Interim Results for Six Months Ended 30 June 2026

Aterian PLC

30 September 2026

 

30 September 2026 

Aterian Plc
("Aterian" or the "Company")

Interim Results for the Six Months Ended 30 June 2026

Aterian Plc (LSE: ATN), the Africa-focused critical minerals exploration, development and trading company, is pleased to announce its unaudited interim results for the six months ended 30 June 2026.

- ENDS -

This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended).

Engage directly with the Aterian PLC management team by asking questions, watching video summaries, and seeing what other shareholders have to say. Please navigate to our interactive investor hub here: https://aterianplc.com/s/fcf8eb

For further information, please visit the Company's website: www.aterianplc.com or contact:

Aterian Plc:

Charles Bray, Executive Chairman - [e-mail]

Simon Rollason, Director - [e-mail]

Financial Adviser and Joint Broker:

AlbR Capital Limited

David Coffman / Dan Harris

Colin Rowbury

Tel: [phone]

Joint Broker:

SP Angel Corporate Finance LLP

Ewan Leggat / Devik Mehta

Tel: [phone]

Financial PR:

Bald Voodoo - [e-mail]

Ben Kilbey
Tel: [phone]

Statement of Directors' Responsibilities in respect of the Condensed Consolidated Financial Statements

The directors confirm that these condensed interim financial statements have been prepared in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

• an indication of important events that have occurred during the first six months and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

• material related-party transactions in the first six months and any material changes in the related-party transactions described in the last annual report.

The directors of Aterian Plc are listed in the Company's annual report for 31 December 2025 and the Company's website: https://aterianplc.com/  There have been no changes since 31 December 2025.

The Interim Financial Statements were approved by the Board of Directors and the above responsibility statement was signed on its behalf by:

Charles Bray

Director

29 September 2026

Chairman's statement

Dear Shareholders,

The first half of 2026 has been a period of disciplined execution as Aterian continued to advance its strategy of building a diversified African critical minerals business. Throughout the period, the Board remained focused on allocating capital prudently, progressing our exploration portfolio through clearly defined technical milestones and expanding our mineral trading business in Rwanda, which we believe has the potential to become an increasingly important source of recurring cash generation for the Group.

Whilst equity markets for junior exploration companies remain challenging, the long-term outlook for the commodities in which Aterian operates continues to strengthen. Copper is expected to play a central role in global electrification, whilst demand for battery and technology metals continues to benefit from structural growth driven by the energy transition, digital infrastructure and increasing government focus on securing resilient supply chains. Against this backdrop, the Board remains confident that a disciplined, technically driven approach to exploration, combined with commercial revenue generation, provides a differentiated and resilient business model.

Our strategy remains unchanged. We seek to create long-term shareholder value through the discovery and development of critical mineral assets across Africa while establishing complementary businesses capable of generating sustainable cash flow. We believe this balanced approach provides greater resilience than a traditional exploration-only model and enables the Company to pursue value-accretive opportunities whilst maintaining financial discipline.

Rwanda Trading Business

The continued development of our Rwanda mineral trading business represents one of the Company's most significant strategic achievements during the period and remains central to the Board's strategy of establishing a business capable of generating sustainable cash flow alongside our exploration activities.

During the first half of 2026, the trading business deployed approximately US$2.18 million across working-capital purchases via joint-venture trading arrangements. Based on management's notional sales valuations, these purchases had an aggregate potential sales value of approximately US$2.78 million, indicating potential gross trading profit of approximately US$602,000 and an implied gross margin of approximately 22%. Traceability compliance is a critical distinguisher of our operations and conducting compliance inspections limited suppliers and accordingly supply volumes.

These figures nevertheless demonstrate the attractive underlying economics which the Board believes can be achieved as the trading platform expands volumes from relatively low levels. They also reinforce our confidence that mineral trading can develop into a material and recurring source of cash generation for the Group, supporting corporate costs and, over time, contributing towards the funding of Aterian's exploration interests without relying exclusively on further equity capital.

The stated sales values and associated gross profit are notional management estimates rather than, except to the extent reflected elsewhere in these interim financial statements, revenue or profit recognised during the reporting period. Final outcomes remain dependent upon completion of the relevant sales, final assays, realised commodity prices, logistics and other transaction costs, collection of proceeds and the allocation of profits under the applicable joint-venture arrangements. Accordingly, the aggregate indicated gross profit should not be interpreted as profit wholly attributable to Aterian shareholders. Nevertheless, the scale of the potential margin provides encouraging evidence of the trading business's capacity to become an increasingly important contributor to the Group's financial performance.

Following encouraging initial trading performance at the end of 2025, we announced a strategic profit-sharing joint venture with Wogen Resources Limited, one of the world's leading independent metals trading companies. This partnership, together with an additional working capital arrangement to support the growth of our tantalum concentrate trading activities, materially strengthens the scale and capability of the business through enhanced marketing expertise, logistics support, established international sales channels and increased funding capacity. We anticipate volumes scaling significantly from Q4 2026 following a move into new premises with dramatically improved capacity and the implementation of a new risk management and traceability system.

The Board believes the strategic partnerships represent an important step towards establishing a sustainable trading platform capable of making a meaningful contribution to Group revenues while supporting the Company's broader growth ambitions. Over time, we expect the trading business to provide an increasingly important source of internally generated cash flow to fund exploration activities, enhancing financial flexibility and reducing reliance on the equity capital markets.

Mineral Exploration

Alongside the continued development of our trading business, we accelerated exploration across our African portfolio during the first half of the year, with activity focused on advancing high-priority projects in Botswana and Morocco through a disciplined, technically driven exploration programme.

In Botswana, our strategic collaboration with Lithosquare has integrated advanced artificial intelligence and machine-learning techniques into the Company's exploration workflow, enhancing target generation across our Kalahari Copper Belt licences. The identification of multiple priority targets demonstrates the value of combining innovative analytical technologies with rigorous geological interpretation and has enabled exploration to progress from desktop evaluation to field verification. At the Sua Pan Project, continued evaluation of historical datasets further enhanced our understanding of the soda ash and lithium brine potential and will help inform future exploration programmes.

In Morocco, we continued to systematically advance our copper-silver portfolio through permitting, geological interpretation and geophysical surveys. The receipt of Environmental Impact Assessment approval at the Agdz Project, together with the commencement of ground magnetic surveys, marked important operational milestones as we continue to mature the project pipeline and prioritise targets for future drill testing.

Whilst mineral exploration is inherently associated with technical risk and long development timelines, the Board is encouraged by the quality of the opportunities emerging across the portfolio. Our approach remains focused on disciplined technical evaluation, careful capital allocation and the advancement of projects capable of delivering material long-term value for shareholders.

Lithosquare Collaboration

One of the defining achievements of the period was the completion of our strategic collaboration with Lithosquare.

The integration of artificial intelligence into our exploration workflow has already delivered tangible benefits, identifying eight high-priority exploration targets across Morocco and Botswana. Importantly, these targets are now progressing rapidly through field verification, with geophysical programmes and follow-up exploration underway.

This collaboration enables Aterian to evaluate large exploration datasets more efficiently, improve targeting accuracy and focus exploration expenditure on the highest-priority opportunities. We believe this represents an important competitive advantage as we continue to build our exploration portfolio.

Financing

The Board also remained focused on maintaining an appropriate capital structure to support the Company's growth. During the period, additional funding and commercial financing arrangements strengthened the Company's liquidity and provided the flexibility required to advance priority programmes. We remain acutely conscious of shareholder dilution and continue to evaluate financing opportunities against the potential value they create for shareholders. Preserving capital discipline remains central to the Board's decision-making.

Responsible Growth

Responsible exploration continues to underpin our activities across all jurisdictions in which we operate. We recognise that our long-term success depends not only on technical excellence but also on maintaining strong relationships with governments, local communities, employees and commercial partners. Environmental stewardship, health and safety, and responsible business practices remain integral to the way we conduct our operations, and these principles will continue to guide the Company's development.

Outlook

Since the end of the reporting period, operational momentum has continued. Field activities have commenced across the priority targets generated through the Lithosquare collaboration in Botswana, representing the next stage in our systematic evaluation of the Kalahari Copper Belt portfolio. The Rwanda trading business also continues to expand following the commercial agreements concluded during the first half of the year, providing increasing confidence in the Company's diversified business model.

Looking ahead, the Board believes Aterian is entering an important phase in its development. Our immediate priorities are clear: to advance our highest-priority exploration targets through systematic technical evaluation, continue to grow our trading business into a sustainable source of cash generation and maintain the financial discipline that has characterised the Company throughout this period. Whilst market conditions for junior resource companies remain demanding, we believe the quality of our asset portfolio, our strategic partnerships and our diversified business model positions Aterian well to create long-term value for shareholders.

On behalf of the Board, I would like to thank our employees, contractors and technical teams for their continued professionalism and commitment. I also extend my sincere thanks to our shareholders for their continued support and confidence in the Company. We look forward to updating the market as we continue to execute our strategy during the second half of the year.

Charles Bray
Executive Chairman
29 September 2026

Principal Risks and Uncertainties

The Board considers strategic, operational and financial risks and identifies actions to mitigate those risks. These risk profiles are updated at least annually.

The principal risks and uncertainties can be found in the Group's risk profile analysis on pages 28 to 31 of our Annual Report for the year ended 31 December 2025, available from the Aterian plc website: https://aterianplc.com/

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

SIX MONTHS ENDED 30 JUNE 2026

		Notes	6 months to	6 months to
			30-Jun-26	30-Jun-25
			(Unaudited)	(Unaudited)
			£'000	£'000
Revenue		5	1,341	20
Cost of sales			(819)	(17)
Gross profit			522	3
Administrative expenses		7	(844)	(632)
Share-based payment expense		18	(2)	(30)
Other income		6	-	1
Operating loss			(324)	(658)
Loss on fair valued financial instruments		17	(151)	-
Interest payable and similar charges		8	(93)	(40)
Loss before tax			(568)	(698)
Tax expense		9	-	-
Loss after tax			(568)	(698)
Other comprehensive income:
Items that may be reclassified to profit or loss
Gains on translation of foreign operations			40	11
Total comprehensive loss			(528)	(687)
Loss per share
Basic and diluted loss per share (pence)		10	(3.23)	(5.53)

All activities relate to continuing operations.

The accompanying notes form part of these interim condensed financial statements.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2026

	Notes	30-Jun-26	31-Dec-25
		(Unaudited)	(Audited)
		£'000	£'000
Non-current assets
Intangible exploration and evaluation assets	11	3,525	3,467
Property, plant and equipment	12	59	65
Total non-current assets		3,584	3,532
Current assets
Trade and other receivables	13	238	212
Inventories	14	915	411
Cash and cash equivalents		131	126
Total current assets		1,284	749
Total assets		4,868	4,281
Equity and liabilities
Share capital	18	11,753	11,411
Share premium	18	4,446	3,950
Share based compensation reserve		2,573	2,571
Interest in shares in EBT		(1,409)	(1,398)
Translation reserve		(620)	(660)
Accumulated losses		(16,218)	(15,650)
Convertible loan notes - equity component	17	100	-
Merger relief reserve		1,200	1,200
Total equity		1,825	1,424
Current liabilities
Trade and other payables	15	692	1,001
Deferred consideration	16	435	262
Borrowings	17	706	529
Derivative liability	17	715	208
Total current liabilities		2,548	2,000
Non-current liabilities
Borrowings	17	495	857
Total non-current liabilities		495	857
Total liabilities		3,043	2,857
Total equity and liabilities		4,868	4,281

The Interim Condensed Financial Statements were approved and authorised for issue by the Board of Directors on 29 September 2026.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 30 JUNE 2026

	Share  capital	Share premium	Share-based compensation reserve	Interest in shares in EBT	Translation reserve	Other reserves	Convertible loan notes equity component	Merger relief reserve	Retained earnings	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
At 1 January 2025	11,006	2,753	2,482	(839)	(656)	15	-	1,200	(13,647)	2,314
Loss for the period	-	-	-	-	-	-	-	-	(698)	(698)
Other comprehensive income	-	-	-	-	11	-	-	-	-	11
Transactions with owners:
Share-based compensation	57	339	30	(396)	-	-	-	-		30
Issue of new shares	20	120	-	-	-	-	-	-	-	140
At 30 June 2025	11,083	3,212	2,512	(1,235)	(645)	15	-	1,200	(14,345)	1,797
At 1 January 2026	11,411	3,950	2,571	(1,398)	(660)	-	-	1,200	(15,650)	1,424
Loss for the period	-	-	-	-	-	-	-	-	(568)	(568)
Other comprehensive loss	-	-	-	-	40	-	-	-	-	40
Transactions with owners:
Share-based compensation	-	-	2	-	-	-	-	-		2
Issue of new shares	182	256	-	(11)	-	-	-	-	-	427
Issue of convertible loan notes	-	-	-	-	-	-	500	-	-	500
Conversion of convertible loan notes	160	240	-	-	-	-	(400)	-	-	-
At 30 June 2026	11,753	4,446	2,573	(1,409)	(620)	-	100	1,200	(16,218)	1,825

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 30 JUNE 2026

		6 months to	6 months to
		30-Jun-26	30-Jun-25
		(Unaudited)	(Unaudited)
Cash flow from operating activities		£'000	£'000
Loss before tax		(568)	(698)
Adjustments for:
Depreciation		3	21
Share-based payment expense		2	30
Interest expense		93	40
Foreign exchange losses		45	-
Shares issued as repayment of loan		-	(24)
Loss on fair valued financial instruments		151	-
Costs settled by the issue of shares		26	-
Operating loss before working capital changes		(248)	(631)
Changes in working capital:
(Increase) in inventories		(504)	-
(Increase) in trade & other receivables		(26)	(57)
Increase / (decrease) in trade & other payables		(138)	309
Net cash outflows from operating activities		(916)	(379)
Cash flow from investing activities
Capitalised E&E expenditure		(58)	(51)
Purchase of PPE		(1)	-
Net cash used in investing activities		(59)	(51)
Cash flow from financing activities
Net proceeds from issue of convertible loan notes		500	-
Proceeds from the issue of convertible bonds		100	273
Redemption of convertible bonds		(95)	-
Proceeds from issue of shares		346	140
Advances received		153	-
Interest paid		(25)	-
Net cash flow from financing activities		979	413
Net increase/(decrease) in cash & cash equivalents		4	(17)
Cash & cash equivalents at beginning of the period		126	64
Cash & cash equivalents at end of the period		131	47

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 FOR THE SIX MONTHS ENDED 30 JUNE 2026

1.    General information

Aterian plc ("the Company") is an investment company, focussed on African mineral resource investment opportunities. The Company operates through its 100% owned subsidiary, Eastinco Limited ("EME Ltd"), a Rwandan tantalum, tin and tungsten exploration company, Aterian Resources Limited which holds copper-silver and base metal exploration projects in the Kingdom of Morocco and its 90% interest in Atlantis Metals (Pty) Ltd, a Botswana registered entity holding mineral prospecting licences in the Republic of Botswana.

The condensed interim financial statements for the period ended 30 June 2026 do not constitute statutory accounts as defined in section 434 of the Companies Act 2006. These financial statements have been prepared in accordance with the accounting policies set out in, and are consistent with, the audited consolidated financial statements for the twelve months ended 31 December 2025. A copy of the statutory accounts for the year ended 31 December 2025 has been delivered to the Registrar of Companies. The auditor's report on those accounts was unqualified and did not contain statements under Section 498 (2) or (3) of the Companies Act 2006 but drew attention, by way of emphasis, without qualifying the report, to the Company's assumptions on going concern which stated that the Group and Parent Company's operational existence is reliant on the ability to raise further funding through equity placing or through the support of the directors through an injection of capital. The impact of this together with other matters indicated that a material uncertainty existed that may cast significant doubt on their ability to continue as a going concern. The auditor's opinion was not modified in respect of this matter.

On 29 July 2024, the Listing Rules were replaced by the UK Listing Rules ("UKLR") under which the existing Standard Listing category was replaced by the Equity Shares (transition) category under Chapter 22 of the UKLR.  Consequently, with effect from that date the Company was admitted to the Equity Shares (transition) category of the Official List under Chapter 22 of the UKLR and to trading on the London Stock Exchange's Main Market for listed securities.

The Company is incorporated and domiciled in the UK.  The address of its registered office is 27-28 Eastcastle Street, London W1W 8DH.

The registered number of the Company is 07496976.

2.    Basis of preparation

The material accounting policies applied in the preparation of the Company's Financial Statements are set out below. These policies have been consistently applied to the period presented, unless otherwise stated.

This condensed consolidated interim financial statements for the half-year reporting period ended 30 June 2026 have been prepared in accordance with the UK-adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

The interim financial statements do not include all of the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 31 December 2025, which has been prepared in accordance with UK-adopted international accounting standards and the requirements of the Companies Act 2006, and any public announcements made by Aterian Plc during the interim reporting period.

The condensed interim financial statements are unaudited and have not been reviewed by the auditors and were approved by the Board of Directors on 29 September 2026. The Financial Statements are presented in £'000 unless otherwise stated which is the Company's functional and presentational currency.

3.    Going concern

The financial statements have been prepared on a going concern basis. The Group is now generating material trading which are producing a meaningful contribution towards overheads and exploration activities in Morocco, Rwanda and Botswana.

Continuing operations of the Group are currently financed from funds raised from shareholders and debt providers and this will likely continue to be the case until the Group is profitable. The Group will likely need to raise further funds in order to progress the Group from the exploration phase into feasibility and eventually into production of revenues.

As at 30 June 2026, the Group had cash and cash equivalents of £133,000. The Company hopes to generate revenues and/or raise further equity to fund both day-to-day expenditure and potential growth although there can be no certainty that such funding will be forthcoming.

As part of their assessment, the Directors have prepared financial cash-flow forecasts on the basis that cost reduction and cost deferral measures can be implemented over the going concern period. The Company's base case financial projections show that the Group will continue to operate within the available facilities throughout the next 12 months. Much of the Group's planned exploration expenditure is discretionary and, if necessary, could be scaled back to conserve cash should circumstances coincide with our expectations. 

The Directors have agreed, if circumstances require, to defer payment of their fees until such time as adequate funding is received and if necessary, scale back all discretionary expenditure including exploration expenditure.

Considering recent successful fund raises the Directors are confident that they can continue to adopt the going concern basis in preparing the financial statements.

The financial statements do not include any adjustment that may arise in the event that the Group is unable to raise additional finance, realise its assets and discharge its liabilities in the normal course of business.

4.    New standards, interpretations and amendments adopted from 1 January 2026

A number of new or amended standards became applicable for the current reporting period. The Group did not have to change its accounting policies or make retrospective adjustments as a result of adopting these standards.

Standards issued but not yet effective:

At the date of authorisation of these interim financial statements, certain standards and interpretations relevant to the Group and which have not been applied in these financial statements, were in issue but were not yet effective. In some cases, these standards and guidance have not been endorsed for use in the UK. The directors are evaluating the impact that these standards will have on the financial statements of the Group.

5.    Revenue

			Six months ended 30-Jun-26	Six months ended 30-Jun-25
			(Unaudited)	(Unaudited)
			£'000	£'000
Sale of ore			1,341	20
			1,341	20

6.    Other Income

			Six months ended 30-Jun-26	Six months ended 30-Jun-25
			(Unaudited)	(Unaudited)
			£'000	£'000
Mineral samples			-	1
			-	1

7.    Operating expenses by nature

Administrative expenses			Six months ended 30-Jun-26	Six months ended 30-Jun-25
			(Unaudited)	(Unaudited)
			£'000	£'000
Directors' remuneration			(124)	(122)
Staff costs			(57)	(62)
Auditor's remuneration			(30)	(25)
Travel expenses			(59)	(35)
Exchange fees			(18)	(63)
Legal expenses			(28)	(39)
Professional fees			(183)	(112)
Accounting fees			(31)	(33)
Depreciation			(3)	(21)
Project Expenses			(27)	-
Security costs			(7)	-
Transport costs			(8)	-
Export tax expense			(31)	-
Insurance			(8)	-
Levy fee			(9)	-
Rent			(15)	(13)
Other expenses			(206)	(107)
			(844)	(632)

 

 

 

 

 

 

 

Directors' remuneration:	Fees and salaries	Share-based payment expense	Six months  ended 30 June 2026 Totals	Six months  ended 30 June 2025 Totals
	£'000	£'000	£'000	£'000
Executive Directors
Charles Bray	53	-	53	48
Simon Rollason	45	-	45	48
Non-Executive Directors
Devon Marais	14	-	14	14
Alister Hume	6	-	6	6
Kasra Pezeshki	6	-	6	6
	124	-	124	122

 

8.    Interest payable and similar charges

			Six months ended 30-Jun-26	Six months ended 30-Jun-25
			(Unaudited)	(Unaudited)
			£'000	£'000
Interest on borrowings			93	40
			93	40

9.    Taxation

Tax expense			Six months ended 30-Jun-26	Six months ended 30-Jun-25
			(Unaudited)	(Unaudited)
			£'000	£'000
Current tax:
UK taxation			-	-
Overseas taxation			-	-
Deferred tax			-	-
			-	-

The Group has made no provision for taxation as it has not yet generated any taxable profits.

 

 

10.  Loss per share

Basic loss per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

The calculation of basic and diluted loss per share is based on the following figures:

		Six months  ended   30 June 2026	Six months  ended 30 June 2025
		(Unaudited)	(Unaudited)
		£'000	£'000
Earnings
Loss from continuing operations for the period attributable to the equity holders of the Company		(568)	(698)
Number of shares
Weighted average number of ordinary shares for the purpose of basic and diluted earnings per share		17,593,602	12,632,044
Basic and diluted earnings per share (pence)		(3.23p)	(5.53p)

11.  Intangible exploration and evaluation assets

	Rwandan assets	Moroccan assets	Botswana Assets	Other Assets	Total
Cost	£'000	£'000	£'000	£'000	£'000
At 1 January 2026	2	3,439	21	5	3,467
Additions	-	58	-	-	58
At 30 June 2026	2	3,497	21	5	3,525
Impairment
At 1 January 2026	-	-	-	-	-
Charge for the period	-	-	-	-	-
At 30 June 2026	-	-	-	-	-
Net book value
At 30 June 2026	2	3,497	21	5	3,525
At 1 January 2026	2	3,439	21	5	3,467

 

 

 

12.  Property, plant and equipment

 

	Mine	Mining Equipment	Office Equipment	Motor Vehicles	Computer Equipment	Processing Equipment	Land	Total
Cost	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
At 1 January 2026	624	112	7	12	7	1	20	783
Additions	-	-	-	-	1	-	-	1
Foreign exchange adjustments	-	(3)	-	-	-	-	(1)	(4)
At 30 June 2026	624	109	7	12	8	1	19	780
Depreciation
At 1 January 2026	624	77	7	4	5	1	-	718
Charge for the period	-	2	-	1	-	-	-	3
At 30 June 2026	624	79	7	5	5	1	-	721
Net book value
At 30 June 2026	-	30	-	7	3	-	19	59
At 1 January 2026	-	35	-	8	2	-	20	65

 

13.  Trade and other receivables

					30-Jun-26	31-Dec-25
					(Unaudited)	(Audited)
					£'000	£'000
Trade receivables					101	-
Taxes receivable					42	65
Other debtors					95	112
Prepayments					-	35
					238	212

14.  Inventories

					30-Jun-26	31-Dec-25
					(Unaudited)	(Audited)
					£'000	£'000
Ore concentrate					915	411
					915	411

 

 

 

15.  Trade and other payables

					30-Jun-26	31-Dec-25
					(Unaudited)	(Audited)
					£'000	£'000
Trade payables					224	465
Other payables					438	464
Accruals					30	72
					692	1,001

 

16.  Deferred exploration expenditure

					30-Jun-26	31-Dec-25
					(Unaudited)	(Audited)
					£'000	£'000
Deferred expenditure					435	262
					435	262

 

In December 2025, the Company signed a binding Heads of Terms for a strategic, AI-powered earn-in joint venture ("JV") with Lithosquare SAS ("Lithosquare"), a Paris-based next-generation exploration company combining foundational AI, advanced data science and deep geological expertise to accelerate mineral discovery, for the exploration of Aterian projects in Morocco and Botswana.  Aterian and Lithosquare subsequently finalised a JV agreement in May 2026, which governs nine selected projects. The agreement focusses on Aterian's copper projects in Botswana and Morocco.

 

 Key Highlights of the JV:

 

·      Under the final revised joint venture agreement, Lithosquare undertook to invest up to €1.0 million in the nine selected projects in exchange for a 15% equity interest in the projects and a 0.5% net smelter royalty ("NSR").

·      Potential for Lithosquare to earn a 2.0% net smelter return (NSR) and up to 49.9% equity and, strictly tied to exploration success and value creation

·      Aterian had received an initial €300,000 before the agreement was signed, with a further €200,000 payable within ten business days of signing, subject to evidence of agreed expenditure from the first tranche for AI-driven target generation, geophysics, mapping and scout drilling to identify high-value copper and critical mineral targets rapidly

·      The remaining €500,000 is payable in three equal tranches, subject to the contractual expenditure and reporting requirements, with the final tranche due by 31 December 2026 with the intention to begin scout drilling by year end 2026. 

·      The agreement records that approximately €100,000 of the first tranche had been spent on exploration at Agdz and Azrar in Morocco  at the time of signing.

·      JV covers exploration across highly promising 2,898 km2 of Copper Belts (KCB & Anti-Atlas).

 

 

 

 

Lithosquare agreed to invest up to €1.4 million (Investment Sum) in eight projects in Botswana and Morocco that Lithosquare select (JV Projects). Lithosquare agreed to initially pay Aterian €300,000 on agreeing Heads of Terms and to invest an additional €200,000 in exploration expenditure relating to the JV Projects by 30 March 2026 (together the "Initial Investment") to earn a 20% stake in each of the JV Projects' equity and a 0.50% NSR interest in each of the JV Projects.

 

Aterian agreed to re-invest €100,000 of the €300,000 Initial Investment into exploration expenditure in Morocco, targeting the Agdz and Azrar projects. The objective of this work is to provide additional geological information (ground magnetics) to allow Aterian, in partnership with Lithosquare, to generate initial drill targets to test the AI platform. The remainder of the Investment Sum may be invested by Lithosquare in three equal tranches over an agreed schedule from the signing of a JV agreement, with the first tranche paid no later than 3 months after the signing of the JV Agreement.

 

Following the Investment Sum being advanced, the parties will co-fund the relevant JV Projects in accordance with their respective equity interests. If a party fails to fund its share of the JV Project costs, its interest at the time will be diluted. Any dilution Lithosquare suffer shall be on a pro rata basis to the amount they have invested.

 

Upon the Initial Investment being made, Lithosquare will also be granted a 0.5% net smelter royalty (NSR) in each of the JV Projects. For each JV Project. Aterian shall have the option to buy back up to 0.5% of the NSR for US$500,000 per 0.5% in line with the existing royalties.  Aterian shall also have the option to buy back an additional 0.50% of the NSR for 50% of the net present value attributable to the NSR of the said JV Project based upon a 10% discount rate from 15 years of total expected production revenue stream.

 

It was further agreed that upon exploration milestones being achieved, the ownership of the relevant JV Project will be transferred to a newly incorporated company/partnership (with the structure being agreed between the parties), and Lithosquare's interest shall increase from 20% up to a maximum of 49.9%.

 

As at 30 June 2026, the Company had received €500,000 (equivalent to approximately £435,000) (31 December 2025, 300,000 (equivalent to approximately £262,000)) of the initial investment from Lithosquare. This amount has been recognised as deferred development expenditure. Based on the fact pattern, this transaction is considered to be a conditional earn-in arrangement, not an immediate disposal of a 20% interest.

 

17.  Borrowings and convertible instruments

 

Current liabilities					30-Jun-26	31-Dec-25
					(Unaudited)	(Audited)
					£'000	£'000
Trade finance facility					429	277
Mezzanine finance					277	252
					706	529
Derivative liability					715	208
					1,421	737

 

 

 

Non-current liabilities					30-Jun-26	31-Dec-25
					(Unaudited)	(Audited)
					£'000	£'000
8% PIK Convertible bonds					243	394
12% PIK Convertible bonds					252	463
					495	857

 

Total borrowings

1,916

1,594

 

 

During the six months ended 30 June 2026, the Group undertook a number of financing transactions to strengthen its working capital position, reduce the cost of its borrowings and restructure its capital base. These are summarised below.

 

Convertible loan notes

On 12 March 2026, the Company issued £150,000 of unsecured zero-coupon Convertible Loan Notes ("March CLNs") to a longstanding shareholder. The March CLNs are convertible into Ordinary Shares at a fixed conversion price of 25 pence per share and are mandatorily convertible on or before 31 December 2026. The Company has the right to redeem the CLNs at par prior to maturity, subject to notice.

The subscribers also received 300,000 warrants exercisable at 32.5 pence per Ordinary Share. The warrants expire on 15 February 2028 and include a hard call feature if the Company's share price exceeds 50 pence for three consecutive trading days.

On 19 May 2026, the Company issued a further £300,000 of unsecured zero-coupon Convertible Loan Notes ("May CLNs"). The May CLNs are convertible at 25 pence per Ordinary Share and automatically convert on 31 December 2026 if not previously converted. The Company also issued 600,000 Series 29 warrants exercisable at 32.5 pence per Ordinary Share and expiring on 15 February 2028.

On 29 May 2026, the Company issued a further £100,000 of unsecured zero-coupon Convertible Loan Notes, convertible into 400,000 Ordinary Shares at 25 pence per share. A further 200,000 Series 29 warrants were issued in connection with these CLNs.

During the period, portions of the CLNs were converted into Ordinary Shares. In aggregate, £400,000 of CLNs were converted during the period, resulting in the issue of 1,600,000 Ordinary Shares.

The CLNs provide for settlement through the issue of a fixed number of the Company's own equity instruments at a fixed conversion price. Accordingly, management has assessed the conversion feature under IAS 32 and, subject to the final assessment of the contractual terms, considers that the conversion feature meets the definition of an equity instrument. The liability and equity components of the compound financial instrument are therefore recognised separately on initial recognition, with the liability component subsequently measured at amortised cost using the effective interest method and the equity component recognised directly in equity.

As these CLNs convert at 25p into a determinable number of shares, these satisfy IAS 32's fixed-for-fixed criterion. Accordingly, the CLNs have been recognised as an equity component.

The movements in the period are summarised below:

					30-Jun-26
Convertible loan notes - equity component					(Unaudited)
					£'000
Balance brought forward 1 January 2026					-
Amounts issued in the year					500
Amounts converted					(400)
Balance carried forward 30  June 2026					100

PIK Convertible Bonds

8% PIK Convertible Bonds

The 8% PIK Convertible Bonds have a three-year maturity and expire on 28 April 2028. The Bonds carry an 8% annual coupon, payable-in kind (PIK) annually from 11 months after issuance. The conversion price is fixed at £0.50 per share and can adjust downwards only at maturity or if the Company issues equity below the conversion price.  A subsequent issuance of equity below the conversion price will adjust the conversion terms downwards to that lower prevailing equity issue price, subject to a 30 pence per share minimum conversion price.

12% PIK Convertible Bonds

The 12% PIK Convertible Bonds are debt instruments but junior in ranking to trading finance facilities, have a 12% annual coupon payable in the form of new payment-in-kind bonds (non-cash), are convertible into ordinary shares at a price of 32.5 pence per share and are redeemable on 31 December 2027.                                                    

In February 2026, the Company issued £100,000 of 12% Senior Secured PIK Convertible Bonds. These bonds are junior in ranking to the Group's trading finance facilities, carry interest at 12% per annum payable in payment-in-kind form, are convertible into Ordinary Shares and are redeemable on 31 December 2027.

In May 2026, £80,000 of previously issued 12% PIK Convertible Bonds together with accrued interest of £15,000 was redeemed by the Company using proceeds from issue of convertible loan notes. In addition, £54,000 of PIK Bonds were converted into 216,000 Ordinary Shares at 25 pence per share.

A summary of the movements in the period is as follows:

					30-Jun-26
PIK Convertible bonds summary					(Unaudited)
					£'000
Balance brought forward 1 January 2026					857
Proceeds received from issue of bonds					100
Redemption of bonds					(95)
Amounts converted to ordinary shares					(54)
Interest accrued					43
Derivative component of bonds					(356)
Balance carried forward 30  June 2026					495

 

8% PIK Convertible bonds					243
12% PIK Convertible bonds					252
Balance carried forward 30  June 2026					495

Derivative liability

 

The conversion features of the PIK Convertible Bonds are accounted for as embedded derivatives under IFRS 9 and are separated from the host debt liability. The derivative components are measured at fair value through profit or loss. The host debt components are subsequently measured at amortised cost using the effective interest method.

 

The derivative liability element of the Convertible Bonds has been valued using a Monte Carlo simulation approach. The movements during the period are summarised as follows:

 

					30-Jun-26
Derivative liability					(Unaudited)
					£'000
Balance brought forward 1 January 2026					208
Loss on fair value measurement					151
Derivative movement for the period					356
Balance carried forward 30  June 2026					715

 

Trade facility

 

In April 2025, the Company signed a trade finance agreement with a global commodity trading and financial house ("Financier"). Under the terms of the agreement, the Financier provided a US$4,500,000 operational trading facility ("Trade Facility") to fund the additional trading of tantalum, niobium, and cassiterite. The Trade Facility has an interest rate of 1-month SOFR (Secured Overnight Financing Rate) plus 3.5%. The Agreement has a five-year facility period.

 

 

 

 

The movements in the period are summarised below:

 

					30-Jun-26
Trade facility					(Unaudited)
					£'000
Balance brought forward 1 January 2026					277
Received during the period					152
Balance carried forward 30  June 2026					429

 

 

Mezzanine loan

 

In September 2025, the Company secured up to US$325,000 of mezzanine funding to support general operations and expand trading activities in Rwanda, with a focus on the acquisition and sale of tantalum-niobium ("Coltan") concentrate. The funding was advanced alongside the Company's partnership with a leading metals and minerals trading house.

 

Key Terms of the loan are as follows:

 

-           Principal Amount: US$325,000

-           Interest & Fees: 20.0% interest and 2% trading fees

-           Term: Initial six months, extendable thereafter by mutual agreement

-           Guarantee: Aterian plc guarantees the performance of Eastinco Ltd under the facility

 

To complement this funding, the Company issued 1.043 million warrants to the mezzanine funding investors following the expiry of 0.50 million outstanding warrants, providing investors the opportunity to participate in the Company's growth trajectory. The newly issued warrants have a 40 pence exercise price and expire on 30 December 2027.

 

The movements in the period are summarised below:

 

					30-Jun-26
Mezzanine loan					(Unaudited)
					£'000
Balance brought forward 1 January 2026					252
Interest charged					25
Amounts repaid					-
Balance carried forward 30  June 2026					277

 

 

 

 

 

18.  Share capital

 

	Six months ended 30 June 2026
	Number of ordinary shares of £0.10	Number of deferred shares of £0.009		Share Capital £'000	Share Premium £'000
Brought forward at 1 January 2026	16,084,000	1,089,170,115		11,411	3,950
Shares issued in the period	3,416,000	-		342	496
As at 30 June 2026	19,500,000	1,089,170,115		11,753	4,446

During the period ended 30 June 2026, the following changes to the Company's share capital took place:

-    On 18 February 2026, the Company raised £250,000 from existing investors through a subscription for 1,000,000 new ordinary shares ("Subscription Shares") at a price of 25 pence per Subscription Share.

-    Subscribers to the Subscription Shares also received 500,000 warrants, or 50% warrant coverage, with each Warrant exercisable at a strike price of 32.5 pence per ordinary share. The Warrants have a maturity date of 15 February 2028 and call feature should the Company's closing mid-price exceed 50 pence for three consecutive trading days.

-    On 24 February, the Company raised an additional £100,000 from existing investors through a subscription for 400,000 new ordinary shares at a price of 25 pence per Subscription Share and the issue of an additional 112,000 shares to the Employee Benefit Trust ("EBT Shares"). Subscribers to the Subscription Shares also received 200,000 warrants, or 50% warrant coverage, with each Warrant exercisable at a strike price of 32.5 pence per ordinary share. The Warrants have a maturity date of 15 February 2028  and a call feature should the Company's closing mid-price exceed 50 pence for three consecutive trading days. A further total of 88,000 new ordinary shares were issued at 25 pence per share in lieu of fees to a service provider ("Fee Shares").

-    In May 2026, £54,000 of PIK Bonds were converted into 216,000 Ordinary Shares at 25 pence per share.

-    Also in May 2026, the Company satisfied the conversion of loan notes totalling £300,000 through the issue of 1,200,000 new ordinary shares of £0.10 each in the capital of the Company  at a conversion price of 25 pence per Ordinary Share.

-    In June 2026, the Company satisfied the conversion of loan notes totalling £100,000 through the issue of 400,000 new ordinary shares of £0.10 each in the capital of the Company  at a conversion price of 25 pence per Ordinary Share.

19.  Share-based payment arrangements

 

Share options

Summary of EBT Options	2026	202
	Number of EBT Options	Number of EBT Options
Outstanding at beginning of period	1,526,400	961,400
Expired during the period	-	-
Adjustment on share consolidation	-	-
Granted during the period	-	565,000
Outstanding at end of the period	1,526,400	1,526,400

 

Warrants	2026		2025
	Average exercise price per warrant	Number of warrants	Average exercise price per warrant	Number of warrants
Outstanding at beginning of the period	76.1p	3,436,379	154.74p	2,952,262
Issued during the period	32.5p	1,944,000	53.33p	600,000
Exercised during the period	-	-	-	-
Lapsed during the period	-	-	-	-
Outstanding at end of the period	60.35p	5,380,379	121.97p	3,552,262

 

During the six months ended 30 June 2026, the Company issued 1,944,000 warrants in connection with its financing arrangements as follows:

-    700,000 warrants issued in connection with the February 2026 financing;

-    144,000 warrants were issued for providing a $50K bridge loan facility to the Company.

-    300,000 warrants issued in connection with the March 2026 CLNs;

-    600,000 Series 29 warrants issued in connection with the £300,000 May CLN financing; and

-    200,000 Series 29 warrants issued in connection with the additional £100,000 May CLN financing.

 

The warrants generally have an exercise price of 32.5 pence per Ordinary Share and expire in February 2028, with a hard call feature linked to the Company's share price. The warrants have been assessed under IAS 32. Where the warrants satisfy the fixed-for-fixed criterion and are therefore equity instruments, they are recognised directly in equity and are not subsequently remeasured.

 

The total expense recognised in the Statement of Comprehensive Income during the period in respect of options and warrants over Ordinary Shares was £2,000 (2025: £30,000).

 

 

 

20.  Related party transactions

 

Transactions with directors:

 

Details of Directors' remuneration is set out above in Note 7.

 

21.  Seasonality of the Group's business

 

There are no seasonal factors which materially affect the operations of the Group's business.

 

22.  Subsequent events

 

-      On 13 August 2026 , the Company satisfied the conversion of loan notes totalling £50,000 through the issue of 200,000 new ordinary shares of £0.10 each in the capital of the Company  at a conversion price of 25 pence per Ordinary Share.

-      In September, 2026 the Company's  wholly owned Rwandan subsidiary, Eastinco Limited ("Eastinco"), commenced the trading of tungsten ore and concentrates, commonly known as wolfram, as part of the continued expansion of the Group's mineral trading activities in Rwanda. The commencement of tungsten trading represents an important further step in the development of Eastinco as a broader critical-minerals trading platform. Eastinco has historically focused principally on tantalum-bearing material and is now seeking to leverage its established procurement network, local operating infrastructure, responsible-sourcing procedures and international trading relationships across additional mineral commodities. To support this trial of the tungsten trading business, Aterian intends to raise approximately £180,000 of additional working capital through the issue of a zero-coupon Convertible Loan Note ("CLN") to existing long-term shareholders. The CLN will convert into equity capital at 25 pence per share upon receipt of a holder conversion notice or if not already converted, automatically convert into equity on 31 December 2026. In addition, CLN investors will receive 300,000 warrants expiring on 15 February 2028, with a 32.5p exercise price and a 50p hard call feature. The proceeds from the CLN issue are expected to be deployed principally to fund operational support systems and the expansion of the existing premises to allow for the wholesale segregation and purchase of tungsten-bearing material and to give Eastinco increased capacity to aggregate commercially meaningful parcels within its new facilities for onward sale.

-      On 20 September 2026, the Company approved the conversion of loan notes totalling £90,000  through the issue of 360,000 new ordinary shares of £0.10 each in the capital of the Company at a conversion price of 25 pence per Ordinary Share.

-      On 22 September 2026, the Company approved the conversion of loan notes totalling £22,500  through the issue of 90,000 new ordinary shares of £0.10 each in the capital of the Company at a conversion price of 25 pence per Ordinary Share.

There are no other events occurring subsequent to 30 June 2026 requiring disclosure in these interim financial statements.

23.  Reports

A copy of this half year interim report, as well as the annual statutory accounts to 31 December 2025 are available on the Company's website at www.aterianplc.com

 

END