                 -                          4,381   220                        4,601

 Balance at 31 December 2024 (restated)                              8,671          29,258         187                  5                           3,934                        71                        77                (19,820)                   22,383  896                        23,279

 

 

CONSOLIDATED STATEMENT OF EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2025

 

                                                                  Share capital  Share premium  Shares to be issued  Capital redemption reserve  Share based payment reserve  Convertible loan reserve  Exchange reserve  Accumulated profit/losses  Total   Non-controlling interests  Total equity
                                                                  £'000          £'000          £'000                £'000                       £'000                        £'000                     £'000             £'000                      £'000   £'000                      £'000

 Balance at 1 January 2025 (restated)                             8,671          29,258         187                  5                           3,934                        71                        77                (19,820)                   22,383  896                        23,279

 Profit for the year                                              -              -              -                    -                           -                            -                         -                 3,546                      3,546   (339)                      3,207
 Other comprehensive expense                                      -              -              -                    -                           -                            -                         2                 -                          2       (1)                        1
 Total comprehensive income/(expense) for the year                -              -              -                    -                           -                            -                         2                 3,546                      3,548   (340)                      3,208

 Issue of ordinary shares                                         3              184            (187)                -                           -                            -                         -                 -                          -       -                          -
 Share-based payments                                             -              -              -                    -                           155                          -                         -                 -                          155     -                          155
 Modification of convertible loan note                            -              -              -                    -                           -                            9                         -                 -                          9       -                          9
 Capital reduction                                                (6,362)        (29,442)       -                    (5)                         -                            -                         -                 35,809                     -       -                          -
 Non-controlling interest adjustment on disposal of subsidiaries  -              -              -                    -                           -                            -                         -                 -                          -       (768)                      (768)
 Total transactions with owners                                   (6,359)        (29,258)       (187)                (5)                         155                          9                         -                 35,809                     164     (768)                      (604)

 Balance at 31 December 2025                                      2,312          -              -                    -                           4,089                        80                        79                19,535                     26,095  (212)                      25,883

 

 

 

 

CONSOLIDATED STATEMENT OF CASHFLOWS

FOR THE YEAR ENDED 31 DECEMBER 2025

                                                                   Year ended 31 December 2025      Period ended

                                                                   £'000                            31 December 2024

                                                                                                    (restated)

                                                                                                    £'000
 Cash flows used in operating activities
 Profit for the period from continuing activities                  3,207                            4,224
 Adjustments for:
 Fair value gain on financial assets                                    (8,079)                     (8,876)
 Fair value gain on convertible loan notes                         -                                (13)
 Finance income                                                            (113)                    -
 Finance costs                                                              179                     221
 Share of post-tax losses of equity accounted joint ventures                116                     123
 Expenses settled in shares                                        -                                36
 Expenses settled with convertible loan notes                      -                                400
 Gain on disposals                                                          578                     (2,804)
 Gain on remeasurement of contingent consideration                         (310)                    -
 Gain on modification of convertible loan notes                    (49)                             -
 Gain on acquisition of option                                     (5)                              -
 Gain on disposal of lease                                         7                                -
 Depreciation                                                                 55                    10
 Amortisation on intangibles and right-of-use asset                         129                     22
 Impairment of financial assets                                             706                     -
 Tax expense                                                       (18)                             (10)
 Expected credit losses                                                     328                     57
 Share-based payment expense                                       155                              2,222
 Foreign exchange losses                                                    180                     10
                                                                   (2,934)                          (4,378)

 Changes in working capital:
 (Increase)/decrease in trade and other receivables                          (70)                   309
 Decrease in trade and other payables                                      (216)                    (1)

 Decrease/(increase) in inventories                                           22                    (6)
 Net cash used in operating activities                                 (3,198)                      (4,076)

 Cash flows from investing activities
 Cash acquired on acquisition of subsidiary                        -                                1
 Investments in financial assets through profit & loss             (9,979)                          (3)
 Disposal of financial assets                                           19,863                      553
 Investment in joint ventures and associates                       -                                (95)
 Disposal of joint venture and associates                          -                                200
 Disposal of subsidiary                                            (514)                            -
 Investments in exploration assets                                 -                                (840)
 Interest received                                                            47                    -
 Purchase of property, plant, and equipment                                  (24)                   (180)
 Purchase of exploration assets                                     (668)                           -
 Proceeds from disposal of property, plant and equipment           -                                4
 Net cash generated from/(used in) investing activities            8,725                            (360)

 Cash flows from financing activities
 Proceeds from issue of share                                      -                                1,299
 capital
 Proceeds from borrowings                                                    439                    3,000

 Repayment of borrowings                                                   (708)                    (490)

 Principal paid on lease liabilities                                         (28)                   (25)

 Net cash (used in)/generated from financing activities            (297)                            3,784

 Increase/(decrease) in cash and cash equivalents                  5,230                            (652)

 Cash and cash equivalents at beginning of period                  446                              1,098

 Cash and cash equivalents at the end of the period                5,676                            446

 

 

Significant non-cash transactions during the year

 

During the year, the Group completed the following transactions which are
non-cash events and do not appear in the statement of cash flows:

 

A convertible loan note issued by ACAM Ltd was repaid during the year. The
repayment netted off against a portion of funds received for Power Metal's
sale of its GMET shareholding, therefore there was no cash movement in respect
of this transaction.

 

Power Metal completed a capital reduction during the year, whereby the
Company's share premium and capital reduction reserves were cancelled and
recognised in retained earnings.

 

Power Metal disposed of its subsidiary shareholding in First Development
Resources Plc ("FDR") during the year, on FDR's successful admission to the
AIM market of the London Stock Exchange. Power Metal purchased shares in the
IPO, the value of which partly netted against the intercompany loan balance.
The amount in the consolidated statement of cash flows above in respect of the
disposal relates to the cash balance held by FDR on disposal date, plus the
remaining payment Power Metal transferred in relation to its purchase of
shares, see note 17 for further detail.

 

 

NOTES TO THE CONSOLODATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1.             Reporting entity

 

Power Metal Resources Plc is a public company limited by shares which is
incorporated and domiciled in England and Wales. The address of the Company's
registered office is 25 Eccleston Place, London, United Kingdom, SW1W 9NF. The
consolidated financial statements of the Group as at and for the year ended 31
December 2025 include the Company and its subsidiaries. The Group is primarily
involved in the exploration and exploitation of mineral resources in Africa,
Australia, Canada and the Middle East.

 

2.             Going concern

 

The financial statements are prepared on a going concern basis. In assessing
whether the going concern assumption is appropriate, the Directors have
considered all relevant available information about the current and future
position of the Group, including current level of resources, additional
funding raised during the year and post- year-end (note 33), and the required
level of spending on exploration and drilling activities. As part of their
assessment, the Directors have also taken into account the ability to raise
new funding whilst maintaining an acceptable level of cash flows for the Group
to meet all commitments.

 

The Directors have stress tested the Group's cash projections, which involves
preserving cash flows and adopting a policy of minimal cash spending for a
period of at least 12 months from the date of approval of these financial
statements. The Directors believe the measures they have put in place will
result in sufficient working capital and cash flows to continue in operational
existence, assuming that all exploration and drilling activities are managed
carefully and curtailed if necessary. For the Group to carry out the desired
levels of exploration and drilling activities, the Directors believe that it
needs to secure further funding either from a strategic partner or subsequent
equity raisings in the next financial year, which the Group has succeeded in
completing over recent years. The Group also has the ability to partially
dispose of equity investments if required. Taking these matters in
consideration, the Directors continue to adopt the going concern basis of
accounting in the preparation of the financial statements.

 

The financial statements do not include the adjustments that would be required
should the going concern basis of preparation no longer be appropriate.

 

3.             Intangible assets - Prospecting and exploration
rights

Rights acquired with subsidiaries are recognised at fair value at the date of
acquisition. Other rights acquired and development expenditure are recognised
at cost.

 

Exploration and evaluation costs arising following the application for the
legal right, are capitalised on a project-by-project basis, pending
determination of the technical feasibility and commercial viability of the
project. When a project is deemed not feasible, related costs are expensed as
incurred. Costs incurred include any costs pertaining to technical and
administrative overheads. Administration costs that are not directly
attributable to a specific exploration area are expensed as incurred, and
subsequently capitalised if it is reasonably certain that a resource will be
defined.

 

Capitalised development expenditure will be measured at cost less accumulated
amortisation and impairment losses.

 

4.             Other income and expenses

 Other income includes:                             Year ended           Period ended

                                                    31 December 2025     31 December 2024
                                                    £'000                £'000
 Gain on disposal of property, plant and equipment  -                     3
 Gain on disposal of financial assets                -                    49
 Gain on disposal of subsidiaries                   2,518                 2,690
 Gain on disposal of associates and joint ventures  -                     206

 Gain on settlement of loan interest in shares      -                    13
 Grant income                                       111                  140
 Gain on remeasurement of contingent consideration   310                 -
 Gain on convertible loan note modification          49                  -
 Gain on acquisition of option                       5                   -
                                                     2,993               3,101

 

 

 Other expenses include:                 Year ended           Period ended

                                         31 December 2025     31 December 2024
                                         £'000                £'000
 Loss on disposal of financial assets    3,103                -
 Loss on disposal of exploration assets  7                    -
 Impairment losses on financial assets   706                  -
 Loss on disposal of lease               7                    -
                                         3,823                -

 

5.            Operating expenses

 Operating expenses include:                                                     Year ended           Period ended

                                                                                 31 December 2025     31 December 2024
                                                                                 £'000                £'000
 Staff costs (note 9)                                                             1,330               3,043
 Foreign exchange loss                                                            160                 52
 Share based payment expense                                                     155                  2,222
 Auditor's remuneration for audit of the Group and Company financial statements  80                   50

 

6.             Exploration assets

 Group                           Prospecting and exploration rights

                                 £'000

 Cost
 As at 1 October 2023            6,073
 Additions                       1,340
 Disposal                        (1,335)
 Effect of foreign exchange      (36)
 Balance at 31 December 2024     6,042

 As at 1 January 2025            6,042
 Additions                       668
 Disposal                        (1,782)
 Effect of foreign exchange      (159)
 Balance at 31 December 2025     4,769

 Impairment
 As at 1 October 2023            1,126
 Balance at 31 December 2024     1,126

 As at 1 January 2025            1,126
 Balance at 31 December 2025     1,126

 Net book value
 At 31 December 2024             4,916
 At 31 December 2025             3,643

 

During the year, the Group disposed of its direct interest in the Wallal,
Braeside West, Selta & Ripon Hill Projects and acquired additional
intangible assets in Saudi Arabia and the UAE, see below:

                                                         Year ended      Period ended

                                                         2025            2024

                                                         £'000           £'000
 Exploration assets
 Authier North Project                                   107             107
 Tati Gold-Nickel Project                                339             365
 Wallal, Braeside West, Selta & Ripon Hill Projects      -               1,714
 Molopo Farm Project                                     2,307           2,417
 Alara Project                                           590             186
 AMAK Project                                            -               7
 Riwaq/EVM Project                                       300             120
 Total                                                   3,643           4,916

 

The Directors regularly assess the carrying value of the Group's assets,
including its prospecting and exploitation rights, and write off any
exploration expenditure that they believe to be irrecoverable.

 

Authier North Project

In July 2023, Power Metal announced the early completion of an earn-in to a
100% interest in Authier North. The Authier North Property consists of 15
mineral claims covering an area of approximately 560 hectares and is
prospective for lithium pegmatites and base metal mineralisation.

 

Tati Gold-Nickel Project

Located in Tati Greenstone Belt, in northeastern Botswana, Power Metal has a
100% interest in two prospecting licences which form the 91.14km Tati Project,
targeting gold and nickel discoveries.  Recent soil geochemistry results,
reported in February 2024 has identified multiple anomalous areas, including
samples of up to 1.076 grammes per tonne ("g/t") gold ("Au") in soil; and
represents a significant extension zone trending southwest from the original
Cherished Hope historical mine workings where Power Metal in 2022 drilled 3m
at 16.77g/t Au from 5m.

 

Wallal Project, Ripon Hills, Braeside Project and Selta Project

On 29 July 2025, First Development Resources Plc ("FDR") listed on the AIM
market of the London Stock Exchange, resulting in a dilution of POW's
shareholding leading to a disposal of the subsidiary investment during the
year. POW's interests in the projects were therefore disposal of, and the
remaining investment in FDR was subsequently recognised as a financial asset.

 

Molopo Farms Complex Project

In November 2022, Power Metal acquired an additional 58.7% equity stake in
private company Kalahari Key Mineral Exploration Pty Limited ("KKME"), taking
the Company's holding to 87.71%. KKME is a Botswana registered exploration
company with a 100% interest in the 1,723km(2) Molopo Farms Complex Project
("MFC").

At the MFC, Power Metal is targeting a district-scale nickel and platinum
group element.

Alara/Block 8 Project

In October 2024, Power Metal signed a legally binding agreement with Alara
Resources Limited ("Alara") and Awtad Copper, to earn a 12.5% stake in the
Block 8 concession in Oman. Power Metal achieved the earn-in milestone of 10%
based on expenditure of $500,000 during the year and a further US$240,000 was
spent to attain the remaining 2.5% stake by the end of the year.

 

AMAK Project

In September 2024, Power Metal signed a Letter of Intent, with AMAK, a Saudi
Arabian listed exploration and mining company, for Power Metal to spend
$3,000,000 to earn a 49% stake in the Qatan exploration licence in southern
Saudi Arabia. However, unable to reach mutually acceptable terms, both parties
decided not to enter into a binding agreement. The project costs incurred were
written off during the year.

 

Riwaq/EVM Project

Power Metal achieved a 20% holding in the Balthaga project from RIWAQ
Al-Mawarid for Mining ("RIWAQ") in Saudi Arabia following the completion of
the required US$350,000 expenditure, during the year. The Company is
committing to spend a further US$150,000 in order to increase the shareholding
to 30%. A comprehensive data review and prospectivity re-assessment was
completed post-year end identifying new potential targets for rare earth and
critical elements. Following the earn in of the later of the first or second
interest, Power Metal and RIWAQ will form a joint venture in proportion to
their tenement interests.

 

7.             Intangible assets

 Group                        Technology      Goodwill      Total
                              £'000           £'000         £'000

 Cost
 As at 1 January 2025         761             429           1,190
 Balance at 31 December 2025  761             429           1,190

 Amortisation
 As at 1 January 2025         (1)             -             (1)
 Charge for the year          (102)           -             (102)
 Balance at 31 December 2025  (103)           -             (103)

 Net book value
 At 31 December 2024          760             429           1,189
 At 31 December 2025          658             429           1,087

 

Goodwill was calculated as the fair value of initial consideration paid less
the fair value of identifiable assets at the date of acquisition.

 

Following initial recognition, goodwill is subject to impairment reviews, at
least annually, and measurement at cost less accumulated impairment losses.
Any impairment is recognised immediately in the consolidated statement of
comprehensive income and is not subsequently reversed.

 

Key assumptions used in value in use calculation

 

The key assumptions for the value in use calculation are those regarding:

 

·      number of years of cash flows used and forecast growth rate;

·      discount rate; and

·      terminal growth rate.

 

No impairment is indicated for the CGU using the value in use calculation.

 

Number of years of cash flows used and forecast growth rate

 

The recoverable amount of the CGU is based on a board and management approved
value in use calculation using specific cash flow projections over a five-year
period and a terminal growth rate thereafter. The budget for the following
financial year forms the basis for the cash flow projections for the CGU. The
cashflow projections for the four years subsequent to the forecast year use a
growth rate of 49.52%, based on management assumptions.

 

Pre-tax discount rate

 

The Group's pre-tax weighted average cost of capital has been used to
calculate a discount rate of 19%. This reflects current market assessments of
the time value of money for the period under review and the risks specific
entities.

 

Terminal growth rate

 

An appropriate terminal growth rate is selected, based on the Directors
expectations of growth beyond the five-year period. The terminal growth rate
used is 2%.

 

Sensitivity to changes in assumptions

 

Management have performed sensitivity analysis on key assumptions. A base case
and two further scenarios were equally weighted to provide a sensitised
scenario. The assumed independent sensitivities in the scenarios were
decreasing revenue by 20% and increasing cost of sales and operating expenses
by 20%.

 

Based on the impairment tests performed, no impairment of goodwill was
identified to the year ended 31 December 2025. With regard to the value in use
assumptions, the directors believe that reasonably possible changes in any of
the above key assumptions would not cause the carrying value of the unit to
exceed its recoverable amount.

 

8.            Trade and other receivables

 Group                Year ended      Period ended

                      2025            2024

                      £'000           £'000
 Accounts receivable  41              24
 Other receivables    756             766
 Prepayments          56              83
                      853             873

 

9.            Share capital

                                                                                                    Number of ordinary

                                                                                                    Shares
                                                                                                    Year ended                                        Period ended

                                                                                                    2025                                              2024
 Ordinary shares in issue at start of year/period                                                   115,610,437                                       2,080,106,256
 Issued for cash                                                                                    -                                                 130,000,000
 Issued in lieu of expenses                                                                         -                                                 3,362,068
 Total prior to share consolidation                                                                 115,610,437                                       2,213,468,324
 1 to 20 share consolidation                                                                        -                                                 110,673,416
 Issued for settlement for acquisition                                                              -                                                 4,148,514
 Issued in lieu of expenses                                                                         -                                                 788,507
 In issue at the end of the year/period- fully paid (par value 0.1p)                                115,610,437                                       115,610,437

                                                              Number of deferred

                                                              Shares
                                                              Year ended                                                                     Period ended

                                                              2025                                                                           2024
 Deferred shares in issue at 1 October                        3,628,594,957                                                                  3,628,594,957
 Capital reduction                                            (3,628,594,957)                                                                -
 In issue at the end of the year/period                       -                                                                              3,628,594,957

                                                                                 Ordinary

                                                                                 share capital
                                                                                 Year ended                                           Period ended

                                                                                 2025                                                 2024

                                                                                 £'000                                                £'000
 Balance at beginning of year/period                                              8,671                                               8,531
 Share issues                                                                     3                                                   140
 Capital reduction                                                               (6,362)                                              -
 Balance at the end of the year/period                                            2,312                                               8,671

                                        Share Premium
                                        Year ended                                                                              Period ended

                                        2025                                                                                    2024

                                        £'000                                                                                   £'000
 Balance at beginning of year/period     29,258                                                                                 27,497
 Share issues                            184                                                                                    1,761
 Capital reduction                      (29,442)                                                                                -
 Balance at the end of the year/period   -                                                                                      29,258

 

All ordinary shares rank equally with regard to the Company's residual assets.

 

The holders of ordinary shares are entitled to receive dividends as declared
from time to time and are entitled to one vote per share at meetings of the
Company.

 

Both classes of deferred shares (Deferred and Deferred A), do not entitle the
holders thereof to receive notice of or attend and vote at any general meeting
of the Company or to receive dividends or other distributions or to
participate in any return on capital on a winding up unless the assets of the
Company are in excess of £1,000,000,000,000. The Company retains the right
to purchase the deferred shares from any shareholder for a consideration of
one penny in aggregate for all that shareholder's deferred shares. As such,
the deferred shares effectively have no value. Share certificates will not be
issued in respect of the deferred shares.

 

Issue of ordinary shares

 

At the beginning of the year, the Company held a balance in shares to be
issued, relating to shares issued in December 2024, which had not yet been
registered at Companies House. The balance consisted of 703,037 shares at an
issue price of 14.224 pence per share in relation to interest accrued on a
loan received from ACAM Ltd, 534,188 ordinary shares issued at a price of
14.04 pence per share in relation to the acquisition of GSA (Environmental)
Ltd, and 85,470 ordinary shares at an issue price of 14.04 pence per share in
lieu of fees incurred with one of the Company's suppliers. When the share
issues were registered at Companies House in January 2025, the balance in
shares to be issued was reduced to nil and the respective values were
recognised in share capital and share premium accordingly.

 

On 8 December 2025, following a hearing on 21 November 2025, the Company
announced that the High Court of Justice, Business and Property Courts of
England and Wales, Insolvency and Companies List, made an order confirming the
reduction of share capital ("Capital reduction") under section 641 Companies
Act 2006 (the "Order"). The reduction was approved by special resolution of
the shareholders at the Company's general meeting held on 10 November 2025 and
involved the cancellation of:

 

-               All of the paid-up capital to the extent of
£0.009 on each issued Deferred share;

-               All of the paid-up capital to the extent of
£0.00099 on each issued Deferred A share;

-               The Company's share premium account; and

-               The Company's capital redemption reserve.

 

The Capital Reduction did not affect the number of ordinary shares in issue,
nor did it affect the nominal value of rights attaching to them. The purpose
of the Capital Reduction is to create distributable reserves to provide the
Company with flexibility for future distributions and corporate purposes.

 

10.          Earnings per share

 

Basic and diluted loss per share

The calculation of the basic earnings per share ("EPS") is based on the
results attributable to ordinary shareholders divided by the weighted average
number of shares in issue during the year. Diluted EPS in the current year
includes the impact of outstanding share options at 31 December 2025.

 

 Basic                                                     Year ended       Period ended

                                                           2025             2024

                                                                            (restated)

 Profit attributable to equity holders of the parent (£)   3,545,807        4,456,000
 Weighted average number of ordinary shares in issue       116,175,238      109,721,458
 Basic and diluted loss per ordinary share (pence)         3.05             4.06

 

 Diluted                                              Year ended       Period ended

                                                      2025             2024

                                                                       (restated)

 Profit attributable to equity holders of the parent  3,545,807        4,456,000
 Weighted average number of ordinary shares in issue  116,175,238      111,217,558
 Basic and diluted loss per ordinary share (pence)    3.05             4.01

 

The basic and diluted earnings per share for the year are the same as any
outstanding and exercisable share options and warrants at the year end, are
not exercisable due to market conditions.

 

11.                          Trade and other payables

 

 Group                               Year ended      Period ended

                                     2025            2024

                                     £'000           (restated)

                                                     £'000
 Trade payables                       352            603
 Other payables                       9              43
 Other taxation and social security   37             35
 Accrued expenses                     301            980
                                      699            1,661

 

12.          Subsequent events

 

On 2 March 2026, the Company announced a strategic investment of US$1.5million
for an initial 4.6% shareholding in Greyridge Exploration Corp ("Greyridge"),
a Canadian-based mineral exploration company focused on the discovery of
copper and gold deposits in Saudi Arabia. In conjunction with the investment,
Power Metal signed a memorandum of understanding with Greyridge to establish a
non-binding framework setting out the basis for the Company's majority-owned
subsidiary, Power Arabia, and Greyridge to explore the option into joint
ventures or similar collaborations, such as earn-in agreements, across
Greyridge's projects in Saudi Arabia and any future licences that it obtains.

On 20 March 2026, the Company announced a strategic investment of US1million
for 2.6% interest in Next Minerals S.A. ("Next Minerals"), a Chile-based
mining company focused on the development of medium scale copper operations.
Power Metal will enter a subscription agreement for the issue of 65,142 shares
and 65,142 warrants in Next Mineral. The warrants will have a three-year life
from issue and will be issued on a 1:1 basis. The Company's investment will be
made alongside an investment from Swift Mining Services Ltd ("Swift") for a
combined sum of US3million and a total interest of 7.9%. Swift operates a
similar incubator model as Power Metal, focusing on undervalued copper and
gold assets in emerging markets.

Subsequent to the year end, the Company announced a series of transactions in
its own shares in accordance with the authority granted by shareholders at the
Annual General Meeting and the share capital reduction which received High
Court approval on 9 December 2025. The Company purchased a total of 2,694,161
ordinary shares of 2 pence each in the capital of the Company, through its
joint broker, SP Angel Corporate Finance LLP, for a cumulative total of
£392,628. The share repurchased are held in treasury following these
transactions.

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of
MAR.

For further information please visit https://www.powermetalresources.com/
(https://www.powermetalresources.com/) or contact:

 Power Metal Resources plc
 Sean Wade (Chief Executive Officer)                      +44 (0) 20 3778 1396

 SP Angel Corporate Finance LLP (Nomad and Joint Broker)
 Ewan Leggat/Jen Clarke                                   +44 (0) 20 3470 0470

 Tamesis Partners LLP (Joint Broker)
 Richard Greenfield/Charlie Bendon                        +44 (0) 20 3882 2868

 BlytheRay (PR Advisors)
 Tim Blythe/Alastair Roberts                              +44 (0) 20 7138 3204

NOTES TO EDITORS

Power Metal Resources plc (AIM: POW, OTCQB: POWMF) is a London-listed metals
exploration company which finances and manages global resource projects and is
seeking large scale metal discoveries.

 

The Company has a principal focus on opportunities offering district scale
potential across a global portfolio including precious, base and strategic
metal exploration in North America, Africa, Saudi Arabia, Oman and Australia.

 

Project interests range from early-stage greenfield exploration to later-stage
prospects currently subject to drill programmes.

 

Power Metal will develop projects internally or through strategic joint
ventures until a project becomes ready for disposal through outright sale or
separate listing on a recognised stock exchange thereby crystallising the
value generated from our internal exploration and development work.

 

Value generated through disposals will be deployed internally to drive the
Company's growth or may be returned to shareholders through share buy backs,
dividends or in-specie distributions of assets.

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.   END  FR EAKKFESPKEFA



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