
("Kavango" or the "Company")
Unaudited Interim Results
SUMMARY
Projects
· Three phases of surface exploration and resource drilling completed, including:
o 1,504.53 metres ("m") of diamond core resource drilling at Nightshift
o 1,296.82m of diamond core resource drilling at Bill's Luck
o 2,358m of reverse circulation (RC) resource drilling at Bill's Luck
o 910.40m of underground diamond core resource drilling at Bill's Luck
o 3,231.89m of diamond core exploration drilling at Steenbok
· Construction commenced of a 50 tonne per day ("tpd") Carbon in Pulp ("CIP") gold processing plant at the
· Post H1
o Start of resource drilling campaign, consisting of 4,000m of diamond drilling and 4,500m of RC drilling, at the
· Second phase drilling completed at Nara to confirm potential for large-scale gold mineralised system.
· Notice of Exercise served, to acquire 45 claims for
· Collaboration completed with First Quantum Minerals ("First Quantum"), in which Kavango ran geophysical surveys over First Quantum's deep drill hole to test the technologies' accuracy for modelling the D'Kar/Ngwako Pan contact.
o The contact point between the D'Kar and Ngwako Pan rock formations is the main control for large-scale copper/silver mineralisation in the Kalahari Copper Belt.
· The Company has prepared final targets for a follow-up drill programme later this year.
Financing
· Pursuant to an FCA-approved prospectus published on
·
· Post H1
o
§ 69,364,667 shares issued to a consortium of nine pension funds, administered by
§ 259,240,056 shares issued to
§ 1,850,369 shares issued to other Zimbabwean residents.
o
The Interim Management Report and financial results are set out in the following pages.
Further information in respect of the Company and its business interests is provided on the Company's website at www.kavangoresources.com and on X at @KavangoRes.
For further information please contact:
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+46 7697 406 06 |
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+44 207 186 9952 |
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BlytheRay (Corporate Financial Public Relations) |
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+44 207 138 3204 |
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INTERIM MANAGEMENT REPORT
The Company's principal activities are mineral exploration, development and mining. The Company's assets are located in
Financial Highlights
On
As part of the Cap-Ex Programme, on
On
On
The Company implemented an employee share scheme to enable eligible employees of the Company and its subsidiaries, subject to certain conditions, to participate in the VFEX listing.
Projects, Zimbabwe
Kavango is exploring for gold deposits that have the potential to be developed into commercial scale production quickly through modern mechanised mining and processing. The Company is targeting both underground and open-pit opportunities.
The Company's principal activities in
Kavango also has a much earlier-stage gold exploration project, called the
HILLSIDE
Kavango acquired the
Hillside comprises five historic underground mines. The vendors are in the process of transferring the claims to the Company's Zimbabwe subsidiary. The timing of this is subject to legal and regulatory administrative formalities.
At Hillside, the Company has established small-scale gold mining operations and is working towards larger scale mining, subject to drill results. The Company has three high priority targets it aims to develop over the next 18 months: Bill's Luck, Steenbok and Nightshift.
INTERIM MANAGEMENT REPORT
The Company has been producing small amounts of gold since
Recent structural and kinematic analysis across the Bill's Luck, Night Shift, and Steenbok prospects at Hillside has provided significant insight into the controls on gold mineralisation.
Spiral Decline Mining
Spiral decline mining is not currently widely adopted in
BILLS LUCK
During H1 2025, the Company drilled 1,296.82m of diamond core resource drilling at Bill's Luck, 2,358m of reverse circulation resource drilling and 910.40m of underground diamond core resource drilling. These results significantly upgraded the Company's view Bill's Luck's potential and Kavango is now focussed on building gold production and processing capacity here to 250tpd.
On
Carbon in Pulp Plant ("CIP Test Plant")
On
NIGHTSHIFT
Kavango is investigating the potential for a selective open-pit mining operation, followed by underground mining, after a successful trenching and drilling programme. The Company drilled 1,504.53m of diamond core resource drilling at Nightshift. From this programme, Kavango has sufficient geological information and positive assay results to begin its first direct resource definition.
STEENBOK
Kavango is pursuing a high-grade mechanised underground mining opportunity. The Nightshift, Bill's Luck, and Steenbok Prospects at Hillside, within Zimbabwe's Filabusi Greenstone Belt, gold-bearing quartz veins have been confirmed to occur within well-developed shear zones. Preliminary structural interpretations highlight the importance of understanding the broader kinematic framework of these shear zones, as it provides critical insights into the controls on mineralisation. This knowledge is expected to inform the anticipated geometry of mineralised domains, guide more effective exploration strategies, and assist with vein recognition in drill core. Furthermore, if stretching lineation influenced fluid flow during mineralisation, the associated shear zone kinematics may offer valuable predictive guidance on the plunge orientation of potential orebodies.
In the first half of 2025, Kavango drilled 3,231.89m of diamond core drilling at Steenbok. Multiple zones of gold carrying mineralisation were intersected, over 400m of confirmed strike. The Company is currently analysing these results to design future exploration and testing of 1.5 kilometres ("km") of total potential strike.
Kavango is assessing options for further drilling. The goal is to establish whether
NARA
Nara comprises 45 contiguous gold claims of approximately 10 Ha each. Nara has a total area of 414.9 Ha.
INTERIM MANAGEMENT REPORT
In
Classification |
Tonnage (t) |
Au grade (g/t) |
Contained Au (oz) |
Measured |
77,664 |
0.54 |
1,346 |
Indicated |
221,934 |
0.65 |
4,637 |
Sub-total |
299,598 |
0.62 |
5,983 |
Inferred |
12.2 |
0.66 |
258 |
Total |
299,610 |
0.62 |
6,241 |
Figure 1: JORC Mineral Resource over two tailings dumps at Nara
Technical studies are ongoing to determine the optimal route for processing the tailings at a nearby facility.
The primary target zone is around the historic N1 mine, where the Company is assessing the potential to expand artisanal workings both at depth and along strike.
The Company exercised the option to acquire 100% of Nara for
In the first half of 2025, Kavango completed analysis of diamond drill cores taken from Nara in 2024. This informed the Company's decision to exercise the Nara option.
Projects,
In
The Company's exploration strategy in
Exact amounts and timing of further drilling will depend on the success of geophysical and other surveys in prioritising drill targets, depths of drilling, drilling conditions and results.
In
KALAHARI COPPER BELT
Kavango has spent six months improving the interpretation of geophysical survey data taken over recent years at Karakubis to develop a target model for discovery of potential Tier 1 copper-silver mineralisation. The Company is encouraged by the results of this and is currently preparing final targets for a follow-up drill programme later this year.
In collaboration with First Quantum Minerals ("First Quantum"), Kavango gathered additional Controlled-Source Audio-frequency Magnetotelluric and Induced Polarization data along a section line located over First Quantum's deep (1,266.40m) mineral systems exploration hole. This has provided Kavango with access to important drill core, across the key target horizon for copper-silver mineralisation in the KCB. Such physical data acts as a crucial control for interpretation of geophysical survey data to identify higher-confidence drill targets.
INTERIM MANAGEMENT REPORT
DITAU
Kanye Botswana has 100% working interests in four prospecting licences ("PLs") (PL169/2012, PL010/2019, PL2506/2023, and PL 2507/2023) in the
KALAHARI SUTURE ZONE
The KSZ project is a 450km long magnetic structure of continental significance in
While Kavango's work in the KSZ has focussed on the Ni-Cu-PGE model, the Company is also investigating a second mineralisation style within the "Great Red Spot" target. Located in Prospecting Licence PL365/2018, the Great Red Spot is a 5km x 8km magnetic anomaly on the western margin of the Kaapvaal Craton, which Kavango interprets as a promising location for magmatic intrusions and mineralising systems. It lies at the nexus of 4 interpreted regional geological structures. A Technical Report for KSZ is in preparation.
Kavango is presently considering recommendations regarding Ditau and next steps for the KSZ.
Principal risks and uncertainties
The principal risks and uncertainties facing our business are monitored on an ongoing basis. The Board of Directors (the "Board") have reviewed the principal risks and uncertainties disclosed in the 2024 annual report and concluded that they remain applicable for the second half of the financial year. A detailed description of these risks and uncertainties is set out on pages 18 to 22 of the 2024 annual report.
The Board
Changes in Board composition in 2025 are set out below.
As announced on
Other Changes
Chief Operating Officer: As announced on
Broker: On
Closing comments
During H1 2025 the Company, has made significant progress in
As noted above, Alex was appointed as COO and moved to Zimbabwe in
Directors' Responsibility Statement
We confirm that to the best of our knowledge:
- The condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted for use in the
- Give a true and fair view of the assets, liabilities, financial position and loss of the Group.
- The Interim Management Report includes a fair review of the information required by DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the set of interim financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and
- The Interim Management Report includes a fair review of the information required by DTR 4.2.8R of the Disclosure and Transparency Rules, being the information required on related party transactions.
The Interim Management Report was approved by the Board, and the above responsibility statement was signed on its behalf by:
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
Condensed Consolidated Statement of Total Comprehensive Income
For the Interim Period Ended
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Six months to (Unaudited) |
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Six months to (Unaudited) |
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Notes |
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US$'000 |
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US$'000 |
Continuing operations |
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Revenue |
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420 |
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209 |
Cost of sales |
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(830) |
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(168) |
Gross (loss) / profit |
|
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(410) |
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41 |
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Administrative expenses |
|
4 |
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(661) |
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(1,045) |
Pre-licence exploration costs |
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5 |
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(4,817) |
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(1,060) |
Other (losses)/gains - (loss)/gain on fair value of financial assets |
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10 |
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(54) |
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325 |
Loss on disposal of property, plant and equipment |
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(106) |
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- |
Loss from operating activities |
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(6,048) |
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(1,739) |
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Finance income |
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17 |
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19 |
Finance expense |
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(45) |
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- |
Loss before tax |
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(6,076) |
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(1,720) |
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Taxation |
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- |
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- |
Loss for the period attributable to owners of the parent |
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(6,076) |
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(1,720) |
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Other comprehensive income |
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Items that may be subsequently reclassified to profit or loss: |
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Currency translation differences |
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1,978 |
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(112) |
Other comprehensive income/(loss), net of tax |
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1,978 |
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(112) |
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Total comprehensive loss for the period attributable to owners of the parent |
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(4,098) |
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(1,832) |
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Earnings per share from continuing operations attributable to owners of the parent: |
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Basic and diluted loss per share (cents) |
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6 |
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(0.22) |
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(0.13) |
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Condensed Consolidated Statement of Financial Position
For the Interim Period Ended
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(Unaudited) |
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(Audited) |
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Notes |
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US$'000 |
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US$'000 |
Assets |
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Non-current assets |
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Property, plant, and equipment |
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1,385 |
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940 |
Intangible assets |
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7 |
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16,036 |
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14,071 |
Total non-current assets |
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17,421 |
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15,011 |
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Current assets |
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Inventories |
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|
220 |
|
103 |
Trade and other receivables |
|
8 |
|
1,916 |
|
1,801 |
Loan receivables |
|
9 |
|
- |
|
571 |
Financial assets at fair value through profit or loss |
|
10 |
|
401 |
|
418 |
Cash and cash equivalents |
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|
3,262 |
|
1,105 |
Total current assets |
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|
5,799 |
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3,998 |
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Total assets |
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23,220 |
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19,009 |
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Liabilities |
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Current liabilities |
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Trade and other payables |
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937 |
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712 |
Convertible loan notes |
|
11 |
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- |
|
4,763 |
Total current liabilities |
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937 |
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5,475 |
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Total liabilities |
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937 |
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5,475 |
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Net assets |
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22,283 |
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13,534 |
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Equity |
|
|
|
|
|
|
Share capital |
|
11 |
|
3,834 |
|
1,989 |
Share premium |
|
11 |
|
40,314 |
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29,338 |
Share option reserve |
|
|
|
1,890 |
|
1,860 |
Warrant reserve |
|
|
|
- |
|
465 |
Foreign exchange reserve |
|
|
|
1,409 |
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(569) |
Reorganisation reserve |
|
|
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(1,591) |
|
(1,591) |
Retained losses |
|
|
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(23,755) |
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(18,144) |
Equity attributable to owners of the company |
|
|
|
22,101 |
|
13,348 |
Non-controlling interests |
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|
182 |
|
186 |
Total equity |
|
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22,283 |
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13,534 |
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|
|
|
Condensed Consolidated Statement of Changes in Equity
For the Interim Period Ended
|
Equity attributable to owners of the company |
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|
|||||||
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Share Capital
|
Share Premium
|
Reorganisation Reserve |
Share Option Reserve |
Warrant Reserve |
Foreign Exchange Reserve |
Retained deficit |
Total |
Non-controlling interests |
Total Equity |
|
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US'000 |
|
|
|
|
|
|
|
|
|
|
|
As at |
1,663 |
25,789 |
(1,591) |
1,673 |
609 |
(350) |
(9,626) |
18,167 |
186 |
18,353 |
Loss for the period |
- |
- |
- |
- |
- |
- |
(1,720) |
(1,720) |
- |
(1,720) |
Other comprehensive loss: |
|
|
|
|
|
|
|
|
|
|
Foreign currency exchange difference |
- |
- |
- |
- |
- |
(112) |
- |
(112) |
- |
(112) |
Total comprehensive loss for the period |
- |
- |
- |
- |
- |
(112) |
(1,720) |
(1,832) |
- |
(1,832) |
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|
|
|
|
|
|
|
|
Issue of ordinary shares |
326 |
3,583 |
- |
- |
- |
- |
- |
3,909 |
- |
3,909 |
Costs of share issues |
- |
(96) |
- |
- |
- |
- |
- |
(96) |
- |
(96) |
Share-based payments - expensed |
- |
- |
- |
131 |
- |
- |
- |
131 |
- |
131 |
Total transactions with owners |
326 |
3,487 |
- |
131 |
- |
- |
- |
3,944 |
- |
3,944 |
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|
|
|
|
|
|
|
|
|
As at |
1,989 |
29,276 |
(1,591) |
1,804 |
609 |
(462) |
(11,346) |
20,279 |
186 |
20,465 |
|
|
|
|
|
|
|
|
|
|
|
As at |
1,989 |
29,338 |
(1,591) |
1,860 |
465 |
(569) |
(18,144) |
13,348 |
186 |
13,534 |
Loss for the period |
- |
- |
- |
- |
- |
- |
(6,076) |
(6,076) |
- |
(6,076) |
Other comprehensive income: |
|
|
|
|
|
|
|
|
|
|
Foreign currency exchange difference |
- |
- |
- |
- |
- |
1,978 |
- |
1,978 |
(4) |
1,974 |
Total comprehensive loss for the period |
- |
- |
- |
- |
- |
1,978 |
(6,076) |
(4,098) |
(4) |
(4,102) |
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|
|
|
|
|
|
|
|
|
|
Warrants lapsed |
|
|
|
|
(465) |
|
465 |
|
|
- |
Issue of ordinary shares |
1,845 |
11,069 |
- |
- |
- |
- |
- |
12,914 |
- |
12,914 |
Costs of share issues |
- |
(93) |
- |
- |
- |
- |
- |
(93) |
- |
(93) |
Share-based payments - expensed |
- |
- |
- |
30 |
- |
- |
- |
30 |
- |
30 |
Total transactions with owners |
1,845 |
10,976 |
- |
30 |
- |
- |
- |
12,851 |
- |
12,851 |
|
|
|
|
|
|
|
|
|
|
|
As at |
3,834 |
40,314 |
(1,591) |
1,890 |
- |
1,409 |
(23,755) |
22,101 |
182 |
22,283 |
Condensed Consolidated Statement of Cash Flows
For the Interim Period Ended
|
|
|
|
Six months to (Unaudited) |
|
Six months to (Unaudited) |
|
|
Notes |
|
US$'000 |
|
US$'000 |
Cash flows from operating activities |
|
|
|
|
|
|
Loss before taxation |
|
|
|
(6,076) |
|
(1,720) |
Adjustments for: |
|
|
|
|
|
|
Depreciation |
|
|
|
110 |
|
- |
Loss on disposal of property, plant and equipment |
|
|
|
106 |
|
- |
Offset of loan advanced against pre-licence exploration costs |
|
9 |
|
408 |
|
- |
Reduction in expected credit loss on amounts due from shareholder |
|
|
|
(19) |
|
- |
Finance income |
|
|
|
(17) |
|
(19) |
Finance expense |
|
|
|
45 |
|
- |
Share option expense |
|
|
|
30 |
|
131 |
Fair value adjustments on convertible loan note to Pambili |
|
9 |
|
163 |
|
- |
Fair value adjustments on listed securities |
|
10 |
|
54 |
|
(325) |
Net cash used in operating activities before changes in working capital |
|
|
|
(5,196) |
|
(1,933) |
|
|
|
|
|
|
|
Decrease / (increase) in trade and other receivables |
|
|
|
307 |
|
(207) |
Increase / (decrease) in trade and other payables |
|
|
|
272 |
|
(49) |
Increase in inventories |
|
|
|
(117) |
|
(7) |
Net cash used in operating activities |
|
|
|
(4,735) |
|
(2,196) |
|
|
|
|
|
|
|
Investing activities |
|
|
|
|
|
|
Payments for property, plant and equipment |
|
|
|
(662) |
|
(522) |
Loans advanced to third parties |
|
|
|
- |
|
(402) |
Payments for intangible assets |
|
|
|
(519) |
|
(828) |
Payments for intangible assets (deferred consideration) |
|
|
|
- |
|
(678) |
Payment for |
|
|
|
- |
|
(650) |
Bank interest received |
|
|
|
12 |
|
13 |
Net cash used in investing activities |
|
|
|
(1,269) |
|
(3,067) |
|
|
|
|
|
|
|
Financing activities |
|
|
|
|
|
|
Proceeds from issue of share capital and warrants |
|
11 |
|
8,106 |
|
3,909 |
Cost of share issue |
|
11 |
|
(93) |
|
(96) |
Net cash generated from financing activities |
|
|
|
8,013 |
|
3,813 |
|
|
|
|
|
|
|
Net increase/ (decrease) in cash and cash equivalents |
|
|
|
2,109 |
|
(1,450) |
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period |
|
|
|
1,105 |
|
3,393 |
Effects of exchange rates on cash and cash equivalents |
|
|
|
48 |
|
(127) |
Cash and cash equivalents at end of the period |
|
|
|
3,262 |
|
1,816 |
|
|
|
|
|
|
|
NOTES TO THE INTERIM REPORT FOR SIX MONTHS ENDED 30 JUNE 2025
1. Basis of preparation
These condensed consolidated interim financial statements include results of
In the opinion of the Directors, the condensed consolidated interim financial statement for this period fairly presents the financial position, results of operations and cash flows for this period.
The Board of Directors approved these condensed consolidated interim financial statements on
Statement of compliance
These condensed consolidated interim financial statements have been prepared in accordance with
The condensed consolidated financial statements should be read in conjunction with the audited consolidated annual financial statements for the year ended
The condensed consolidated financial information for the year ended
The condensed consolidated interim financial statements for the period ended
Accounting policies
The condensed consolidated interim financial statements have been prepared using applicable accounting policies and practices consistent with those adopted in the statutory audited consolidated annual financial statements for the year ended
Critical accounting judgements and estimates
The preparation of the condensed consolidated interim financial statements requires Directors to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these judgements and estimates.
In preparing these condensed consolidated interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the audited consolidated financial statements for the year ended
Going Concern
The condensed consolidated interim financial statements are prepared on a going concern basis. In assessing whether the going concern assumption is appropriate, the Directors have considered all relevant available information about the current and future position of the Group, including the Group's cash position and the budgeted level of spending on exploration and corporate activities. The Directors are satisfied that following the successful completion of fundraising in August and
2. Financial risk management and financial instruments
Risks and uncertainties
The Board continually assesses and monitors the key financial risks of the business. The key financial risks that could affect the Group's medium-term performance and the factors that mitigate those risks have not substantially changed from those set out in the Group's 2024 Annual Report and Financial Statements, a copy of which is available from the Group's website: www.kavangoresources.com. The key financial risks are market risk (including currency risk and equity price risk), credit risk and liquidity risk.
NOTES TO THE INTERIM REPORT FOR SIX MONTHS ENDED 30 JUNE 2025 (continued)
3. Segmental disclosures
The Group's reportable segments are as follows:
Exploration: the exploration operating segment is presented as an aggregate of all licences in which the Group has economic interest as well as pre-licence expenditure. Expenditure on exploration activities for each licence is used to measure agreed upon expenditure targets for each licence to ensure the licence clauses are met;
Mining: includes the results of the Group's mining contract operations in
Corporate: the corporate segment includes the holding and intermediate holding companies' costs in respect of managing the Group.
Segmental results are detailed below:
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|
|
||||
|
|
Mining |
|
Exploration |
|
Corporate |
|
Total |
|
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
US$'000 |
30 June 2025 (unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
420 |
|
- |
|
- |
|
420 |
Cost of sales |
|
(830) |
|
- |
|
- |
|
(830) |
Gross profit |
|
(410) |
|
- |
|
- |
|
(410) |
|
|
|
|
|
|
|
|
|
Pre-licence exploration costs |
|
- |
|
(4,817) |
|
- |
|
(4,817) |
Administrative and other costs |
|
- |
|
- |
|
(661) |
|
(661) |
Gain on fair value of financial assets |
|
- |
|
- |
|
(54) |
|
(54) |
Disposal of property, plant and equipment |
|
(106) |
|
- |
|
- |
|
(106) |
Finance income |
|
- |
|
- |
|
17 |
|
17 |
Finance expense |
|
|
|
|
|
(45) |
|
(45) |
Loss before tax |
|
(516) |
|
(4,817) |
|
(743) |
|
(6,076) |
|
|
|
|
|
|
|
|
|
|
|
Mining |
|
Exploration |
|
Corporate |
|
Total |
|
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
US$'000 |
30 June 2024 (unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
209 |
|
- |
|
- |
|
209 |
Cost of sales |
|
(168) |
|
- |
|
- |
|
(168) |
Gross profit |
|
41 |
|
- |
|
- |
|
41 |
|
|
|
|
|
|
|
|
|
Pre-licence exploration costs |
|
- |
|
(1,060) |
|
- |
|
(1,060) |
Administrative and other costs |
|
- |
|
- |
|
(1,045) |
|
(1,045) |
Gain on fair value of financial assets |
|
- |
|
- |
|
325 |
|
325 |
Finance income |
|
- |
|
- |
|
19 |
|
19 |
Loss before tax |
|
41 |
|
(1,060) |
|
(701) |
|
(1,720) |
|
|
|
|
|
|
|
|
|
NOTES TO THE INTERIM REPORT FOR SIX MONTHS ENDED 30 JUNE 2025 (continued)
3. Segmental disclosures (continued)
Segmental assets and liabilities are detailed below:
|
|
Non-current assets |
|
Non-current liabilities |
||||
|
|
30 June 2025 (Unaudited) |
|
31 Dec 2024 (Audited) |
|
30 June 2025 (Unaudited) |
|
31 Dec 2024 (Audited) |
|
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
|
|
Exploration - intangible assets and equipment ( |
|
16,107 |
|
14,147 |
|
- |
|
- |
Exploration: equipment (Zimbabwe) |
|
948 |
|
864 |
|
- |
|
- |
Mining: equipment (Zimbabwe) |
|
361 |
|
- |
|
- |
- |
- |
Corporate ( |
|
5 |
|
- |
|
- |
|
- |
Total of all segments |
|
17,421 |
|
15,011 |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
Total liabilities |
||||
|
|
30 June 2025 (Unaudited) |
|
31 Dec 2024 (Audited) |
|
30 June 2025 (Unaudited) |
|
31 Dec 2024 (Audited) |
|
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
|
|
Exploration ( |
|
17,102 |
|
14,508 |
|
238 |
|
73 |
Exploration (Zimbabwe) |
|
2,445 |
|
1,577 |
|
55 |
|
285 |
|
|
2,977 |
|
2,722 |
|
383 |
|
5,117 |
Corporate ( |
|
696 |
|
202 |
|
261 |
|
- |
Total of all segments |
|
23,220 |
|
19,009 |
|
937 |
|
5,475 |
|
|
|
|
|
|
|
|
|
4. Administrative expenses
Administrative expenses for the period ended 30 June 2025 of US$ 661,000 (June 2024: US$ 1,045,000) include a share-based payment charge of US$30,000 (June 2024: US$ 131,000) in relation to the Company's share options.
5. Pre-licence exploration costs
During the period ended 30 June 2025, the Group incurred pre-licence exploration costs of US$4,817,000 (June 2024: US$1,060,000) in
Nara Project
The Nara Project comprises 45 contiguous gold claims. On 26 June 2023, the Group entered into an exclusive two-year option agreement to acquire the claims for US$ 4,000,000 in cash, plus an earn-out based on a declaration of a code-compliant resource estimate.
The option fee is $220,000 payable in 6-monthly instalments in advance and as part of the agreement the Company is required to spend a minimum of US$ 500,000 on exploration in the first year, with a total exploration spend of US$ 2,000,000 over the option term.
The Group exercised the option on 30 June 2025, and the acquisition is expected to be completed by 9 December 2025.
NOTES TO THE INTERIM REPORT FOR SIX MONTHS ENDED 30 JUNE 2025 (continued)
5. Pre-licence exploration costs (continued)
Leopard and Hillside Projects
The Hillside Project comprises 44 gold claims, plus additional claims covering an area of 896Ha at Leopard North and Leopard South. The Group exercised the option over Hillside and Leopard South in April.
The acquisition of the Hillside Project and Leopard South has not completed by 30 June 2025. The terms of the acquisition are as follows:
a) US$ 600,000 cash consideration payment to the sellers of Hillside and US$ 50,000 cash consideration to the sellers of Leopard South. The total cash payable of US$ 650,000 remains in escrow and is included within the other receivables balance (note 18) whilst the transaction completes.
b) A further US$ 1,000,000 of shares are to be issued in the Company in the event that a code compliant resource in excess of 200,000 oz gold is defined.
c) The Group to assume responsibility for up to $350,000 of debt owed, which is repayable at $10,000 per month.
d) The Group granted a royalty of 5% of gold production on the properties, capped at a value of $1,500,000, and which the Company may at its option buy out within 12 months for an issue of 63,125,000 shares in the Company.
e) Completion is subject to satisfactory transfer by the sellers of the mining claims into Kavango's Zimbabwe subsidiary, and on the Company paying the Zimbabwe Special Capital Gains Tax ("SCGT") due on the transaction.
6. Loss per share
The calculation of earnings per share is based on the loss attributable to equity holders divided by the weighted average number of shares in issue during the period.
|
|
|
|
Six months to 30 June 2025 (Unaudited) |
|
Six months to 30 June 2024 (Unaudited) |
|
|
|
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
Loss for the period from continuing operations |
|
|
|
6,076 |
|
1,720 |
|
|
|
|
|
|
|
|
|
|
|
Six months to 30 June 2025 (Unaudited) |
|
Six months to 30 June 2024 (Unaudited) |
|
|
|
|
Number |
|
Number |
|
|
|
|
|
|
|
Weighted average number of ordinary shares for the purpose of calculating basic earnings per share |
|
|
|
2,794,194,484 |
|
1,369,141,423 |
|
|
|
|
|
|
|
|
|
|
|
Six months to 30 June 2025 (Unaudited) |
|
Six months to 30 June 2024 (Unaudited) |
|
|
|
|
US Cents |
|
US Cents |
|
|
|
|
|
|
|
Basic and diluted loss per share |
|
|
|
0.22 |
|
0.13 |
|
|
|
|
|
|
|
NOTES TO THE INTERIM REPORT FOR SIX MONTHS ENDED 30 JUNE 2025 (continued)
7. Intangible assets
Intangible assets comprise entirely of exploration and evaluation assets.
|
|
|
|
Six months to 30 June 2025 (Unaudited) |
|
12 months to 31 Dec 2024 (Audited) |
|
|
|
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
At 1 January |
|
|
|
14,071 |
|
14,586 |
Additions |
|
|
|
523 |
|
2,355 |
Impairment |
|
|
|
- |
|
(2,737) |
Translation differences |
|
|
|
1,442 |
|
(133) |
At period end |
|
|
|
16,036 |
|
14,071 |
|
|
|
|
|
|
|
During the period ended 30 June 2025, the additions balance relates to the Group's exploration activity in
Impairment review
The Directors have undertaken a review to assess whether the following impairment indicators existed as at 30 June 2025 or subsequently prior to the approval of these condensed consolidated interim financial statements:
1. Licences to explore specific areas have expired or will expire in the near future and are not expected to be renewed;
2. No further substantive exploration expenditure is planned for a specific licence;
3. Exploration and evaluation activity in a specific licence area have not led to the discovery of commercially viable quantities of mineral resources and the Board has decided to discontinue such activities in the specific area; and
4. Sufficient data exists to indicate that, although a development in the specific area is likely to proceed, the carrying amount of the exploration and evaluation asset is unlikely to be recovered in full of successful development or by sale.
Following their assessment, the Directors concluded that no impairment indicators exist and thus no impairment charge is necessary.
8. Trade and other receivables
|
|
|
|
30 June 2025 (Unaudited) |
|
31 Dec 2024 (Audited) |
|
|
|
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
Amounts due from shareholders (note 11) |
|
|
|
306 |
|
287 |
VAT recoverable |
|
|
|
306 |
|
242 |
Other receivables and prepayments |
|
|
|
1,304 |
|
1,272 |
|
|
|
|
1,916 |
|
1,801 |
|
|
|
|
|
|
|
Other receivables and prepayments include the following:
In the year ended 31 December 2024, the Group advanced a short-term working capital loan to Pambili Natural Resources Corporation ("Pambili"), a gold exploration company listed on the TSX-V in
In April 2024, the Company exercised the option to acquire the Hillside and Leopard South Projects and transferred the exercise price of US$ 650,000 into an escrow account. The acquisition has not completed by 30 June 2025 and the funds remained in escrow.
NOTES TO THE INTERIM REPORT FOR SIX MONTHS ENDED 30 JUNE 2025 (continued)
9. Loans receivables
|
|
|
|
30 June 2025 (Unaudited) |
|
31 Dec 2024 (Audited) |
|
|
|
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
Loan advanced to Pambili |
|
|
|
- |
|
163 |
Loan advanced to Equity Drilling |
|
|
|
- |
|
408 |
|
|
|
|
- |
|
571 |
|
|
|
|
|
|
|
Loan advanced to Pambili
During the year ended 31 December 2024, the Group provided a loan to Pambili of US$ 152,000. The loan was unsecured and repayable by no later than 31 January 2025. The loan included an arrangement fee of US$ 15,000 which was accounted for as interest, with interest income of US$ 4,900 recognised in the period ended 30 June 2025 (June 2024: US$ 6,000).
In March 2025, the loan, together with the working capital advance of US$ 68,000 (note 8) was refinanced as a convertible loan note ("CLN") with a term of 12 months and is convertible at the Group's discretion into "Units" at a fixed price of CAD 0.05 per Unit. Each Unit comprises one Pambili common share and one-half of a common share purchase warrant. Each whole warrant entitles the holder to acquire one additional share at a strike price of CAD 0.10, exercisable for 12 months following the date of conversion. Noting Pambili's financial difficulties, the Directors consider the fair value of the CLN to be nil with a corresponding loss of US$ 163,000 recognised within administrative expenses in Condensed Consolidated Statement of Total Comprehensive Income.
Loan advanced to Equity Drilling
During the year ended 31 December 2024, the Group provided a US$ 478,000 loan to its drilling contractor, Equity Drilling Zimbabwe (Pvt) Limited, to facilitate acquisition of drilling equipment in
10. Financial assets at fair value through profit or loss
|
|
|
|
30 June 2025 (Unaudited) |
|
31 Dec 2024 (Audited) |
|
|
|
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
Listed securities |
|
|
|
401 |
|
418 |
|
|
|
|
401 |
|
418 |
|
|
|
|
|
|
|
Listed securities
Interest in listed entities comprises of the Company's investments in Power Metal Resources PLC ("Power Metals") and Pambili. The fair values of the shares is based on their unadjusted quoted market price, which represents a Level 1 input within the fair value hierarchy of IFRS 13 Fair value measurement ("IFRS 13").
At 31 December 2024, the fair value of Group's investment in Power Metals, an AIM-listed metal exploration company, was US$ 96,000. The fair value subsequently decreased to US$ 90,000 as at 30 June 2025 with a loss of US$ 14,000 recognised in profit or loss. A foreign exchange gain of US$ 8,000 has also been recognised.
As 31 December 2024, the fair value of the Group's shares in Pambili was US$ 322,000. As at 30 June 2025, the Group's interest decreased to US$ 311,000 as with the corresponding loss of US$ 40,000 recognised in profit or loss. A foreign exchange gain of US$ 29,000 has also been recognised.
The Group's other financial assets at fair value through profit or loss include the CLN issued by Pambili and disclosed in note 9. The fair value of the CLN is not based on observable market inputs which represent a Level 3 input within the fair value hierarchy of IFRS 13. The Directors consider the fair value of the CLN to be nil.
NOTES TO THE INTERIM REPORT FOR SIX MONTHS ENDED 30 JUNE 2025 (continued)
11. Share capital and share premium
|
|
Ordinary shares |
|
Share capital |
|
Share premium |
|
Total |
|
|
No. |
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
|
|
At 1 January 2025 |
|
1,562,683,176 |
|
1,989 |
|
29,338 |
|
31,327 |
Share placing |
|
1,486,023,645 |
|
1,845 |
|
11,068 |
|
12,913 |
Issue costs |
|
- |
|
- |
|
(93) |
|
(93) |
At 30 June 2025 |
|
3,048,706,821 |
|
3,834 |
|
40,314 |
|
44,147 |
|
|
|
|
|
|
|
|
|
On 31 January 2025, the Company successfully raised gross proceeds of US$ 8,151,000 through the placement of 938,028,569 new ordinary shares at 1 pence per share. In addition, the principal and accumulated interest totalling US$ 4,762,000 on the convertible loan notes were converted into 547,995,076 new ordinary shares at a conversion price of 0.7 pence per share.
In November 2022 the Company raised US$ 4,164,000 through the issue of 194,444,437 shares and 194,444,437 3p warrants. Of this amount, as at 30 June 2025 and the date of approval of these condensed consolidated interim financial statements, £306,000 (June 2024: US$ 632,000; December 2024: US$ 287,000) remain outstanding from one subscriber, Arigo Capital, and are included within the trade and other receivables balance (note 8). The Directors are in continued discussions with Arigo Capital on arranging a settlement solution.
12. Significant events after the reporting date
In August/September 2025 the Company successfully raised gross proceeds of US$3.5 million in Zimbabwe at a conversion price of £0.01 per ordinary share. In addition, tranche one, being the first of three tranches of the Comarton convertible loan notes was drawn down (US$935,660.00) and converted into 264,000,106 new ordinary shares at a conversion price of £0.01 per share.
On 8 September 2025, the Company's ordinary shares were successfully admitted to trading on the VFEX, Zimbabwe, by way of a secondary listing.
On 9 September 2025, the Company successfully raised gross proceeds of £2.27 million through a subscription and placing of 227,751,720 new ordinary shares at £0.01 per share.
13. Other matters
A copy of the Interim Management Report and the condensed consolidated interim financial statements is available on Kavango's website: www.kavangoresources.com
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