EnergyPathways PLC - Interim Results
Released
Released
Announcement PDF
RNS Number : 6565W
EnergyPathways PLC
29 September 2026
EnergyPathways plc
("EnergyPathways" or the "Company")
Results for the half year ended 30 June 2026
EnergyPathways (AIM: EPP), an integrated energy transition company, is pleased to announce its
unaudited results for the six months ended 30 June 2026.
Period Highlights:
· Offer of Gas Storage Licence GSL009 made by NSTA and formally accepted by the Company; licence
covers storage of natural gas and hydrogen
· Front End Engineering & Design ("FEED") commenced for the LDES project
· Agreement with Associated British Ports (ABP) to evaluate ABP's Port at Barrow for onshore
facilities for the MESH project
· Appointment of Alison Flower as Non-Executive Director and Martyn Millwood Hargrave as Chief
Scientific Officer
· Signed £15 million financing agreement comprising £5 million convertible loan and £10 million "At
The Market" equity facility
· Active engagement with and encouragement by the UK Government and other key stakeholders to
further the maturity of all three projects to FID; LDES, strategic gas & hydrogen storage and
hydrogen industries for the production of hydrogen / ammonia and graphite
· Loss for the period £1,952,757 (30 June 2025: loss £607,201; 31 December 2025: loss £1,659,501).
Post period-end:
· Appointment of Jacobs as engineering and regulatory partner
· Intellectual property patent application submitted in relation to the Company's Compressed Air
Energy Storage System
· Signed collaboration agreement with Hycamite TCD Technologies Ltd to evaluate high-grade
graphite and low-carbon hydrogen production technology
For further information on the Company please visit the Company's website:
https://energypathways.uk
The information contained within this announcement is deemed by the Company to constitute
inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 (MAR). Upon
the publication of this announcement via Regulatory Information Service (RIS), this inside
information is now considered to be in the public domain.The Directors of the Company are
responsible for this announcement.
Forward Looking Statements
This announcement contains forward looking statements relating to the plans, activities and expectations
of EnergyPathways PLC. Such statements include, but are not limited to, those concerning anticipated
timelines and outcomes. Forward looking statements are typically identified by words such as "plan",
"expect", "anticipate", "intend", "may", "could", "potential" or similar expressions.
These statements are based on current expectations and assumptions and involve risks and uncertainties
that could cause actual results to differ materially. Factors include geological risk, permitting and
regulatory approvals, funding availability, operational challenges, commodity price movements and
general market conditions. No assurance can be given that any forward-looking statements will prove to
be accurate, and shareholders are cautioned not to place undue reliance on them.
Contact:
EnergyPathways
Ben Clube / Max Williams
Email :
info@energypathways.uk
Cairn Financial Advisers LLP (Nominated Adviser)
Jo Turner / Louise O'Driscoll / Sandy Jamieson
Tel: +44 (0)20 7213 0880
SP Angel Corporate Finance LLP (Joint Broker)
Richard Hail / Adam Cowl
Tel: +44 (0)20 3470 0470
Hagen Advisory (Financial PR)
Ben Romney
Email:
ben@hagenadvisory.co.uk
CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS
FOR THE SIX MONTHS ENDED 30 JUNE 2026
Unaudited Unaudited Audited
6 Month
Period Ended
30 June
2026
6 Month
Period Ended
30 June
2025
12 Month
Period
Ended 31
December
2025
Note £ £ £
Administrative expenses (1,590,116) (572,490) (1,415,172)
Loss on revaluation of derivative liabilities
and (215,507) -
-
financial liabilities
Impairment of property, plant and
equipment
- -
(167,591)
Pre-acquisition license expenses (47,875) (29,315) (71,349)
Operating Loss (1,853,498) (601,805) (1,654,112)
Net finance costs (99,259) (5,396) (5,389)
Loss before tax (1,952,757) (607,201) (1,659,501)
Taxation - - -
Loss for the period (1,952,757) (607,201) (1,659,501)
Other comprehensive income:
Items that will or may be reclassified to
profit or loss:
Other comprehensive income - - -
Total comprehensive loss (1,952,757) (607,201) (1,659,501)
Basic and Diluted Loss per share (pence) 3 (0.84) (0.35) (0.87)
All operations are continuing.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2026
Unaudited Unaudited Audited
As at
30 June
2026
As at
30 June
2025
As at
31 December
2025
Note £ £ £
Non-current assets
Intangible assets 4 - - -
Property, plant and equipment 4,475,045 2,175,460 3,079,697
4,475,045 2,175,460 3,079,697
Current assets
Trade and other receivables 5 396,305 150,883 293,558
Cash and cash equivalents 840,508 695,335 1,092,759
1,236,813 846,218 1,386,317
Total assets 5,711,858 3,021,678 4,466,014
Current liabilities
Trade and other payables 5 (1,781,610) (1,345,939) (1,979,383)
Borrowings 7 (958,962) (105,514) -
(2,740,572) (1,451,453) (1,979,383)
Non-current liabilities
Financial liabilities - warrants 8 (352,657) - -
Total liabilities (3,093,229) (1,451,453) (1,979,383)
Net assets 2,618,629 1,570,225 2,486,631
Equity
Ordinary share capital 9 2,508,252 1,860,286 2,241,923
Share premium 9 7,951,344 5,525,849 6,808,918
Share based payments reserve 1,193,000 270,000 517,000
Retained earnings (9,033,967) (6,085,910) (7,081,210)
Total equity 2,618,629 1,570,225 2,486,631
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2026
Ordinary
Share capital
Share
premium
Share based
payments reser
Note £ £ £
Balance as at 1 January 2025 (Audited) 1,684,954 4,772,264 288,0
Loss for the period and total comprehensive income - -
Issue of shares for services 9 26,617 118,651
Issue of shares - placing and subscription 9 134,240 609,452
Issue of shares - exercise of warrants 9 5,000 20,000
Issue of shares - exercise of options 9 9,475 28,425
Share issue costs 9 - (40,943)
Released on exercise of options - 18,000 (18,00
Balance as at 30 June 2025 (Unaudited) 1,860,286 5,525,849 270,0
Loss for the period and total comprehensive income - -
Issue of shares for services 9 42,853 142,664
Issue of shares - placing and subscription 9 321,284 1,164,715 277,0
Issue of shares - exercise of warrants 9 17,500 52,500 (39,00
Share issue costs 9 - (58,810)
Transfer to retained earnings - (18,000)
Issue of broker warrants - - 9,0
Balance as at 31 December 2025 (Audited) 2,241,923 6,808,918 517,0
Loss for the period and total comprehensive income - -
Issue of shares - ATM 9 69,397 193,500
Issue of shares for third-party services 9 135,541 378,283
Issue of shares -subscription 9 1,143 8,857
Issue of shares - loan conversion 9 60,248 573,047
Share issue costs - (11,261)
Grant of warrants 10 - - 676,0
Balance as at 30 June 2026 (Unaudited) 2,508,252 7,951,344 1,193,0
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED 30 JUNE 2026
Unaudited Unaudited Audited
6 months to
30 June
2026
6 months
to 30 June
2025
12 months to
31 December
2025
Note £ £ £
Cash flows from operating activities
Loss before tax for the period (1,952,757) (607,201) (1,659,501)
Adjustments for:
Depreciation 1,697 1,697 3,413
Share based payments 676,000 - 9,000
Compensation settled in shares 6,667 29,726 81,037
Movement on fair value revaluations 215,509 - -
Interest income (148) (117) (125)
Interest expense 99,407 5,514 5,514
(953,625) (570,381) (1,560,662)
Changes in non-cash working capital accounts
(Increase) / decrease in trade and other
receivables 5 (92,205) (39,661) (187,138)
Increase / (decrease) in trade and other
payables 6 46,836 184,405 437,972
Cash used in / (generated by) operating
activities (998,994) (425,637) (1,309,828)
Income taxes paid - - -
Net cash flows from operating activities (998,994) (425,637) (1,309,828)
Investing activities
Purchase of property, plant and equipment (1,145,041) (602,444) (1,038,187)
Interest income 148 117 125
Net cash used in investing activities (1,144,893) (602,327) (1,038,062)
Financing activities
Proceeds from issue of ordinary share capital 9 272,897 806,592 2,639,592
Share issue costs 9 (11,261) (40,943) (56,593)
Interest paid - - -
Proceeds from loans and borrowings 7 1,630,000 100,000 -
Net cash provided by financing activities 1,891,636 865,649 2,582,999
Net (decrease)/increase in cash and cash
equivalents (252,251) (162,315) 235,109
Cash and cash equivalents at beginning of
period 1,092,759 857,650 857,650
Cash and cash equivalents at end of period 840,508 695,335 1,092,759
NOTES TO THE FINANCIAL STATEMENTS
1. General Information
EnergyPathways plc (the "Company" or "EnergyPathways") is a company incorporated in
England and Wales under the Companies Act 2006 with the registered number 13201653. The
Company's registered office is Highdown House, Yeoman Way, Worthing, West Sussex, BN99
3HH.
The principal activity of the Company is delivering clean, home-grown energy for the UK.
2. Summary of significant accounting policies
The principal accounting principles applied in the preparation of these unaudited interim
financial statements are set out below. These principles have been consistently applied to all
periods presented, unless otherwise stated.
2.1. Basis of preparation
The interim financial information set out above does not constitute statutory accounts within
the meaning of the Companies Act 2006. It has been prepared on a going concern basis in
accordance with UK-adopted international accounting standards. Statutory financial
statements for the period ended 31 December 2025 were approved by the Board of Directors
on 29 June 2026 and delivered to the Registrar of Companies. The report of the auditors on
those financial statements was unqualified.
The interim financial information for the six months ended 30 June 2026 has not been
reviewed or audited. The interim financial report was approved by the Board on 28 September
2026.
The financial information contained in the half-yearly financial statements have been
prepared on the historical cost basis, except for share-based payments, warrants and
derivative liabilities, which are based on fair values determined at the grant date and, where
appropriate, revalued at the period-end date.
The accounting policies adopted are consistent with those of the annual Financial Statements
for the year ended 31 December 2025 with the addition of new accounting policies arising from
the Company entering into a convertible loan agreement with warrants as set out below.
Convertible loan notes (CLNs)
Upon issue of a new convertible loan, where the convertible option is at a fixed rate, the net
proceeds received from the issue of CLNs are split between a liability element and an equity
component at the date of issue. The fair value of the liability component is estimated using the
prevailing market interest rate for similar non-convertible debt. The difference between the
proceeds of issue of the CLNs and the fair value assigned to the liability component,
representing the embedded option to convert the liability into equity of the Group, is included
in equity and is not remeasured.
Where the convertible loan note includes a conversion feature, it is bifurcated from the host
debt liability and recognised initially at fair value and remeasured to fair value at the period
end reporting date with the movements in fair value recognised in the income statement.
Subsequent to the initial recognition the host debt liability component is measured at
amortised cost using the effective interest method.
When there are amendments to the contractual loan note terms these terms are assessed to
determine whether the amendment represents an inducement to the loan note holders to
convert. If this is considered to be the case, the estimate of fair value is adjusted as appropriate
and any loss arising is recorded in the income statement.
Where there are amendments to the contractual loan note terms that are considered to
represent a modification to the loan note, without representing an inducement to convert, the
Group treats the transaction as an extinguishment of the existing convertible loan note and
replaces the instrument with a new convertible loan note. The fair value of the liability
component is estimated using the prevailing market interest rate for similar nonconvertible
debt. The fair value of the conversion right is recorded as an increase in equity. The previous
equity reserve is reclassified to retained loss. Any gain or loss arising on the extinguishment of
the instrument is recorded in the income statement, unless the transaction is with a
counterparty considered to be acting in their capacity as a shareholder whereby the gain or
loss is recorded in equity.
Where the loan note is converted into ordinary shares by the loan note holder, the unaccreted
portion of the loan notes is transferred from the derivative liability; the full liability is then
converted into share capital and share premium based on the conversion price on the note.
On issue of a convertible loan, the fair value of the liability component is determined by
discounting the contractual future cash flows using a market rate for a non-convertible
instrument with similar terms. This value is carried as a liability on the amortised cost basis
unless it is designated as a Fair Value Through Profit and Loss ("FVTPL") at inception.
Warrants
Warrants granted as part of a financing arrangement which fail the fixed-for-fixed criteria as a
result of either the consideration to be received or the number of warrants to be issued is
variable, are initially recorded at fair value as a financial liability and charged as transaction
cost deducted against the loan and held subsequently at fair value. Subsequently the derivative
liability is revalued at each reporting date with changes in the fair value recorded within
finance income or costs.
New and amended standards that became applicable for the Group in the current reporting
period have not resulted in changes to accounting policies or retrospective adjustments.
2.2. Going concern
In order to assess the appropriateness of the going concern basis in preparing the financial
statements for the six months ended 30 June 2026, the Directors have considered a time period
of at least twelve months from the date of approval of these financial statements.
The Group is currently not revenue-generating and incurred an operating loss during the six
months ended 30 June 2026. At the balance sheet date, the Group had cash and cash
equivalents amounting to £840,000. The future of the Company is dependent on the
development of the MESH project to deliver Energy Security and Net Zero in line with the UK
Government's energy policy. During the period under review, the Company entered into a
financing agreement comprising a £5 million loan facility and a £10 million "At The Market"
equity facility ("ATM"). At the date of this report, £3 million of the loan facility and
approximately £9.5 million of the ATM remains available to the Company. The Directors
believe that the Group's cash flow can be assisted by raising additional capital, the deferral of
planned expenditure and other cost saving actions, loan facilities for revenue-generating
operations or from future revenues.
The Directors concluded that the Group will have sufficient resources to continue as a going
concern for the future, that is for a period of not less than 12 months from the date of approval
of the consolidated financial statements.
However, there exists a material uncertainty that may cast significant doubt over the ability of
the Group to continue as a going concern. The Group may be unable to realise its assets and
discharge its liabilities in the normal course of business if it is unable to raise funds for further
development of the MESH project. The condensed consolidated statements have been prepared
on a going concern basis and do not include any adjustments that would be necessary if this
basis were inappropriate.
2.3. Risks and uncertainties
The Board continuously assesses and monitors the key risks of the business. The key risks that
could affect the Company's medium term performance and the factors that mitigate those risks
have not substantially changed from those set out in the Company's 2025 Annual Report and
Financial Statements, a copy of which is available on the Company's website:
https://energypathways.uk. The key financial risks are securing finance for the MESH Project
and an emerging cost inflation risk.
2.4. Critical judgements and accounting estimates
The preparation of interim financial statements requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the end of the
reporting period. Significant items subject to such estimates are set out in note 3 of the
Company's 2025 Annual Report and Financial Statements.
During the period, the Group entered into a convertible loan agreement and granted warrants
which gave rise to derivative and financial liabilities (see Note 7 and 8). Accounting for
derivative financial liabilities arising from the drawdown of the convertible loan and grant of
share warrants requires the use of valuation models to estimate the future share price
performance of the Company. Assumptions for the share price volatility, risk free rate and
expected life are required in order to determine the fair values at the date of grant. The
derivative and financial liabilities are revalued at each period end using restated assumptions.
Other than the derivative and financial liabilities arising on the grant of share warrants in the
period, there have been no material revisions to the nature and the assumptions used in
estimating amounts reported in the annual audited financial statements of EnergyPathways
PLC for the period ended 31 December 2025.
3. Earnings per share
The calculation of the basic and diluted earnings per share is calculated by dividing the loss for
the period for continuing operations for the EnergyPathways Group by the weighted average
number of ordinary shares in issue during the period.
The basic and weighted average number of ordinary shares used in the calculation of basic
earnings per share are as follows:
Unaudited Unaudited Audited
6 months
to 30 June
2026
6 months
to 30 June
2025
12 months
to 31
December
2025
£ £ £
Loss for the purposes of basic
earnings per share being net loss
attributable to the owners
(1,952,757) (607,201) (1,659,501)
Weighted average number of
ordinary shares
231,819,271 171,828,972 190,278,318
Loss per share (pence) (0.84) (0.35) (0.87)
There is no difference between the basic and diluted earnings per share as there were no
securities in issue as at 30 June 2026 that would have a dilutive effect on earnings per share.
4. Property, plant and equipment
Group
Computer
equipment
Motor
vehicles
Asset under
development Total
£ £ £ £
Cost
At 1 January 2025 1,498 8,815 1,397,020 1,407,333
Additions - - 771,886 771,886
At 30 June 2025 1,498 8,815 2,168,906 2,179,219
Additions - - 1,073,544 1,073,544
Impairment - - (167,591) (167,591)
At 31 December 2025 1,498 8,815 3,074,859 3,085,172
Additions - - 1,397,045 1,397,045
At 30 June 2026 1,498 8,815 4,471,904 4,482,217
Depreciation
At 1 January 2025 389 1,673 - 2,062
Charge for the period 246 1,451 - 1,697
At 30 June 2025 635 3,124 - 3,759
Charge for the period 250 1,466 - 1,716
At 31 December 2025 885 4,590 - 5,475
Charge for the period 246 1,451 - 1,697
At 30 June 2026 1,131 6,041 - 7,172
Net book amount at
At 30 June 2026 367 2,774 4,471,904 4,475,045
Net book amount at
31 December 2025 613 4,225 3,074,859 3,079,697
Net book amount at
At 30 June 2025 863 5,691 2,168,906 2,175,460
At the period-end, the Directors considered whether there were any external or internal
indicators of impairment which would require an impairment test on the carrying cost of the
MESH project disclosed under asset for development. The Directors concluded that there was
no indicator of impairment and accordingly no impairment provision has been made.
5. Trade and other receivables
Unaudited Unaudited Audited
As at
30 June
2026
As at
30 June
2025
As at
31 December
2025
£ £ £
Other receivables 14,250 44,000 4,250
Prepayments 52,393 33,694 36,915
VAT receivable 329,662 73,189 252,393
396,305 150,883 293,558
6. Trade and other payables - due within one year
Unaudited Unaudited Audited
As at
30 June
2026
As at
30 June
2025
As at
31 December
2025
£ £ £
Trade payables 637,400 213,385 527,221
Accruals 1,144,210 1,132,554 1,452,162
1,781,610 1,345,939 1,979,383
7. Borrowings
Unaudited Unaudited Audited
As at
30 June
2026
As at
30 June
2025
As at
31 December
2025
£ £ £
Host Liability 477,180 - -
Derivative liability 481,782 - -
Other loans - 105,514 -
958,962 105,514 -
Host liability Unaudited
Unaudited Audited
As at As at As at
30 June
2026
30 June
2025
31 December
2025
£ £ £
-
Drawdowns 1,630,000 - -
Reclassification to derivative liability (694,935) - -
Reclassification to financial liability (419,280) -
-
Finance cost recognised (EIR) 99,407 - -
Transfer from derivative liability on
conversion
495,283 -
-
Transfer to equity on conversion (633,295) - -
477,180 - -
Derivative liability Unaudited Unaudited Audited
As at
30 June
2026
As at
30 June
2025
As at
31 December
2025
£ £ £
Reclassification from host liability 694,935 - -
Movement in fair value 282,130 - -
Released to host liability on conversion (495,283) - -
481,782 - -
On 30 April 2026, the Company announced that it had entered into a financing agreement
comprising a £5 million convertible loan facility and a £10 million "At The Market" equity
facility. The convertible loan facility can be drawn down in instalments as agreed by the
parties and with each drawdown the Company will grant warrants to the lender. During the
period ended 30 June 2026, the Company drew down £1 million on 28 April 2026 and £1 million
on 1 June 2026. After fees, the amounts received were £790,000 and £840,000 respectively.
Because the loan facility includes a round down provision, the convertible element of the loan
fails the fixed-for-fixed criteria. Accordingly, the loan has been bifurcated with the fair value
of the conversion option for each drawdown reclassified as a derivative liability. The fair
values at drawdown were £328,955 and £365,980 respectively. On 11 May 2026, the lender
opted to convert 50%, being £500,000, of the first drawdown. The derivative liability was
revalued as at that date and 50% of the value amounting to £495,283 was transferred to the
host loan. An amount of £633,295 was then transferred from the host liability to equity on
issue of new Ordinary shares. Following the revaluation of the derivative liability arising on
the two drawdowns at 30 June 2026, a loss on revaluation of £282,130 was charged to the
Income Statement.
The interest rate for the loan facility is 0%. A finance cost of £99,406 has been charged from
the Host Liability to the Income Statement calculated using the Effective Interest Rate method.
Measure of fair value of the conversion option
The fair value of the conversion option has been measured using the Black-Scholes pricing
model. Expected volatility has been based on an evaluation of the historical volatility of the
Company's share price. The expected life is based on the contractual life of the loan.
The inputs into the Black-Scholes pricing model are as follows:
Grant date 28 Apr 2026 1 Jun 2026
Number 12,049,644 8,169,200
Exercise price 8.30 pence 12.24 pence
Expected life 1 year 1 year
Expected volatility 156.0% 159.9%
Risk free rate of interest 4.35% 4.14%
Dividend yield Nil Nil
Fair value of option 2.73 pence 4.48 pence
In order to revalue the Level 3 fair value, the principal changes to the input assumptions relate
to the expected volatility, which has been recalculated at the period-end, the expected life of
each drawdown, which has been reduced to the remaining life of each drawdown from the
period-end date, and the movement in the underlying share price. Accordingly the expected
volatility on revaluation has increased to 163.2% and 162% respectively and the underlying
share price has decreased to 6.8 pence. Other input assumptions remained in line with those
at the original date of drawdown. No sensitivity analysis has been provided as the results are
not deemed material.
In accordance with the loan facility agreement, the Company is required to grant warrants
with a three-year life to the lender in conjunction with each drawdown. The warrants granted
on 28 April 2026 were valued at £202,437 and the warrants granted on 1 June 2026 were valued
at £216,844 and reclassified to Financial Liabilities (see Note 8).
Other loan
In October 2023, the Company entered into a loan facility of up to £5.1 million with Global
Green Asset Financing Limited ("GGAF") with interest to be charged at a fixed rate of 12.5% per
annum. On 20 January 2025, an amount of £100,000 was drawn down against facility. Interest
amounting to £5,514 has accrued for the period ended 30 June 2025. The loan was settled in
2025.
8. Financial liabilities - warrants
Unaudited Unaudited Audited
As at
30 June
2026
As at
30 June
2025
As at
31 December
2025
£ £ £
Reclassification from host liability 419,280 - -
Movement in fair value (66,623) - -
352,657 - -
In accordance with the loan facility agreement, the Company is required to grant warrants
with a three-year life to the lender in conjunction with each drawdown. For the first
drawdown on 28 April 2026, the Company granted 5,060,917 warrants with a conversion price
of 8.30 pence per share and for the second drawdown on 1 June 2026 a further 3,431,073
warrants with a conversion price of 12.24 pence per share. Due to a round down provision, the
warrants fail the fixed-for-fixed criteria. Accordingly, they have been initially recorded at fair
value as a financial liability. The warrants granted on 28 April 2026 were valued at £202,437
and the warrants granted on 1 June 2026 were valued at £216,844. Subsequently the warrants
were revalued at 30 June 2026 with a gain on fair value of £66,623 credited to the income
statement.
Measure of fair values of warrants
The fair value of the warrants issued has been measured using the Black-Scholes pricing
model. The warrants are considered to have vested immediately. Expected volatility has been
based on an evaluation of the historical volatility of the Company's share price. The expected
life is based on the contractual life of the warrants.
The inputs into the Black-Scholes pricing model are as follows:
Grant date 28 Apr 2026 1 Jun 2026
Number 5,060,917 3,431,073
Exercise price 8.30 pence 12.24 pence
Expected life 3 years 3 years
Expected volatility 132.2% 132.7%
Risk free rate of interest 4.09% 4.25%
Dividend yield Nil Nil
Fair value of option 3.87 pence 6.32 pence
In order to revalue the Level 3 fair value, the principal changes to the input assumptions relate
to the expected volatility, which has been recalculated at the period-end, the expected life of
each grant, which has been reduced to the remaining life of each grant from the period-end
date, and the movement in the underlying share price. Accordingly the expected volatility on
revaluation has decreased to 131.1%, for both sets of warrants and the underlying share price
has decreased to 6.8 pence. Other input assumptions remained in line with those at the
original date of grant. No sensitivity analysis has been provided as the results are not deemed
material.
At 30 June 2026, the total financial liability for the 8,491,990 warrants (30 June 2025: nil and 31
December 2025: nil) not yet exercised was revalued and the balance at that date was £352,657
(30 June 2025: nil and 31 December 2025: nil).
9. Ordinary share capital and share premium
Issued
Number of
shares
Ordinary share
capital
£
Share
premium
£
As at 31 December 2024 (Audited) 168,495,345 1,684,954 4,772,264
Issue of shares 13,424,040 134,240 609,452
Issue of shares for third-party services 1,213,742 12,137 80,655
Issue of shares for services 1,448,017 14,480 37,996
Issue of shares - warrants 500,000 5,000 20,000
Issue of shares - options 947,500 9,475 28,425
Release of provision on exercise of options - - 18,000
Share issue costs - - (40,943)
As at 30 June 2025 (Unaudited) 186,028,644 1,860,286 5,525,849
Issue of shares for third-party services 1,936,949 19,370 71,675
Issue of shares for services 1,628,945 16,289 35,022
Issue of shares - share placing 9,411,762 94,118 226,882
Issue of shares - share subscription 22,716,661 227,167 937,833
Issue of shares for commission 719,332 7,193 35,967
Issue of shares - warrants 1,750,000 17,500 52,500
Transfer of provision on exercise of options - - (18,000)
Share issue costs - - (58,810)
As at 31 December 2025 (Audited) 224,192,293 2,241,923 6,808,918
Issue of shares - ATM 6,939,727 69,397 193,500
Issue of shares for third-party services 13,554,035 135,541 378,283
Issue of shares - share subscription 114,285 1,143 8,857
Issue of shares - loan conversion 6,024,822 60,248 573,047
Share issue costs - - (11,261)
As at 30 June 2026 (Unaudited) 250,825,162 2,508,252 7,951,344
During the period to 30 June 2026 the Company issued:
• 6,939,727 ordinary shares under the At The Market Equity Facility at 1 penny each,
amounting to £69,397. Subsequent to the issue the Company received a further
£193,500 on the sale of 2,100,000 ordinary shares under the ATM Equity Facility.
• 6,024,822 ordinary shares on the conversion of £500,000, representing 50% of the
first draw down under the Loan Facility.
• a total of 2,337,907 ordinary shares at an average price of 5.64 pence each to
consultants and advisors in lieu of cash for services rendered.
• 11,216,128 ordinary shares to settle outstanding consulting fees due to a company
related to Mr Ben Clube.
• 114,285 ordinary shares at 8.75 pence under a subscription agreement with Mr Ben
Clube.
During the six months ended 31 December 2025 the Company issued:
• 9,
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