REG - TMT Investments - Final Results and Notice of AGM
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RNS Number : 7789X TMT Investments PLC 24 March 2026
24 March 2026
TMT INVESTMENTS PLC
("TMT" or the "Company")
Final Results for the year ended 31 December 2025
Notice of AGM
TMT Investments Plc (AIM: TMT), the venture capital company investing in
high-growth technology companies, is pleased to announce its audited final
results for the year ended 31 December 2025.
Highlights:
· NAV per share of US$7.13 as of 31 December 2025, up 8.9% year on year
(31 December 2024: US$6.55)
· Total NAV of US$220.8 million (31 December 2024: US$205.9 million)
· IRR from inception to 31 December 2025 of 14% per annum (14.5% from
inception to 31 December 2024)
· US$1.5 million of additional investments made in 2025 (US$5.9 million
in 2024)
· US$5.5 million of cash disposals and dividends received in 2025
(US$5.9 million in 2024), with an additional US$1.5 million cash disposal
post-period end, including:
o Scale AI valued at US$29 billion in June 2025 as a result of an investment
by Meta Platforms, Inc., which is a +138% valuation uplift compared to TMT's
investment in Scale AI in October 2024 when including the additional US$0.6
million cash dividend received by TMT from Scale AI.
o Partial US$0.85 million cash disposal of shareholding in Bolt (+17%
valuation uplift)
o Partial US$3.8 million cash disposal of shareholding in Backblaze
· US$1.7 million share buyback completed in December 2025 at a weighted
average price of US$2.65 per share
· As of 31 December 2025, the Company had cash and cash equivalent
reserves of US$5.0 million (31 December 2024: US$5.2 million) and unaudited
cash of US$6.2 million as of 23 March 2026
Alexander Selegenev, Executive Director of TMT, commented:
"In 2025, TMT's net asset value increased 8.9%, mainly as a result of the
significant positive currency exchange impact on the Company's Pound Sterling
and Euro-denominated investments and the continued growth of TMT's investment
in Scentbird. This was a period of continuing macroeconomic and political
instability, as well as of subdued venture capital, IPO, and M&A activity
outside the AI segment.
TMT's portfolio benefited from positive revaluations of seven of its investee
companies (Bolt, Scentbird, Global Work AI, Spin.ai, Scale AI, Rhino, and
Whizz), which have been partly offset by full and partial write-downs in the
value of nine of the Company's investments (Backblaze, Mobilo, SOAX, MTL
Financial, Prodly, Sonic Jobs, Aurabeat, Qumata, and Go X), in line with TMT's
highly prudent valuation approach.
The majority of TMT's portfolio companies continue to demonstrate good
business progress and have adapted well to the challenges of the current
environment. Despite reduced revenue growth rates for some investees in this
environment, many of them have managed to reach either profitability or
positive operating cash flow levels.
TMT successfully disposed of partial stakes in some of its portfolio companies
(most notably, Backblaze and Bolt) at NAV-enhancing valuation levels.
Given the continued high level of market uncertainty and volatility in 2025,
TMT maintained its cautious investment approach during the period, and made
only four new and follow-on investments. Two new companies were added to TMT's
portfolio, Spendbase Inc. and Leasy Holdings Limited.
In 2025, TMT's shares often traded at a 60%+ discount to NAV, and at this
valuation it was hard for management to identify a better investment
opportunity than TMT's current investment portfolio itself. Accordingly, the
Company successfully completed a share buyback programme, in which a total of
651,688 TMT shares were bought at a weighted average price of US$2.65 per
share for a total consideration of US$1,729,657.
With no financial debt and strong cash reserves, TMT is well positioned to not
only ride out the current market volatility, but also to continue making
investments and realising full and partial disposals when the right
opportunities present themselves.
We look forward to keeping shareholders updated on relevant developments in
due course."
Notice of AGM
The Company's Annual General Meeting will be held on 19 May 2026 at 13 Castle
Street, St. Helier, Jersey, JE1 1ES at 14:30 (BST).
Copies of the Annual Report and Accounts for the year ended 31 December 2025
("Annual Report"), together with the formal Notice of AGM and form of proxy,
will shortly be available on the Company's website at www.tmtinvestments.com
(http://www.tmtinvestments.com) .
For further information contact:
TMT Investments Plc +44 370 707 4040
Alexander Selegenev (Computershare - Company Secretary)
Executive Director alexander.selegenev@tmtinvestments.com
(mailto:alexander.selegenev@tmtinvestments.com)
www.tmtinvestments.com (http://www.tmtinvestments.com)
Strand Hanson Limited +44 (0)20 7409 3494
(Nominated Adviser)
James Bellman / James Dance / Imogen Ellis
Cavendish Capital Markets Limited +44 (0)20 7220 0500
(Joint Broker)
Ben Jeynes / George Lawson
Hybridan LLP +44 (0)20 3764 2341
(Joint Broker)
Claire Louise Noyce
Kinlan Communications +44 (0)20 7638 3435
David Hothersall davidh@kinlan.net (mailto:davidh@kinlan.net)
The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of
the European Union (Withdrawal) Act 2018, as amended by virtue of the Market
Abuse (Amendment) (EU Exit) Regulations 2019.
About TMT Investments Plc
TMT Investments Plc invests in high-growth technology companies globally
across a number of core specialist sectors. Founded in 2010, TMT has a
current investment portfolio of over 50 companies and net assets of US$221
million as of 31 December 2025. The Company's objective is to generate an
attractive rate of return for shareholders, predominantly through capital
appreciation. The Company is traded on the AIM market of the London Stock
Exchange. www.tmtinvestments.com (http://www.tmtinvestments.com) .
Twitter (https://twitter.com/TMT_PLC)
LinkedIn (http://www.linkedin.com/company/tmt-investments-plc)
Facebook (https://www.facebook.com/TmtInvestmentsPlc/)
EXECUTIVE DIRECTOR'S STATEMENT
In 2025, the venture capital segment, along with the broader markets,
continued to experience a higher degree of volatility.
In line with the market, TMT's portfolio has continued to see an increased
divergence between its stronger and weaker performers. Despite the ongoing
challenges in the macroeconomic and political environment in 2025 (which
marked the fourth consecutive "stress year" for the venture capital industry
following the tech market correction in early 2022), investors have continued
to back fast-growing, high-quality digital technology companies, especially in
the currently popular AI segment, although at more subdued levels.
We were pleased to see Scale AI, Global Work, Whizz and Rhino receive further
validation of their progress by raising fresh capital at valuation levels that
have resulted in positive revaluations for TMT as of 31 December 2025. In
particular, on 12 June 2025, Scale AI, Inc., the "humanity-first" AI company
(https://scale.com (https://scale.com) ), announced a significant new
investment from Meta Platforms, Inc. (Nasdaq: META) that valued Scale at over
US$29 billion. The transaction represented a revaluation uplift of 138%
(US$0.7 million) in the fair value of TMT's holding in Scale, compared to the
previous reported amount as of 31 December 2024. As part of the transaction,
TMT also received a US$0.6 million cash dividend. This positive revaluation of
2.38 times in only eight months represented another example of how notable
returns can be generated from carefully selected AI opportunities.
In addition, the current fair value of TMT's investment in Bolt was updated
following a US$0.85 million partial disposal by TMT to an independent buyer.
In parallel, TMT continues to apply a highly prudent approach to valuing its
portfolio investments and therefore regularly reviews and writes down
investments that are not showing the progress the Board believes is required
to justify the previously reported valuation level. In line with this
approach, TMT partially or fully wrote down the value of nine of its
investments during the period.
NAV per share
The Company's NAV per share of US$7.13 as of 31 December 2025 was notably
driven by the upward revaluations of Bolt and Scentbird, as well as a
significant positive currency exchange impact at the year-end.
Operating expenses
In 2025, the Company's administrative expenses of US$1.44 million were broadly
in line with 2024 of US$1.38 million, reflecting the Company's continued,
subdued level of new investment and business development activities during the
period.
Financial position
As of 31 December 2025, the Company had no financial debt and cash and cash
equivalent reserves of US$5.0 million (31 December 2024: US$5.2 million). As
of 23 March 2026, the Company had unaudited cash and cash equivalent reserves
of US$6.2 million.
Outlook
TMT has a globally diversified investment portfolio of over 50 companies,
focused primarily on Data Platforms, Enterprise Software, Mobility, and
FinTech.
Despite the ongoing market and political volatility, investors continue to
invest in high-quality technology businesses at appropriate valuation levels.
TMT is continuing to identify such opportunities selectively, whilst employing
a generally cautious investment approach. With no financial debt and strong
cash and cash equivalent reserves, TMT is well positioned to not only ride out
the current market volatility, but also to continue making investments and
realising full and partial disposals when the right opportunities present
themselves.
Alexander Selegenev
Executive Director
23 March 2026
PORTFOLIO DEVELOPMENTS
The following developments have had an impact on, and are reflected in, the
Company's NAV and/or audited financial statements as of 31 December 2025, in
accordance with applicable accounting standards.
Profitable full and partial cash exits, and positive revaluations:
· TMT disposed of a portion of its shareholding in NASDAQ-traded
Backblaze for a total net cash consideration of US$3.8 million.
· TMT disposed of a portion of its shareholding in Bolt Technology OÜ
for a total net cash consideration of US$0.85 million.
· TMT received a US$0.6 million cash dividend from Scale AI, Inc., as
part of a significant new investment Scale AI received from Meta Platforms,
Inc. in June 2025.
· TMT's €50,000 convertible note investment in Timbeter OÜ was
repaid in November 2025.
· TMT's US$50,000 SAFE investment in Lulu Systems, Inc. (trading as
Mobilo) was repaid in December 2025.
· TMT received a US$30,000 cash consideration for the disposal of its
entire equity stake in Accern.
The following of the Company's portfolio investments were positively revalued
as of 31 December 2025:
Portfolio company Portfolio company description Positive revaluation amount (US$) As % of fair value reported as of 31 Dec 2024 Basis for revaluation
Bolt Technology OÜ A leading international ride-hailing and mobility company (www.bolt.e 11,358,465* 17% Partial disposal
(http://www.bolt.eu) u (http://www.bolt.eu) )
Scentbird, Inc. Perfume, wellness and beauty product subscription service (www.scentbird.com 8,528,115 61% Comparable company analysis
(http://www.scentbird.com) )
Expert Remote Inc., trading as Global Work AI An AI-powered job sourcing tool for freelancers (https://globalwork.ai 1,100,000 220% New funding round (SAFE)
(https://globalwork.ai) )
Spin Technology, Inc, trading as Spin.ai An all-in-one SaaS data protection platform for mission-critical SaaS apps 1,097,434 114% Partial disposal
(www.spin.ai (http://www.spin.ai) )
Scale AI, Inc. Data labelling and AI infrastructure company (https://scale.com 708,501 138% New funding round (equity)
(https://scale.com) )
Rhinocorn Inc., trading as Rhino provider of first-class armoured car rides in Latin America 520,000 87% New funding round (SAFE)
(www.vamosrhino.com/en (http://www.vamosrhino.com/en) )
My Device Inc., trading as Whizz Device-as-a-service e-bike rental company (www.getwhizz.co 491,719 27% New funding round (convertible note)
(http://www.getwhizz.co) )
Other 900
Total 23,805,134
* - incl. foreign exchange effect
In addition to the above, the following of TMT's non-USD denominated
investments increased in value by a total of US$2,157,927 due to exchange rate
fluctuations as of 31 December 2025: eAgronom, Timbeter, 3S Money, Feel,
FemTech, Outvio, EstateGuru, Laundryheap, and Entytech.
Negative revaluations:
The following of the Company's portfolio investments were negatively revalued
as of 31 December 2025:
Portfolio Company Write-down amount (US$) Reduction as % of fair value reported as of 31 Dec 2024 Reasons for write-down
Backblaze Inc. 2,345,704 13% Based on the closing mid-market price of US$4.66 per share on 31 December 2025
(incl. US$3.8 million net partial disposal proceeds received in 2025)
Lulu Systems, Inc. (trading as Mobilo) 1,211,100 64% Challenging current market environment
SOAX 1,000,000 25% TMT's estimate of likely current valuation
MTL Financial Ltd (trading as Outfund) 959,540 63% Merger transaction
Prodly, Inc. 900,000 50% Challenging current market environment
SonicJobs App Ltd. 676,869 76% New funding round (equity)
Aurabeat 515,000 100% Challenging current market environment; prospects unclear
Qumata 454,706 100% Chances of repositioning the company's product seem very low
Go X 175,000 100% Lack of information from the company's management; prospects unclear
Other 16,432
Total 8,254,351
Key developments for the five largest portfolio holdings in 2025 (Source:
TMT's portfolio companies):
Bolt - ride-hailing and food delivery service:
· Double-digit revenue growth
· Active in over 800 cities globally (up from over 700 cities as of 31
December 2024)
· EBIT positive
Backblaze - cloud storage provider:
· 14% revenue growth
· Adjusted EBITDA positive
3S Money - provider of global business accounts and payment solutions:
· Double-digit revenue growth
· EBITDA positive
Scentbird - Perfume, wellness and beauty product subscription service:
· Double-digit revenue growth
· Net Profit positive
PandaDoc - proposal automation and contract management software:
· Double-digit revenue growth
· Over 65,000 customers (from over 60,000 as of 31 December 2024)
· Single-digit negative EBITDA margin
Further investments:
Given the continued high level of market uncertainty and volatility in 2025,
TMT maintained its cautious investment approach and made the following
investments in the period (excluding capitalised transaction costs):
New investments during the reporting period:
· US$500,000 in Spendbase Inc., a SaaS subscription management and
software cost optimisation platform (www.spendbase.co
(http://www.spendbase.co) ); and
· US$500,000 in Leasy Holdings Limited, a Peruvian fintech startup
revolutionising vehicle financing for Latin America's gig economy, especially
ride-hailing drivers (www.leasyauto.com (http://www.leasyauto.com) ).
Follow-on investments during the reporting period:
· US$400,000 in Rhinocorn Inc., trading as Rhino, a provider of
first-class armoured car rides in Latin America (www.vamosrhino.com/en
(http://www.vamosrhino.com/en) ); and
· US$129,000 in Expert Remote Inc., trading as Global Work AI, an
AI-powered job sourcing tool for freelancers (https://globalwork.ai
(https://globalwork.ai) ).
Post Period Events:
TMT received a US$1.5 million cash consideration for the disposal of 75% of
its equity stake in Spin Technology, Inc, trading as Spin.ai.
At the end of 2025, the Company executed a share buyback programme for
approximately US$1.7 million, with a portion of the acquired TMT shares
cancelled after the year-end. As a result, in January 2026, TMT cancelled
161,688 ordinary shares acquired by the Company at a cost of US$429,139.
CORPORATE GOVERNANCE STATEMENT
The Board fully endorses the importance of good corporate governance and has
adopted the Quoted Companies Alliance Corporate Governance Code for Small and
Mid-Sized Companies (the "QCA Code"), which the Board believes to be the most
appropriate corporate governance code given the Company's size, stage of
development and AIM-quoted status. The QCA Code is a practical,
outcome-oriented approach to corporate governance that is tailored for small
and mid-size quoted companies in the UK and which provides the Company with
the framework and effective oversight to help ensure that a strong level of
governance is maintained.
Following extensive consultations with stakeholders, in November 2023 the QCA
published a revised second version of its 2018 Code in order to continue
providing clear and practical guidance for small and medium sized public
companies and help them achieve sound corporate governance. TMT has updated
its corporate governance procedures in accordance with the 2023 QCA Code. In
line with the QCA guidelines, TMT's 2025 Annual Report is the first year in
which TMT is reporting against the 2023 QCA code.
In accordance with the QCA Code and AIM Rule 26, the QCA Code report provides
a high-level overview of how TMT has applied the principles of the QCA Code.
TMT has given a summary of any areas in which the Company's governance
structures and practices depart or differ from the expectations of the QCA
Code.
DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
The Directors present their report and audited financial statements of the
Company for the year ended 31 December 2025.
Principal activity and review of the business
TMT Investments Plc ("TMT" or the "Company") was incorporated under the laws
of Jersey. The Company has been established for the purpose of making
investments in the TMT sector where the Directors believe there is a potential
for growth and the creation of shareholder value. The Company primarily
targets companies operating in markets that the Directors believe have strong
growth potential and having the potential to become multinational businesses.
The Company can invest in any region of the world.
Results and dividends
The profit for the year amounted to US$16,600,308 (2024: loss of
US$2,198,061), which includes a profit on changes in fair value of financial
assets at Fair Value through profit and loss ("FVPL") of US$17,867,862 (2024:
loss of US$1,078,442).
Further information on the Company's results and financial position is
included in the financial statements.
The Board has decided that it will not recommend a final dividend (2024: nil).
Company listing
TMT is traded on the AIM market of the London Stock Exchange ("AIM"). The
Company's ticker is TMT. Information required by AIM Rule 26 is available in
the 'Investor Relations' section of the Company's website at
www.tmtinvestments.com (http://www.tmtinvestments.com) .
Board meetings
Three Board meetings, three meetings of the Audit Committee and one meeting of
the Remuneration Committee were held in 2025. The number of meetings attended
by the Directors is set out below.
Director Board meetings Audit Committee meetings Remuneration Committee meetings Nomination Committee meetings
Yuri Mostovoy 3 - - -
Alexander Selegenev 1 - - -
Andrea Nastaj 3 3 1 -
James Mullins 3 3 1 -
Total meetings 3 3 1 -
Changes in share capital
The Company has one class of ordinary share that carries no right to fixed
income, and each share carries the right to one vote at general meetings of
the Company. At the end of 2025, the Company executed a share buyback
programme pursuant to which it acquired ordinary shares in the Company at a
cost of US$1.7 million, of which TMT shares with an aggregate acquired value
of US$828,100 were cancelled during the year and US$429,139 of the acquired
TMT shares were cancelled after the year end. As a result, as of 31 December
2025 and the date of this report, the Company's issued share capital consisted
of 30,961,538 and 30,799,850 ordinary shares of no par value each in the
Company respectively.
Substantial shareholdings
The Directors are aware of the following shareholdings of 3% or more of the
issued share capital of the Company as of 23 March 2026.
Shareholders Number of ordinary shares % of issued ordinary share capital
Macmillan Trading Company Limited* 7,476,882 24.28%
Wissey Trade & Invest Ltd 5,000,000 16.23%
Zaur Ganiev 2,443,810 7.93%
Canaccord Genuity Group Inc 2,154,939 7.00%
Merit Systems Inc. 2,054,865 6.67%
Ramify Consulting Corp 2,054,086 6.67%
German Kaplun 1,959,604 6.36%
Eclectic Capital Limited 1,224,442 3.98%
Others 6,431,222 20.88%
Total 30,799,850 100.00%
* - incl. those owned via 100%-owned Mango Telecommunication
Concert Party
A concert party, as defined in the City Code on Takeovers and Mergers (the
"Code"), currently exists, consisting of the following shareholders:
Shareholder (legal holder) Beneficial holder No. of Ordinary Shares % of issued share capital
(if different to legal holder)
Macmillan Trading Company Limited ("Macmillan")* Alexander Morgulchik 45.05%, German Kaplun 37.17%, Artemii Iniutin 17.78% 7,476,882 24.28%
Wissey Trade & Invest Ltd ("Wissey") Andrey Kareev 5,000,000 16.23%
Ramify Consulting Corp. ("Ramify") German Kaplun 2,054,086 6.67%
Merit Systems Inc. Artemii Iniutin 2,054,865 6.67%
German Kaplun 1,959,604 6.36%
Menostar Holdings Limited ("Menostar") Dmitry Kirpichenko 701,916 2.28%
Eclectic Capital Limited ("Eclectic") Nika Kirpichenko 1,224,442 3.98%
Artemii Iniutin 733,877 2.38%
Natalia Inyutina (Adult daughter of Artemii Iniutin) 727,156 2.36%
Vlada Kaplun (Adult Daughter of German Kaplun) 363,578 1.18%
Marina Kedrova (Adult Daughter of German Kaplun) 363,578 1.18%
Alexander Morgulchik 195,438 0.63%
Total 22,855,422 74.21%
* - incl. those owned via 100%-owned Mango Telecommunication
Since September 2013, when the Company became subject to the Code, the concert
party has been interested in, in aggregate, more than 50% of the Company's
issued share capital at all times.
The total direct and indirect interest in TMT by the concert party's
beneficial holders are as follows:
Beneficial holder No. of Ordinary Shares % of issued share capital
German Kaplun 6,792,608 22.05%
Andrey Kareev 5,000,000 16.23%
Artemii Iniutin 4,118,371 13.37%
Alexander Morgulchik 3,563,773 11.57%
Dmitry Kirpichenko 701,916 2.28%
Nika Kirpichenko 1,224,442 3.98%
Natalia Inyutina 727,156 2.36%
Vlada Kaplun 363,578 1.18%
Marina Kedrova 363,578 1.18%
Total 22,855,422 74.21%
NOTES:
The majority of the ordinary shares held by Eclectic were previously held by
Menostar, who invested in the Company at the time of admission of its ordinary
shares to trading on AIM ("Admission"). The beneficial owner of Eclectic is
Nika Kirpichenko who is the wife of Dmitry Kirpichenko, the beneficial owner
of Menostar. Wissey and Menostar both invested in the Company on its Admission
and, along with Eclectic, have invested in and/or been otherwise involved with
other business ventures associated with the two founders of the Company
Alexander Morgulchik and German Kaplun.
The Company will update this disclosure in future annual financial reports
and, if relevant, via RNS announcements.
Directors
During the financial year the following Directors held office:
Yuri
Mostovoy
Non-executive Chairman
Alexander
Selegenev
Executive Director
James Joseph
Mullins
Independent Non-Executive Director
Andrea
Nastaj
Independent Non-Executive Director
The Directors' fees for 2025 and 2024 were as follows:
Director 2025 2024
USD USD
Yuri Mostovoy 64,500 60,000
Alexander Selegenev 134,374 125,000
James Joseph Mullins 34,115 30,680
Andrea Nastaj 21,322 19,176
Subsequent events post the period end
TMT received a US$1.5 million cash consideration for the disposal of 75% of
its equity stake in Spin Technology, Inc, trading as Spin.ai.
At the end of 2025, the Company executed a share buyback programme for
approximately US$1.7 million, with a portion of the acquired TMT shares
cancelled after the year-end. As a result, in January 2026, TMT cancelled
161,688 ordinary shares, with an acquired value of US$429,139.
Statement of Directors' responsibilities in respect of the annual report and
the financial statements
The Directors are responsible for preparing the Annual Report and Accounts in
accordance with applicable law and UK-adopted International Financial
Reporting Standards ("IFRSs").
The Companies (Jersey) Law 1991 (as amended) ("Companies Law") requires the
Directors to prepare financial statements for each financial year. The
Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Company's transactions and disclose with
reasonable accuracy at any time the financial position of the Company and
enable them to ensure that its financial statements comply with the Companies
Law. They have general responsibility for taking such steps as are reasonably
open to them to safeguard the assets of the Company and to prevent and detect
fraud and other irregularities.
The Directors are responsible for the preparation of the Directors' report and
corporate governance statement. The Directors are responsible for the
maintenance and integrity of the corporate and financial information included
on the Company's website. Legislation in Jersey governing the preparation and
dissemination of financial statements may differ from legislation in other
jurisdictions.
The Directors must not approve the financial statements unless they are
satisfied that they give a true and fair view of the state of affairs of the
Company and of the profit or loss for that period. In preparing these
financial statements, the Directors are required to:
· select suitable accounting policies and then apply them
consistently;
· make judgements and accounting estimates that are reasonable
and prudent;
· state whether applicable UK-adopted IFRSs have been followed,
subject to any material departures disclosed and explained in the financial
statements; and
· prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Company will continue in
business.
Directors' responsibility statement
Each of the Directors, whose names are listed in the Directors section above
confirm that, to the best of each person's knowledge and belief:
· the financial statements, prepared in accordance with
UK-adopted IFRSs, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company; and
· the Directors' report contained in the annual report includes
a true and fair review of the development and performance of the business and
the position of the Company.
Going concern
The Directors confirm that, after giving due consideration to the financial
position and expected cash flows of the Company; they have a reasonable
expectation that the Company will have adequate cash resources to continue in
operational existence for the foreseeable future, and for at least one year
from the date of approval of these financial statements and they have
therefore adopted the going concern basis in preparing the financial
statements.
Disclosure of information to auditors
Each of the persons who is a Director at the date of approval of this annual
report confirms that:
· so far as the Directors are aware, there is no relevant audit
information of which the Company's auditors are unaware; and
· the Directors have taken steps that they ought to have taken
to make themselves aware of any relevant audit information and to establish
that the auditors are aware of that information.
The audit registration of Kreston Reeves LLP was transferred to Kreston Reeves
Audit LLP on 6 October 2025. Kreston Reeves Audit LLP were formally appointed
as auditor to the Company on 6 October 2025. Kreston Reeves Audit LLP will be
proposed for reappointment at the Company's next scheduled AGM.
On behalf of the Board of Directors
Alexander Selegenev
Executive Director
23 March 2026
REMUNERATION REPORT
On behalf of the Board, I am pleased to present my report as Chairman of the
Remuneration Committee. This report covers the remuneration-related activities
of the Committee for the year ended 31 December 2025. It sets out the
remuneration policy and remuneration details for the Company's Directors.
The Remuneration Committee currently comprises James Mullins and Andrea
Nastaj, with James Mullins appointed as chairman. The Remuneration Committee
has the following key duties:
· Reviewing and recommending the emoluments, pension
entitlements and other benefits of the Executive Director, other Directors,
senior executives, investment team executives and various consultants engaged
by the Company; and
· Reviewing the operation of any share option schemes and/or
bonus plans implemented by the Company and the granting of options and/or
bonus awards under such schemes.
The remuneration of Non-executive Directors is a matter for the Board. No
Director is involved in any decision as to his own remuneration. Fees for
non-executive directors are reviewed periodically by the Board, taking into
account the time commitment requirements and responsibility of the individual
roles, and after reviewing practice in other comparable companies.
The Remuneration Committee met once in 2025 to approve the Company's new Bonus
Plan to 31 Dec 2029 and an increase in certain salaries and fees. The
Remuneration Committee undertook an evaluation of its effectiveness in 2025,
which concluded the Committee was functioning effectively. Further details on
the evaluation are provided under Principle 8 of the Corporate Governance
section of the Annual Report.
The Company's Remuneration Policy is set out under Principle 9 of the
Corporate Governance section of the Annual Report. In accordance with the QCA
Code, the Company will put the Remuneration Report and the Company
Remuneration Policy to an advisory shareholder vote at the Company's AGM.
The Directors' fees for 2025 and 2024 were as follows:
Director 2025 2024
USD USD
Yuri Mostovoy 64,500 60,000
Alexander Selegenev 134,374 125,000
James Joseph Mullins 34,115 30,680
Andrea Nastaj 21,322 19,176
The Directors are aware of the following total beneficial shareholdings by
Directors and Applicable Employees as of 23 March 2026:
Beneficial holder No. of Ordinary Shares % of issued share capital
German Kaplun 6,792,608 22.05%
Artemii Iniutin 4,118,371 13.37%
Alexander Morgulchik 3,563,773 11.57%
Alexander Selegenev (inc. 34,000 owned by Alexander Selegenev's wife) 131,544 0.43%
James Mullins
Chair of the Remuneration Committee
23 March 2026
INDEPENDENT AUDITOR REPORT
TO THE SHAREHOLDERS OF TMT INVESTMENTS PLC
FOR THE YEAR ENDED 31 DECEMBER 2025
Opinion
We have audited the financial statements of TMT Investments PLC (the
'Company') for the year ended 31 December 2025 which comprise the statement of
comprehensive income, statement of financial position, statement of cash
flows, statement of changes in equity, and notes to the financial statements,
including a summary of significant accounting policies. The financial
reporting framework that has been applied in the preparation of the financial
statements is UK adopted International Accounting Standards, as applied in
accordance with the provisions of the Companies (Jersey) Law 1991.
In our opinion, the financial statements of the Company:
· give a true and fair view of the state of the Company's affairs as at
31 December 2025 and of the Company's profit and cash flows for the year then
ended; and
· have been properly prepared in accordance with UK adopted
International Accounting Standards; and
· have been prepared in accordance with the requirements of the
Companies (Jersey) Law 1991.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing
(UK) (ISAs (UK)) and applicable law. Our responsibilities under those
standards are further described in the Auditor's responsibilities for the
audit of the financial statements section of our report. We are independent of
the Company in accordance with the ethical requirements that are relevant to
our audit of the financial statements in the UK, including the FRC's Ethical
Standard as applied to listed entities, and we have fulfilled our other
ethical responsibilities in accordance with these requirements. We believe
that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
An overview of the scope of our audit
As part of designing our audit, we determined materiality and assessed the
risks of material misstatement in the financial statements. In particular, we
looked at where the directors made subjective judgements, for example in
respect of significant accounting estimates that involved making assumptions
and considering future events that are inherently uncertain. We also addressed
the risk of management override of internal controls, including evaluating
whether there was evidence of bias by the directors that represented a risk of
material misstatement due to fraud.
We tailored the scope of our audit to ensure that we performed sufficient work
to be able to give an opinion on the financial statements as a whole, taking
into account the structure of the Company, the accounting processes and
controls, and the industry in which they operate.
Our application of materiality
We apply the concept of materiality in planning and performing the audit, in
evaluating the effect of identified misstatements on the audit and in forming
our audit opinion. Based on our professional judgement, we determined
materiality and performance materiality for the financial statements of the
Company as follows:
Materiality Measure 2025 2024
Materiality $4,145,800 $4,118,000
Basis for determining materiality 2% of gross assets 2% of net assets
Rationale for benchmark applied The Company's principal activity is that of venture capital investment, and as The Company's principal activity is that of venture capital investment, and as
such its business performance is driven by the underlying fair value of such its business performance is driven by the underlying fair value of
investment assets held by the Company. Materiality has been determined using a investment assets held by the Company.
gross asset basis rather than net assets. In prior periods, we applied net
assets as the benchmark; however, the Company currently has minimal
liabilities, resulting in gross assets being more representative.
Performance materiality $2,902,000 $2,882,600
Basis for determining performance materiality 70% of materiality 70% of materiality
Reporting threshold $207,300 $205,900
Basis for determining reporting threshold 5% of materiality 5% of materiality
We reported all audit differences found in excess of our reporting threshold
to the audit committee.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were
of most significance in our audit of the financial statements of the current
period and include the most significant assessed risks of material
misstatement (whether or not due to fraud) we identified, including those
which had the greatest effect on: the overall audit strategy, the allocation
of resources in the audit; and directing the efforts of the engagement team.
This matter was addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. This is not a complete list of
all risks identified by our audit.
Valuation of investments $215,952,838 (2024: $202,023,938)
Significance and nature of key risk How our audit addressed the key risk
The Company's investment strategy targets early stage/start-up businesses. To We reviewed the investments portfolio and selected a sample of individual
this end valuations of individual investments can be highly subjective, investments to review in detail. The selection basis for these investments was
especially in the case of valuations linked to earnings-based multiples. based on their relative value in the statement of financial position as well
as investments that applied valuation methodologies that involved increased
inherent uncertainty. This sample covered 98.8% of the USD value of the total
stated investments in the financial statements.
Given the inherent uncertainty as well as the highly material nature of the
balance in the statement of financial position, this is considered to be a key
risk area.
We confirmed the ownership percentage of each investment to appropriate signed
documentation. We have also vouched the initial cost of purchase upon initial
recognition to relevant supporting documents.
Furthermore, as investments are carried at fair value through the profit or
loss in the financial statements, investment gains and losses in the year also
drive underlying business performance.
For non-USD investments, we ensured that their fair values were appropriately
retranslated at the year end date.
The Company's investments accounting policy is outlined in note 2.6 of these
financial statements.
For investments using recent transaction prices for valuation, we have
obtained the source documentation of the recent transaction prices used in
determining the fair value per share and assessed the reasonableness of using
such transaction prices as estimates of their fair values.
For investments using earnings-based multiples for valuation, we have obtained
the valuation calculations and considered reasonableness of assumptions made,
including the multiple applied.
For listed market investments, we have independently recalculated the value of
the Company's shareholding based on the market price as at 31 December 2025.
With respect to valuation methodologies subject to increased estimation
uncertainty, our specialist valuation team considered the reasonableness of
the methodologies, assumptions and data used.
We have obtained an understanding of key controls relevant to the valuation of
investments and tested the design and implementation of such controls during
the year.
Key observations
We have no material concerns over the valuation of investments at the end of
the reporting period.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors'
use of the going concern basis of accounting in the preparation of the
financial statements is appropriate.
We performed the following audit procedures:
· Analysing the financial performance and financial strength of the
business; and
· Assessment of the liquidity of the business, including analysis of
the quantum of investments that are readily realisable for cash; and
· Evaluating the on-going liabilities profile of the business not
including performance-based expenses such as bonus fees; and
· Review of events and transactions subsequent to the end of the
reporting period that present a material threat or provide material support to
going concern.
Based on the work we have performed, we have not identified any material
uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the Company's ability to continue
as a going concern for a period of at least twelve months from when the
financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to
going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report
other than the financial statements and our auditor's report thereon. The
directors are responsible for the other information. Our opinion on the
financial statements does not cover the other information and, except to the
extent otherwise explicitly stated in our report, we do not express any form
of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial
statements or our knowledge obtained in the course of the audit, or otherwise
appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement in the financial
statements themselves. If, based on the work we have performed, we conclude
that there is a material misstatement of this other information, we are
required to report that fact.
We have nothing to report in this regard.
Our opinion on the Remuneration report
Kreston Reeves has audited the Remuneration report for the financial year. The
directors of the Company are responsible for the preparation and presentation
of the Remuneration report in accordance with the Companies Act 2006. Kreston
Reeves' responsibility is to express an opinion on the Remuneration report,
based on our audit conducted in accordance with International Accounting
Standards. In Kreston Reeves' opinion, the Remuneration report of the Company
for the period complies with the requirements of the Companies Act 2006.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
· the information given in the strategic report and the directors'
report for the financial year for which the financial statements are prepared
is consistent with the financial statements; and
· the strategic report and the directors' report have been prepared in
accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of our knowledge and understanding of the Company and its
environment obtained in the course of the audit, we have not identified
material misstatements in directors' report.
We have nothing to report in respect of the following matters in relation to
which the Companies (Jersey) Law 1991 requires us to report to you if, in our
opinion:
· adequate accounting records have not been kept by the Company, or
returns adequate for our audit have not been received from branches not
visited by us; or
· the financial statements are not in agreement with the accounting
records and returns; or
· certain disclosures of directors' remuneration specified by law are
not made; or
· we have not received all the information and explanations we require
for our audit.
Corporate Governance Statement
We have reviewed the directors' statement in relation to going concern,
longer-term viability and that part of the Corporate Governance Statement
relating to the Company's compliance with the provisions of the UK Corporate
Governance Code specified for our review by the UK Listing Rules.
Based on the work undertaken as part of our audit, we have concluded that each
of the following elements of the Corporate Governance Statement is materially
consistent with the financial statements or our knowledge obtained during the
audit:
· Directors' statement with regards the appropriateness of adopting the
going concern basis of accounting and any material uncertainties identified;
· Directors' explanation as to their assessment of the Company's
prospects, the period this assessment covers and why the period is
appropriate;
· Director's statement on whether it has a reasonable expectation that
the Company will be able to continue in operation and meets its liabilities;
· Directors' statement on fair, balanced and understandable;
· Board's confirmation that it has carried out a robust assessment of
the emerging and principal risks;
· Section of the annual report that describes the review of
effectiveness of risk management and internal control systems Section of the
annual report that describes the review of effectiveness of risk management
and internal control systems;
· Section describing the work of the audit committee.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the
directors are responsible for the preparation of the financial statements and
for being satisfied that they give a true and fair view, and for such internal
control as the directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to
fraud or error.
In preparing the financial statements, the directors are responsible for
assessing the Company's ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis
of accounting unless the directors either intend to liquidate the Company or
to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to
fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that
an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and
regulations. We design procedures in line with our responsibilities, outlined
above, to detect material misstatements in respect of irregularities,
including fraud. The extent to which our procedures are capable of detecting
irregularities, including fraud, is detailed below.
Capability of the audit in detecting irregularities, including fraud
Based on our understanding of the Company and industry, and through discussion
with the directors and other management (as required by auditing standards),
we identified that the principal risks of non-compliance with laws and
regulations related to anti-bribery. We considered the extent to which
non-compliance might have a material effect on the financial statements. We
also considered those laws and regulations that have a direct impact on the
preparation of the financial statements such as the Companies (Jersey) Law
1991. We communicated identified laws and regulations throughout our team and
remained alert to any indications of non-compliance throughout the audit. We
evaluated management's incentives and opportunities for fraudulent
manipulation of the financial statements (including the risk of override of
controls), and determined that the principal risks were related to management
bias in accounting estimates and judgemental areas of the financial statements
such as the valuation of investments. Audit procedures performed by the
engagement team included:
· Discussions with management and assessment of known or suspected
instances of non-compliance with laws and regulations and fraud, and review of
the reports made by management; and
· Assessment of identified fraud risk factors; and
· Identifying and assessing the design effectiveness of controls that
management has in place to prevent and detect fraud; and
· Review of the integrity of banking records; and
· Challenging assumptions and judgements made by management in its
significant accounting estimates; and
· Performing analytical procedures to identify any unusual or
unexpected relationships, including related party transactions, that may
indicate risks of material misstatement due to fraud; and
· Confirmation of related parties with management, and review of
transactions throughout the period to identify any previously undisclosed
transactions with related parties outside the normal course of business; and
· Reading minutes of meetings of those charged with governance; and
· Review of the valuation methodology and associated assumptions for
investments held; and
· Review of significant and unusual transactions and evaluation of the
underlying financial rationale supporting the transactions; and
· Identifying and testing journal entries, in particular any manual
entries made at the year end for financial statement preparation.
Because of the inherent limitations of an audit, there is a risk that we will
not detect all irregularities, including those leading to a material
misstatement in the financial statements or non-compliance with regulation.
This risk increases the more that compliance with a law or regulation is
removed from the events and transactions reflected in the financial
statements, as we will be less likely to become aware of instances of
non-compliance.
As part of an audit in accordance with ISAs (UK), we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
· Identify and assess the risks of material misstatement of the
financial statements, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
· Obtain an understanding of internal control relevant to the
audit in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Company's internal controls.
· Evaluate the appropriateness of accounting policies used and
the reasonableness of accounting estimates and related disclosures made by the
directors.
· Conclude on the appropriateness of the directors'
use of the going concern basis of accounting and, based on the audit evidence
obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company's ability to
continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor's report to the
related disclosures in the financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor's report. However, future
events or conditions may cause the Company to cease to continue as a going
concern.
· Evaluate the overall presentation, structure and content of
the financial statements, including the disclosures, and whether the financial
statements represent the underlying transactions and events in a manner that
achieves fair presentation.
· Obtain sufficient appropriate audit evidence regarding the
financial information of the entities or business activities within the
Company to express an opinion on the financial statements. We are responsible
for the direction, supervision and performance of the audit. We remain solely
responsible for our audit opinion.
We communicate with those charged with governance regarding, among other
matters, the planned scope and timing of the audit and significant audit
findings, including any significant deficiencies in internal control that we
identify during our audit.
We provide those charged with governance with a statement that we have
complied with relevant ethical requirements regarding independence and
communicate with them all relationships and other matters that may reasonably
be thought to bear our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine
those matters that were of most significance in the audit of the financial
statements of the current period and are therefore the key audit matters. We
describe these matters in our auditor's report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our
report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
Use of our Report
This report is made solely to the Company's members, as a body, in accordance
with Article 113A of the Companies (Jersey) Law 1991. Our audit work has been
undertaken so that we might state to the Company's members those matters we
are required to state to them in an auditor's report and for no other purpose.
To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company's members as a
body, for our audit work, for this report, or for the opinions we have formed.
Anne Dwyer BSc(Hons) FCA (Senior Statutory Auditor)
For and on behalf of
Kreston Reeves Audit LLP
Statutory Auditor
London
Date: 23 March 2026
FINANCIAL STATEMENTS
Statement of Comprehensive Income
For the year ended For the year ended
31/12/2025
31/12/2024
Notes USD USD
Gains/(Losses) on investments 3 17,868,761 (1,137,784)
Total investment income/(loss) 17,868,761 (1,137,784)
Expenses
Administrative expenses 5 (1,440,138) (1,377,336)
Operating gain/(loss) 16,428,623 (2,515,120)
Finance income, net 7 181,925 340,996
Currency exchange loss (10,240) (23,937)
Gain/(Loss) before taxation 16,600,308 (2,198,061)
Taxation 8 - -
Gain/(Loss) attributable to equity shareholders 16,600,308 (2,198,061)
Total comprehensive income/(loss) for the year 16,600,308 (2,198,061)
Gain/(Loss) per share
Basic and diluted gain/(loss) per share (cents per share) 9 52.86 (6.99)
Statement of Financial Position
Company registration number: 106628 (Jersey)
At 31 December At 31 December
2025 2024
Notes USD USD
Non‑current assets
Financial assets at FVPL 10 215,952,838 202,023,938
Total non‑current assets 215,952,838 202,023,938
Current assets
Trade and other receivables 11 77,096 64,553
Cash and cash equivalents 12 5,013,050 5,200,828
Total current assets 5,090,146 5,265,381
Total assets 221,042,984 207,289,319
Current liabilities
Trade and other payables 13 258,691 1,375,677
Total current liabilities 258,691 1,375,677
Total liabilities 258,691 1,375,677
Net assets 220,784,293 205,913,642
Equity
Share capital 14 52,455,315 53,283,415
Own Shares for Cancellation 14 (429,139) -
Retained earnings 168,758,117 152,630,227
Total equity 220,784,293 205,913,642
Statement of Cash Flows
For the year ended For the year ended
31/12/2025
31/12/2024
Notes USD USD
Operating activities
Gain/(Loss) attributable to equity shareholders 16,600,308 (2,198,061)
Adjustments for non‑cash items:
Changes in fair value of financial assets at FVPL 3 (17,867,862) 1,078,442
Interest received (163,050) (340,996)
Other financial income (18,875) -
Impairment of receivables 3 - 70,504
(1,449,479) (1,390,111)
Changes in working capital:
(Increase)/Decrease in trade and other receivables 11 (12,543) 16,851
Decrease in trade and other payables 13 (1,116,986) (342,139)
Net cash used in operating activities (2,579,008) (1,715,399)
Investing activities
Purchase of financial assets at FVPL 10 (1,529,000) (5,928,341)
Purchase of TMT shares 14 (1,729,657) -
Proceeds from sale/disposal of financial assets at FVPL 10 5,467,962 5,912,637
Interest received on treasury bills and deposits 7 163,050 340,996
Other financial income 7 18,875 -
Net cash generated from investing activities 2,391,230 325,292
Decrease in cash and cash equivalents (187,778) (1,390,107)
Cash and cash equivalents at the beginning of the year 5,200,828 6,590,935
Cash and cash equivalents at the end of the year 12 5,013,050 5,200,828
Statement of Changes in Equity
For the year ended 31 December 2024 and for the year ended 31 December 2025,
USD
Share capital Own Shares for Cancellation Retained earnings Total
Note USD USD USD USD
Balance at 31 December 2023 53,283,415 - 154,828,288 208,111,703
Comprehensive loss
Loss for the year - - (2,198,061) (2,198,061)
Total comprehensive loss for the year - - (2,198,061) (2,198,061)
Balance at 31 December 2024 53,283,415 - 152,630,227 205,913,642
Gains for the year - - 16,600,308 16,600,308
Buy back and cancellation of shares 14 (828,100) (429,139) (472,418) (1,729,657)
Total comprehensive income for the year (828,100) (429,139) 16,127,890 14,870,651
Balance at 31 December 2025 52,455,315 (429,139) 168,758,117 220,784,293
The financial statements were approved by the Board of Directors on 23 March
2026 and were signed on its behalf by:
Alexander Selegenev
Executive Director
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. Company information
TMT Investments Plc ("TMT" or the "Company") is a company incorporated in
Jersey with its registered office at 13 Castle Street, St Helier, Jersey, JE1
1ES, Channel Islands.
The Company was incorporated and registered on 30 September 2010 in Jersey
under the Companies (Jersey) Law 1991 (as amended) with registration number
106628 under the name TMT Investments Limited. The Company obtained consent
from the Jersey Financial Services Commission pursuant to the Control of
Borrowing (Jersey) Order 1985 on 30 September 2010. On 1 December 2010 the
Company re‑registered as a public company and changed its name to TMT
Investments Plc. The Company's ordinary shares were admitted to trading on the
AIM market of the London Stock Exchange on 10 December 2010.
The memorandum and articles of association of the Company do not restrict its
activities and therefore it has unlimited legal capacity. The Company's
ability to implement its Investment Policy and achieve its desired returns
will be limited by its ability to identify and acquire suitable investments.
Suitable investment opportunities may not always be readily available.
The Company seeks to make investments in any region of the world. The Company
invests in high‑growth technology companies globally across a number of core
specialist sectors. The Company's objective is to generate an attractive rate
of return for shareholders, predominantly through capital appreciation.
Financial statements of the Company are prepared by and approved by the
Directors in accordance with International Financial Reporting Standards,
UK‑adopted International Accounting Standards and their interpretations
issued or adopted by the International Accounting Standards Board ("IFRSs").
The Company's accounting reference date is 31 December.
2. Summary of significant accounting policies
2.1. Basis of presentation
The principal accounting policies applied by the Company in the preparation of
these financial statements are set out below and have been applied
consistently.
The financial statements have been prepared on a going concern basis, under
the historical cost basis as modified by the fair value of financial assets at
FVPL, as explained in the accounting policies below, and in accordance with
IFRS. Historical cost is generally based on the fair value of the
consideration given in exchange for assets.
The preparation of financial statements, in compliance with UK adopted
International Accounting Standards, requires the use of certain critical
accounting estimates. It also requires management to exercise judgment in
applying the Company's accounting policies (see note 2.12).
2.2. Going concern
The Directors confirm that, after giving due consideration to the financial
position and expected cash flows of the Company and due to availability of
highly liquid investments readily realisable for cash should this be needed;
they have a reasonable expectation that the Company will have adequate cash
resources to continue in operational existence for the foreseeable future, and
for at least one year from the date of approval of these financial statements
and they have therefore adopted the going concern basis in preparing the
financial statements.
2.3. Segmental reporting
Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision‑maker who is responsible
for allocating resources and assessing performance of the operating segments
and has been identified as the Board, which makes strategic decisions. For the
purposes of IFRS 8 'Operating Segments' the Company currently has one segment,
being 'Investing in the TMT sector'.
Even though the Company only invests in the TMT sector, there are still
geographical disclosures that need to be made to comply with IFRS 8 'Operating
Segments'.
2.4. Foreign currency translation
Functional and presentation currency
Items included in the financial statements of the Company are measured in
United States Dollars ('US dollars', 'USD' or 'US$'), which is the Company's
functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into US$ using the exchange rates
prevailing at the dates of the transactions. Foreign currency monetary items
are translated using the closing rate (i.e. mid‑market price investments).
Non‑monetary items that are measured at fair value in a foreign currency are
translated using the exchange rates at the date when the fair value was
measured. (i.e. comparable company analysis and cost‑based investments as
these are effectively re‑fair valued at each year‑end).
Exchange differences arising from the translation at the year‑end exchange
rates of monetary assets and liabilities denominated in foreign currencies are
recognised in the statement of comprehensive income.
Conversion rates, USD
Currency As at Average rate,
31.12.2025
2025
British pounds 1.3451 1.2990
Euro 1.1744 1.1050
2.5. Cash and cash equivalents
Cash and cash equivalents consist of cash at bank and in hand, deposits held
at call with banks, and other short‑term highly liquid investments with
maturities of three months or less from the date of acquisition.
2.6. Financial assets and liabilities
Recognition and measurement
The Company recognises financial assets and liabilities when it becomes party
to the contractual provisions of the instrument. Financial assets are
derecognised when the contractual rights to the cash flows from the financial
asset expire, or when the financial asset and substantially all the risks and
rewards are transferred. A financial liability is derecognised when it is
extinguished, discharged, cancelled or expires. Financial assets are initially
measured at fair value adjusted for transaction costs (where applicable).
Financial assets are classified into the following categories:
· amortised cost;
· fair value through profit or loss (FVPL); and
· fair value through other comprehensive income (FVOCI).
In the periods presented, the Company did not have any financial assets
categorised as FVOCI. The classification is determined by both:
· the entity's business model for managing the financial asset; and
· the contractual cash flow characteristics of the financial asset.
Subsequent measurement
FVPL
All financial investments of the Company are measured at fair value through
profit or loss and are subject to a fair value revaluation at year end date.
The Company manages its investments with a view of profiting from the receipt
of dividends and changes in fair value of equity investments. Financial assets
of the Company comprise of listed and unlisted equity investments, convertible
promissory notes and SAFEs. All the financial assets are not for trading and
are classified as financial assets at FVPL. Directly attributable transaction
costs are recognised in profit or loss as incurred. Financial assets at fair
value through profit or loss are measured at fair value, and changes therein
are recognised in profit or loss.
When measuring the fair value of a financial instrument, the Company uses
relevant transactions during the year or shortly after the year end, which
gives an indication of fair value and considers other valuation methods to
provide evidence of value. The "price of recent investment" methodology is
used mainly for venture capital investments, and the fair value is derived by
reference to the most recent financing round or sizeable partial disposal.
Fair value change is only recognised if that round involved a new external
investor. From time to time, the Company may assess the fair value in the
absence of a relevant independent transaction by relying on other market
observable data and valuation techniques, such as the analysis of comparable
companies and/or comparable transactions. The nature of such valuation
techniques is highly judgmental and dependent on the market sentiment at the
time of the analysis.
Fair values are categorised into different levels in a fair value hierarchy
based on the inputs used in the valuation techniques as follows:
Level 1: The fair value of financial instruments traded in active markets is
based on quoted market prices at the end of the reporting period. The quoted
market price used for financial assets held by the Company is the mid‑market
price at the time. These instruments are included in level 1.
Level 2: The fair value of financial instruments that are not traded in an
active market is determined using valuation techniques which maximise the use
of observable market data and rely as little as possible on entity specific
estimates. Specific valuation techniques used to value financial instruments
include the use of quoted market prices or dealer quotes for similar
instruments.
Level 3: If one or more of the significant inputs is not based on observable
market data, the instrument is included in level 3.
Transfers between levels of the fair value hierarchy, for the purpose of
preparing these financial statements, are deemed to have occurred at the
beginning of the reporting period.
Where an active market is established for an investment it is classified to
level 1 with a mid‑market price valuation methodology applied. Where
observable market data becomes available for an investment, including for
comparable companies within an active market, it is classified to level 2 with
comparable company analysis used as the valuation methodology. The investment
otherwise remains classified to level 3, with the cost of investment or price
of recent investment valuation methodology applied.
Financial assets that qualify as an associate, as 20% or more of the voting
rights are held by the company, are exempt from IAS 28 'Investments in
Associates', as TMT is a venture capital organisation. Such investments are
therefore treated as financial assets at FVPL.
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the
following conditions:
· they are held within a business model whose objective is to hold the
financial assets and collect its contractual cash flows; and
· the contractual terms of the financial assets give rise to cash flows
that are solely payments of principal and interest on the principal amount
outstanding.
After initial recognition, these are measured at amortised cost using the
effective interest method. Discounting is omitted where the effect of
discounting is immaterial. The Company's cash and cash equivalents, trade and
other receivables fall into this category of financial instruments.
Impairment of Financial Assets
In relation to the impairment of financial assets, IFRS 9 requires an expected
credit loss model to be applied. The expected credit loss model requires the
Company to account for expected credit losses and changes in those expected
credit losses at each reporting date to reflect changes in credit risk since
initial recognition of the financial assets. IFRS 9 requires the Company to
recognise a loss allowance for expected credit losses on receivables. In
particular, IFRS 9 requires the Company to measure the loss allowance for a
financial instrument at an amount equal to the lifetime expected credit losses
(ECL) if the credit risk on that financial instrument has increased
significantly since initial recognition, or if the financial instrument is a
purchased or originated credit‑impaired financial asset. However, if the
credit risk on a financial instrument has not increased significantly since
initial recognition, the Company is required to measure the loss allowance for
that financial instrument at an amount equal to 12 months ECL.
Income
Interest income from convertible notes receivable is recognised as it accrues
by reference to the principal outstanding and the effective interest rate
applicable, which is the rate that exactly discounts the estimated future cash
flows through the expected life of the financial asset to the asset's carrying
value.
2.7. Net finance income
Net finance income comprises interest income on deposits, bank balances and
other cash equivalents. Interest income is recognised as it accrues in the
statement of comprehensive income, using the effective interest method.
2.8. Taxation
The tax currently payable is based on taxable profit for the year. Taxable
profit differs from net profit as reported in the profit and loss account
because it excludes items of income or expense that are taxable or deductible
in other years and it further excludes items that are never taxable or
deductible. The company's liability for current tax is calculated using tax
rates that have been enacted or substantively enacted by the reporting end
date.
Deferred tax is provided in full using the liability method, on temporary
differences arising between the tax bases of assets and liabilities and their
carrying amounts in the financial statements. Deferred tax is not accounted
for if it arises from initial recognition of an asset or liability in a
transaction other than a business combination that, at the time of the
transaction, affects neither accounting nor taxable profit or loss. Deferred
tax is determined using tax rates that are expected to apply when the related
deferred tax asset is realised or when the deferred tax liability is
settled. Deferred tax assets are recognised to the extent that it is
probable that future taxable profits will be available against which the
temporary differences can be utilised.
The Company is incorporated in Jersey. There are not any tax expenses
recognised in the Statement of comprehensive income as the Company's current
income tax rate in Jersey is 0%.
2.9. Equity instruments
Ordinary shares are classified as equity. Costs directly attributable to the
issue of new shares are shown in equity as a deduction from the proceeds.
2.10. New IFRSs and interpretations
The following standards and amendments became effective from 1 January 2025,
but did not have any impact on the Company:
· Amendments to IAS 21 - Lack of Exchangeability.
2.11. Future IFRS changes
The following table summarises changes to IFRS adoption which is mandatory for
periods beginning in 2025 and beyond:
Standard Effective date Overview
Amendments to IFRS 9 and IFRS 7 - Amendments to the Classification and 1 January 2026 (early adoption permitted) The new exception permits companies to elect to derecognize certain financial
Measurement of Financial Instruments liabilities settled via electronic payment systems earlier than the settlement
date. They also provide guidelines to assess contractual cash flow
characteristics of financial assets, which apply to all contingent cash flows,
including those arising from environmental, social, and governance
(ESG)-linked features. Additionally, these amendments introduce new disclosure
requirements and update others.
Amendments to IFRS 9 and IFRS 7 - Power Purchase Agreements (PPAs) 1 January 2026 (early adoption permitted) PPAs address the application of 'own use' and hedge accounting requirements
for agreements which meet specified criteria. If a PPA qualifies for the 'own
use' exemption, it is accounted for as an executory contract rather than as a
derivative. The amendments apply to contracts that reference electricity
generated from nature dependent sources and for which cash flows vary based on
the amount of electricity generated by a reference production facility. New
disclosures have also been introduced.
IFRS 18 Presentation and Disclosure in Financial Statements 1 January 2027 (early adoption permitted) This is the new standard on presentation and disclosure in financial
statements, with a focus on updates to the statement of profit or loss. The
key new concepts introduced in IFRS 18 relate to:
- the structure of the statement of profit or loss;
- required disclosures in the financial statements for certain
profit or loss performance measures that are reported outside an entity's
financial statements (that is, management-defined performance measures); and
- enhanced principles on aggregation and disaggregation which
apply to the primary financial statements and notes in general.
IFRS 19 Subsidiaries without Public Accountability: Disclosures 1 January 2027 (early adoption permitted) This new standard works alongside other IFRS Accounting Standards. An
eligible subsidiary applies the requirements in other IFRS Accounting
Standards except for the disclosure requirements and instead applies the
reduced disclosure requirements in IFRS 19. IFRS 19's reduced disclosure
requirements balance the information needs of the users of eligible
subsidiaries' financial statements with cost savings for preparers. IFRS 19 is
a voluntary standard for eligible subsidiaries.
A subsidiary is eligible if:
- it does not have public accountability; and
- it has an ultimate or intermediate parent that produces
consolidated financial statements available for public use that comply with
IFRS Accounting Standards.
IFRS 19 can be applied as soon as it is issued.
These changes are not expected to have any impact on the Company in 2025 and
beyond.
2.12. Accounting estimates and judgements
Estimates and judgements need to be regularly evaluated and are based on
historical experience and other factors, including expectations of future
events that are believed to be reasonable under the circumstances. The
Company makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, rarely equal the related actual
results.
The estimates and underlying assumptions are reviewed on an on‑going
basis. Revisions to accounting estimates are recognised in the period in
which the estimate is revised if the revision affects only that period or in
the period of the revision and future periods if the revision affects both
current and future periods.
The estimates significant to the financial statements during the year and at
the year‑end is the consideration of the fair value of financial assets at
FVPL as set out in the relevant accounting policies shown above. A number of
the financial assets at FVPL held by the Company are at an early stage of
their development. The Company cannot yet carry out regular reliable fair
value estimates of some of these investments. Future events or transactions
involving the companies invested in may result in more accurate valuations of
their fair values (either upwards or downwards) which may affect the Company's
overall net asset value.
As summarised in note 10 the Company has investments held at year end of
US$40,446,656 (2024: US$97,634,716) classified as level 2 in the fair value
hierarchy, valued on a comparable company analysis basis. The Company has a
further US$163,023,081 (2024: US$85,808,119) classified as level 3, valued at
cost or price of recent investment (less any currency exchange related
impairment charges). Generally, when impairments are used in the comparable
company valuation methodology, impairments are allocated on a 50%-66% basis
when management determine that there is increased uncertainty over the
investee's business prospects and/or exit strategy, or a 100% basis when
management determine that the investment is unlikely to be recovered. Readers
of these financial statements should consider the inherent uncertainty
principle involved when considering these investment valuations.
3. Gains/(Losses) on investments
For the year ended For the year ended
31/12/2025
31/12/2024
USD USD
Gross interest income from convertible notes receivable - 3,098
Net interest income from convertible notes receivable - 3,098
Gains/(Losses) on changes in fair value of financial assets at FVPL 17,867,862 (1,078,442)
Impairment of receivables - (70,504)
Other gains on investment 899 8,064
Total net gains/(losses) on investments 17,868,761 (1,137,784)
During the year ended 31 December 2025, there was no impairment of
receivables. During the year ended 31 December 2024, impairment losses related
to receivables for previously disposed investments of US$70,504 were
recognised.
4. Segmental analysis
Geographic information
The Company has investments in the following geographic areas: the USA,
Estonia, the United Kingdom, Ireland and the Cayman Islands.
Non‑current financial assets
USA Cayman Estonia United Ireland Total
Islands
Kingdom
As at 31/12/ 2025 USD USD USD USD USD USD
Equity investments 84,600,044 500,000 79,850,002 31,585,147 561,499 197,096,692
Convertible notes & SAFEs 18,386,386 - 469,760 - - 18,856,146
Total 102,986,430 500,000 80,319,762 31,585,147 561,499 215,952,838
USA Cayman Estonia United Total
Islands
Kingdom
As at 31/12/ 2024 USD USD USD USD USD
Equity investments 78,382,247 - 69,145,646 33,551,818 181,079,711
Convertible notes & SAFEs 19,963,252 515,000 465,975 - 20,944,227
Total 98,345,499 515,000 69,611,621 33,551,818 202,023,938
5. Administrative expenses
Administrative expenses include the following amounts:
For the year ended For the year ended
31/12/2025
31/12/2024
USD USD
Staff expenses (note 6) 978,862 908,856
Professional fees 258,467 267,534
Legal fees 9,391 20,749
Bank and LSE charges 17,801 20,950
Audit fees 63,123 47,902
Accounting fees 20,263 19,400
Other expenses 92,231 91,945
1,440,138 1,377,336
6. Staff expenses
For the year ended For the year ended
31/12/2025
31/12/2024
USD USD
Directors' fees 254,311 234,856
Wages and salaries 724,551 674,000
978,862 908,856
Fees and salaries shown above include fees and salaries relating to the year
ended 31 December 2025.
The Directors' fees for 2025 were as follows:
For the year ended For the year ended
31/12/2025
31/12/2024
USD USD
Alexander Selegenev 134,374 125,000
Yuri Mostovoy 64,500 60,000
James Joseph Mullins 34,115 30,680
Andrea Nastaj 21,322 19,176
254,311 234,856
The Directors' fees shown above are all classified as 'short term employment
benefits' under International Accounting Standard 24. The Directors do not
receive any pension contributions or other benefits. The average number of
staff employed (excluding Directors) by the Company during the year was 7
(2024: 7).
Key management personnel of the Company are defined as those persons having
authority and responsibility for the planning, directing and controlling the
activities of the Company, directly or indirectly. Key management of the
Company are therefore considered to be the Directors of the Company. There
were no transactions with the key management, other than their fees and
reimbursement of business expenses.
Under the Company's Bonus Plan, subject to achieving a minimum hurdle NAV and
high watermark conditions, the team receives an annual cash bonus equal to 10%
of the net increases in the Company's NAV, adjusted for any changes in the
Company's equity capital resulting from issuance of new shares, dividends,
share buy‑backs and similar corporate transactions. The Company`s bonus year
runs from 1 January to 31 December. As the Company's adjusted NAV did not
exceed the previously achieved high watermark during the financial year, no
bonus accrued for the year ended 31 December 2025.
7. Net finance income
For the year ended For the year ended
31/12/2025
31/12/2024
USD USD
Interest income 163,050 340,996
Other financial income 18,875 -
181,925 340,996
8. Income tax expense
The Company is incorporated in Jersey. No tax reconciliation note has been
presented as the Company's current income tax rate in Jersey is 0%.
9. Gain/ (Loss) per share
The calculation of basic gain per share is based upon the net income for the
year ended 31 December 2025 attributable to the ordinary shareholders of
US$16,600,308 (2024: net loss US$2,198,061) and the weighted average number of
ordinary shares outstanding calculated as follows:
Gain per share For the year ended For the year ended
31/12/2025
31/12/2024
Basic gain/(loss) per share (cents per share) 52.86 (6.99)
Gain/(Loss) attributable to equity holders of the entity 16,600,308 (2,198,061)
The weighted average number of ordinary shares outstanding was calculated as
follows:
For the year ended For the year ended
31/12/2025
31/12/2024
Weighted average number of shares in issue
Ordinary shares 31,401,519 31,451,538
31,401,519 31,451,538
10. Non‑current financial assets
Reconciliation of fair value measurements of non‑current financial assets:
At 31 December 2025 At 31 December 2024
Investments held at fair value through profit and loss, USD:
‑ listed shares (i) 12,483,101 18,581,103
‑ unlisted shares (ii) 184,613,591 162,498,608
‑ promissory notes (iii) 2,560,000 2,611,775
‑ SAFEs (iv) 16,296,146 18,332,452
215,952,838 202,023,938
At 31 December 2025 At 31 December 2024
USD USD
Opening valuation 202,023,938 203,086,676
Purchases (including consulting fees) 1,529,000 5,928,341
Disposal proceeds (5,467,962) (5,912,637)
Impairment losses in the year (2,178,771) (4,358,118)
Realised gain 1,297,432 1,100,592
Unrealised gains 18,749,201 2,179,084
Closing valuation 215,952,838 202,023,938
Movement in unrealised gains
Opening accumulated unrealised gains 131,862,993 133,189,507
Unrealised gains 18,749,201 1,928,434
Transfer of previously unrealised losses from realised reserve on disposal of (2,072,177) (3,254,948)
investments
Closing accumulated unrealised gains 148,540,017 131,862,993
Impairment losses above represent cost value of investments fully impaired
during 2025. The difference between cost and fair value before impairment in
the amount of US$1,034,065 (gain) is shown as unrealised gains movement (2024:
gain of US$250,650). Total amount of fully impaired investments during 2025
was US$1,144,706 and presented within the column "Write-offs" in the movement
for each individual investment below (2024: US$4,107,468).
Reconciliation of investments, if held under the cost and price of recent
investment model:
Historic cost basis
Opening book cost 70,160,945 69,897,169
Purchases (including consulting fees) 1,529,000 5,928,341
Disposals on sale of investment (2,098,353) (1,306,447)
Impairment losses in the year (2,178,771) (4,358,118)
Closing book cost 67,412,821 70,160,945
Valuation methodology
Level 1 ‑ Mid‑market price 12,483,101 18,581,103
Level 2 ‑ Comparable company analysis 40,446,656 97,634,716
Level 3 ‑ Cost or price of recent investment 163,023,081 85,808,119
215,952,838 202,023,938
The estimates significant to the financial statements during the year and at
the year‑end is the consideration of the fair value of financial assets at
FVPL as set out in the relevant accounting policies shown above. A number of
the financial assets at FVPL held by the Company are at an early stage of
their development. The Company cannot yet carry out regular reliable fair
value estimates of some of these investments. Future events or transactions
involving the companies invested in may result in more accurate valuations of
their fair values (either upwards or downwards) which may affect the Company's
overall net asset value.
Valuation methodologies can be changed from time to time. The following table
shows the changes made for 2025 compared to 2024. These investments were held
at cost or price of recent investments of the total value of US$76,865,609 as
of 31 December 2024:
Company name 2025 2024
Bolt Cost or price of recent investment Comparable company analysis
Viceversa Cost or price of recent investment Comparable company analysis
Prodly Comparable company analysis Cost or price of recent investment
SOAX Comparable company analysis Cost or price of recent investment
Mobilo (Lulu Systems, Inc) Comparable company analysis Cost or price of recent investment
The following table shows the changes made for 2024 compared to 2023. These
investments were held at cost or price of recent investments of the total
value of US$9,996,813 as of 31 December 2023:
Company name 2024 2023
Affise Cost or price of recent investment Comparable company analysis
Aurabeat Comparable company analysis Cost or price of recent investment
FemTech Comparable company analysis Cost or price of recent investment
Hinterview Comparable company analysis Cost or price of recent investment
Adwisely Comparable company analysis Cost or price of recent investment
Bairro Comparable company analysis Cost or price of recent investment
Viceversa Comparable company analysis Cost or price of recent investment
The list of fully impaired or exited investments, in which the Company still
maintained ownership as of 31 December 2025, was as follows:
Company name Investment Year of
amount (USD)
impairment
Rollapp 350,000 2018
UsingMiles/Help WW/Source Inc. 250,000 2018
Favim 300,000 2018
AdInch 1,000,000 2018
E2C 124,731 2020
Drupe 225,000 2019
Virool/Turgo 600,000 2017
Sixa 900,000 2019
Usual Beverage Co. 300,000 2022
StudyFree 1,000,000 2022
Wanelo 355,000 2023
Rocket Games (Legionfarm) 1,650,000 2023
Scalarr 1,999,999 2023
Academy of Change 1,000,000 2023
Conte.ai/Postoplan 1,784,185 2023
Metrospeedy 1,000,000 2023
BaFood 2,500,000 2023
Hinterview Limited 661,743 2024
Hugo Technologies 595,654 2024
Moeco IoT, Inc 1,000,000 2024
Rocket Games (LegionFarm) 69,828 2024
Sharethis 488,909 2024
Bairro (BAIRRÍSSIMO, LDA) 1,107,638 2024
GameOn 1,030,000 2024
Cheetah (Go X) 350,000 2025
Qumata 798,771 2025
Aurabeat 1,030,000 2025
Total 22,471,458
Financial assets at fair value through profit or loss are measured at fair
value, and changes therein are recognised in profit or loss.
When measuring the fair value of a financial instrument, the Company uses
relevant transactions during the year or shortly after the year end, which
gives an indication of fair value and considers other valuation methods to
provide evidence of value. The "price of recent investment" methodology is
used mainly for venture capital investments, and the fair value is derived by
reference to the most recent financing round or sizeable partial disposal.
Fair value change is only recognised if that round or partial disposal
involved a new external investor. From time to time, the Company may assess
the fair value in the absence of a relevant independent transaction by relying
on other market observable data and valuation techniques, such as the analysis
of comparable companies and/or comparable transactions. The nature of such
valuation techniques is highly judgmental and dependent on the market
sentiment at the time of the analysis.
(i) Equity investments as at 31 December 2025:
Investee company Date of initial investment Value at 1 Jan 2025, USD Additions to equity investments during the period, USD Conversions from loan notes and SAFEs, USD Gain/loss from changes in fair value of equity investments, USD Disposals, USD Write-offs, USD Value at 31 Dec 2025, USD Fully diluted equity stake owned
Backblaze 24.07.2012 18,581,103 - - (2,345,704) (3,752,298) - 12,483,101 5‑10%
Remote.it 13.06.2014 131,200 - - - - - 131,200 <5%
Bolt 15.09.2014 67,659,570 - - 11,358,465 (853,447) - 78,164,588 <5%
PandaDoc 11.07.2014 8,013,824 - - - - - 8,013,824 <5%
Fideo Intelligence 11.01.2018 244,506 - - - - - 244,506 <5%
Scentbird 13.04.2015 14,074,244 - - 8,528,115 - - 22,602,359 <5%
Workiz 16.05.2016 3,971,659 - - - - - 3,971,659 <5%
Hugo 19.01.2019 - - - 160,052 (160,052) - - <5%
Inquisitive 25.02.2019 905,656 - - - - - 905,656 <5%
Qumata 06.06.2019 454,706 - - - - (454,706) - <5%
eAgronom 31.08.2018 372,913 - - 50,021 - - 422,934 <5%
Timbeter 05.12.2019 207,100 - - 27,780 - - 234,880 <5%
3S Money Club 07.04.2020 18,578,690 - - 1,367,193 - - 19,945,883 10‑15%
Virtual Mentor (Allright) 12.11.2020 772,500 - - - - - 772,500 <5%
NovaKid 13.11.2020 2,949,855 - - - - - 2,949,855 <5%
Viceversa 17.11.2020 1,521,039 - - (959,540) - - 561,499 <5%
Accern 21.08.2019 30,000 - - - (30,000) - - <5%
Feel 13.08.2020 3,801,910 - - 279,780 - - 4,081,690 5‑10%
Affise 18.09.2019 2,611,317 - - - - - 2,611,317 5‑10%
3D Look 03.03.2021 500,000 - - - - - 500,000 <5%
FemTech 30.03.2021 450,515 - - 33,153 - - 483,668 5‑10%
Muncher 23.04.2021 1,426,849 - - - - - 1,426,849 5‑10%
CyberWrite 20.05.2021 1,156,341 - - - - - 1,156,341 <5%
Outvio 22.06.2021 517,750 - - 69,450 - - 587,200 <5%
Collectly 13.07.2021 6,449,328 - - - - - 6,449,328 <5%
VertoFX 16.07.2021 1,132,999 - - - - - 1,132,999 <5%
EstateGuru 06.09.2021 388,313 - - 52,087 - - 440,400 <5%
Prodly 09.09.2021 1,800,000 - - (900,000) - - 900,000 <5%
Sonic Jobs 15.09.2021 888,220 - - (676,869) - - 211,351 <5%
OneNotary (Adorum) 01.10.2021 - - 924,377 - - - 924,377 <5%
EdVibe (Study Space, Inc) 02.11.2021 750,000 - - - - - 750,000 5‑10%
1Fit (Alippe, Inc) 24.12.2021 1,580,320 - - - - - 1,580,320 <5%
Agendapro 03.09.2021 910,609 - - (16,432) - - 894,177 <5%
Laundryheap 28.01.2022 2,951,082 - - 217,168 - - 3,168,250 <5%
My Device Inc 30.11.2021 1,789,241 - - 491,719 - - 2,280,960 5‑10%
SOAX 21.01.2022 4,000,000 - - (1,000,000) - - 3,000,000 5‑10%
Spin.ai 17.12.2018 964,102 - - 1,097,434 - - 2,061,536 <5%
Jome 16.02.2024 1,030,000 - - - - - 1,030,000 <5%
ScaleAI 16.10.2024 514,157 - - 708,501 (564,655) - 658,003
Phoenix 29.05.2023 1,300,020 - - - - - 1,300,020 <5%
Montera 02.08.2023 721,000 - - - - - 721,000 <5%
Rain Technologies Inc. 17.10.2023 - - 1,865,389 - - - 1,865,389 <5%
Praktika.ai Company 29.12.2023 4,977,073 - - - - - 4,977,073 <5%
Leasy Holdings Limited 19.12.2025 - 500,000 - - - - 500,000 <5%
Total 181,079,711 500,000 2,789,766 18,542,373 (5,360,452) (454,706) 197,096,692
(ii) Convertible loan notes as at 31 December 2025:
Investee company Date of initial investment Value at 1 Jan 2025, USD Additions to convertible note investments during the period, USD Conversions to equity, USD Gain/loss from changes in fair value of convertible loan notes, USD Disposals, Write-offs, USD Value at 31 Dec 2025, USD
USD
Timbeter 05.12.2019 51,775 - - 5,735 (57,510) - -
MedVidi 27.09.2021 2,560,000 - - - - - 2,560,000
Total 2,611,775 - - 5,735 (57,510) - 2,560,000
(iii) SAFEs as at 31 December 2025:
Investee company Date of initial investment Value at 1 Jan 2025, USD Additions to SAFE investments during the period, USD Conversions to equity, USD Gain/loss from changes in fair value of SAFE investments, USD Disposals, USD Write-offs, USD Value at 31 Dec 2025, USD
Cheetah (Go X) 29.07.2019 175,000 - - - - (175,000) -
Adwisely 24.09.2019 800,000 - - - - - 800,000
Aurabeat 03.05.2021 515,000 - - - - (515,000) -
Synder (CloudBusiness Inc) 26.05.2021 3,428,571 - - - - - 3,428,571
OneNotary (Adorum) 01.10.2021 924,377 - (924,377) - - - -
Educate online 16.11.2021 5,694,915 - - - - - 5,694,915
Mobilo (Lulu Systems, Inc) 09.12.2021 1,885,000 - - (1,211,100) (50,000) - 623,900
1Fit (Alippe, Inc) 19.04.2023 500,000 - - - - - 500,000
Rain Technologies Inc. 17.10.2023 1,865,389 - (1,865,389) - - - -
Entytech OU 20.06.2024 414,200 - - 55,560 - - 469,760
For Good AI Inc. (Zencoder) 20.09.2024 1,030,000 - - - - - 1,030,000
Rhinocorn Inc 13.12.2024 600,000 400,000 - 520,000 - - 1,520,000
Expert Remote Inc (Global Work AI) 30.12.2024 500,000 129,000 - 1,100,000 - - 1,729,000
Spendbase Inc 15.01.2025 - 500,000 - - - - 500,000
Total 18,332,452 1,029,000 (2,789,766) 464,460 (50,000) (690,000) 16,296,146
11. Trade and other receivables
At 31 December 2025 At 31 December 2024
USD USD
Prepayments 56,895 44,352
Other receivables 20,201 20,201
77,096 64,553
The fair value of trade and other receivables approximate to their carrying
amounts as presented above.
Other receivables as of 31 December 2025 and as of 31 December 2024
represented amounts due from the disposed investment in Hugo.
Expected credit loss model under IFRS 9 has not been applied with respect to
receivables due to this being inappropriate for the above receivables.
12. Cash and cash equivalents
The cash and cash equivalents as at 31 December 2025 included cash and cash
equivalents in banks and brokers.
Cash and cash equivalents comprised the following:
At 31 December 2025 At 31 December 2024
USD USD
Treasury bills - 2,473,851
Bank balances 5,013,050 2,726,977
5,013,050 5,200,828
The following table represents an analysis of cash and equivalents by rating
agency designation based on Moody`s rating or their equivalent:
At 31 December 2025 At 31 December 2024
Bank balances USD USD
C rating 27,128 88,982
Caa2 rating 2,394,647 2,606,210
Baa3 rating - 882
Baa2 rating 131 -
Aaa rating 100,433 -
Not rated 2,490,711 30,903
5,013,050 2,726,977
At 31 December 2025 At 31 December 2024
Treasury bills USD USD
Aaa rating - 2,473,851
- 2,473,851
13. Trade and other payables
At 31 December 2025 At 31 December 2024
USD USD
Salaries payable 13,200 59,500
Directors' fees payable 18,367 11,891
Bonuses payable 153,300 1,206,217
Trade payables 33,315 44,037
Other current liability - 45
Accruals 40,509 53,987
258,691 1,375,677
The fair value of trade and other payables approximate to their carrying
amounts as presented above.
14. Share capital
On 31 December 2025 the Company had an authorised share capital of unlimited
ordinary shares of no par value and had issued ordinary share capital of:
At 31 December 2025 At 31 December 2024
USD USD
Share capital 52,455,315 53,283,415
Issued capital comprises: Number Number
Fully paid ordinary shares 30,961,538 31,451,538
Number of shares Number of shares
Balance at 31 December 2024 31,451,538 31,451,538
Buy back and cancellation of shares (490,000) -
Balance at 31 December 2025 30,961,538 31,451,538
The Company successfully completed a share buyback programme, in which a total
of 651,688 TMT shares were bought at a weighted average price of US$2.65 per
share for a total consideration of US$1,729,657. In 2025, 490,000 TMT shares
were cancelled for a total consideration of US$1,300,518. At the year end, the
Company owned 161,688 of its own shares, which had been acquired for a total
consideration of US$429,139, and which were subsequently cancelled in January
2026.
15. Capital management
The capital structure of the Company consists of equity share capital,
reserves, and retained earnings.
The Board's policy is to maintain a strong capital base so as to maintain
investor and market confidence and to enable the successful future development
of the business.
The Company is not subject to externally imposed capital requirements.
No changes were made to the objectives, policies and process for managing
capital during the year.
16. Financial risk management and financial instruments
The Company has identified the following risks arising from its activities and
has established policies and procedures to manage these risks. The Company's
principal financial assets are cash and cash equivalents, investments in
equity shares, and convertible notes receivable.
Credit risk
As at 31 December 2025 the largest exposure to credit risk related to
convertible notes receivable and SAFEs of US$18,856,146 (as at 31 December
2024 ‑ US$20,944,227), and cash and cash equivalents of US$5,013,050 (as at
31 December 2024 ‑ US$5,200,828).
The Company's exposure to credit risk is influenced mainly by the individual
characteristics of each investee company. The credit quality of investments in
equity shares and convertible promissory notes is based on the financial
performance of the individual portfolio companies. For those assets that are
not impaired it is believed that the risk of default is small and that capital
repayments and interest payments will be made in accordance with the agreed
terms and conditions of the Company's investment. In other cases, an
appropriate asset impairment is recorded to reflect the fair value. The
exposure to credit risk is approved and monitored on an ongoing basis
individually for all significant investee companies.
The exposure risk is reduced because the counterparties are banks with high
credit ratings ("BBB+" Liquidity banks) assigned by international credit
rating agencies. The Directors intend to continue to spread the risk by
holding the Company's cash reserves in more than one financial institution.
(i) Exposure to credit risk
The carrying amount of the following assets represents the maximum credit
exposure. The maximum exposure to credit risk as at 31 December was as
follows:
At 31 December 2025 At 31 December 2024
USD USD
Convertible notes receivable & SAFEs 18,856,146 20,944,227
Trade and other receivables 77,096 64,553
Cash and cash equivalents 5,013,050 5,200,828
23,946,292 26,209,608
Market risk
The Company's financial assets are classified as financial assets at FVPL. The
measurement of the Company's investments in equity shares and convertible
notes is largely dependent on the underlying trading performance of the
investee companies, but the valuation and other items in the financial
statements can also be affected by fluctuations in interest and currency
exchange rates.
Foreign currency risk management
The Company is exposed to foreign currency risks on investments and salary and
director remuneration payments that are denominated in a currency other than
the functional currency of the Company. The currency giving rise to this
risk is primarily GBP and EUR. The exposure to foreign currency risk as at 31
December 2025 was as follows:
At 31 December 2025 At 31 December 2025 At 31 December 2024 At 31 December 2024
GBP EUR GBP EUR
Current assets
Cash and cash equivalents 22,972 52,781 77,530 14,305
Current liabilities
Trade and other payables (32,886) - (38,903) -
Net (short)/ long position (9,914) 52,781 38,627 14,305
Net exposure currency (7,370) 44,943 30,830 13,815
Net exposure currency (assuming a 10% movement in exchange rates) (8,923) 47,503 34,764 12,875
Impact on exchange movements in the statement of comprehensive income (991) 5,278 3,863 1,431
The foreign exchange rates of the USD at 31 December were as follows:
31/12/2025 31/12/2024
Currency
British pounds 1.3451 1.2529
Euro 1.1744 1.0355
This analysis assumes that all other variables, in particular interest rates,
remain constant.
Fair value and liquidity risk management
The Company's approach to managing liquidity is to ensure that it will always
have sufficient liquidity to meet its liabilities when due, under both normal
and stressed conditions, without incurring unacceptable losses or risking
damage to the Company.
The Company has low liquidity risk due to maintaining adequate banking
facilities, by continuously monitoring actual cash flows and by matching the
maturity profiles of financial assets and current liabilities.
As at 31 December 2025, the cash and equivalents of the Company were
US$5,013,050. As at 31 December 2024, the cash and equivalents of the Company
were US$5,200,828
The following are the maturities of current liabilities as at 31 December
2025:
Carrying amount Within one year 2‑5 More than 5 years
years
USD USD USD USD
Salaries 13,200 13,200 - -
Directors' fees payable 18,367 18,367 - -
Bonuses payable 153,300 153,300 - -
Trade payables 33,315 33,315 - -
Other current liabilities - - - -
Accruals 40,509 40,509 - -
258,691 258,691 - -
The following table analyses the fair values of financial instruments measured
at fair value by the level in the fair value hierarchy as at 31 December 2025:
Level 1 Level 2 Level 3 Total
USD USD USD USD
Financial assets
Financial assets at FVPL 12,483,101 40,446,656 163,023,081 215,952,838
12,483,101 40,446,656 163,023,081 215,952,838
17. Related party transactions
The Company's Directors receive fees and bonuses from the Company, details of
which can be found in Note 6.
18. Equity
Share capital
This represents the value of shares that have been issued by the Company as at
the date of issue.
Own shares for cancellation
This company's own shares that have been repurchased and are intended to be
cancelled, resulting in a reduction of the company's issued share capital.
Retained earnings
This reserve comprises all current and prior period retained profits and
losses after deducting any distributions made to the company's shareholders.
19. Subsequent events
TMT received a US$1.5 million cash consideration for the disposal of 75% of
its equity stake in Spin Technology, Inc, trading as Spin.ai.
At the end of 2025, the Company executed a share buyback programme for
approximately US$1.7 million, with a portion of the acquired TMT shares
cancelled after the year-end. As a result, in January 2026, TMT cancelled
161,688 ordinary shares, which had been acquired for an aggregate
consideration of US$429,139.
20. Control
The Company is not controlled by any one party. Details of significant
shareholders are shown in the Directors' Report.
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Copyright 2019 Regulatory News Service, all rights reservedRecent news on TMT Investments
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