Financial Results for Period Ended 31 March 2026

Summary by AI BETAClose X

Beowulf Mining plc reported unaudited financial results for the period ended March 31, 2026, showing a consolidated loss before tax of £536,816, an increase from £423,349 in the prior year's quarter, primarily due to a £124,217 loss on convertible loan conversion. Administration expenses decreased to £375,583 from £414,306. The company held £87,100 in cash at period-end, a significant decrease from £668,926 a year prior. Exploration assets reduced to £15,455,048 from £16,763,811, with Vardar Mineral Limited's assets classified as held for sale. The company is in advanced discussions for strategic funding, anticipating a need for additional financing by mid-June.

Disclaimer*

Beowulf Mining PLC
29 May 2026
 

A blue and white logo Description automatically generated with low confidence

 

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulation ("MAR") (EU) No. 596/2014, as incorporated into UK law by the European Union (Withdrawal) Act 2018 (as amended). Upon the publication of this announcement, through the agency of the contact person of the Company set out below, this inside information is now considered to be in the public domain.

 

29 May 2026

 

Beowulf Mining plc

("Beowulf" or the "Company")

Unaudited Financial Results for the Period Ended 31 March 2026

Beowulf Mining (AIM: BEM; Spotlight: BEO), the European mineral exploration and development company, announces its unaudited financial results for the three months ended 31 March 2026 (the "Period").

 

Activities in the Period  

 

Sweden

·      During the Period, through its wholly owned Swedish subsidiary Jokkmokk Iron Mines AB ("Jokkmokk Iron"), the Company continued to progress technical and environmental workstreams for the Kallak Iron Ore Project ("Kallak").

·      Jokkmokk Iron published a Sustainability Strategy setting out the company's vision, principles and approach to managing specific environmental and social impacts relating to the Kallak project. The document is available in English and Swedish on the Jokkmokk Iron website: Jokkmokk Iron Sustainability Strategy.

·      Technical activity focused on mining fleet optimisation with ongoing studies completed in collaboration with two market-leading Nordic truck manufacturers for Kallak. Each offer battery electric, autonomous mining solutions and have demonstrated the ability to meet Jokkmokk Iron's criteria.

·      The Company announced during the Period that a consortium led by Jokkmokk Iron had been conditionally awarded funding of €1.1 million from the European Institute of Innovation and Technology ("EIT") as part of the €2.4 million NordicPipe project ("NordicPipe"). The NordicPipe project's objective is to advance technical and environmental knowledge, that will enable the development and roll-out of slurry pipelines as a sustainable transportation solution in the Nordic region. Following the end of the Period, as announced on 27 April 2026, the consortium decided to withdraw from the EIT funding programme and advance the NordicPipe project independently. The consortium concluded that the project's key objectives can be achieved more efficiently, with greater flexibility, and with a lower overall cost and administrative burden independently from the EIT programme.

 

Finland

·      Beowulf's wholly owned Finnish subsidiary, Grafintec Oy ("Grafintec"), published a Grafintec Sustainability Strategy setting out the company's vision, principles and approach to managing its environmental and social impacts. The document is available in English and Finnish on the Grafintec website: Grafintec Sustainability Strategy.

·      Grafintec submitted an application for EU Strategic Project status for the Graphite Anode Materials Plant ("GAMP") during the Period.

·      The Company announced that its applications to Business Finland for a Tax Credit and Research, Development and Piloting Loan had been unsuccessful due to the Company failing an eligibility criterion. Business Finland noted the merit of the GAMP project and, subject to the eligibility criterion being addressed, the Company intends to reapply.

 

Kosovo

 

Corporate

·      Following the issue of the £500,000 Convertible Loan announce on 22 December 2025, a total of six conversion notices were received by to the Company for a total of £250,000 resulting in the issue of 4,045,841 shares to the Investor during the Period.

 

Financial

·      The underlying administration expenses of £375,583 are lower than the previous period of £414,306. This decrease is primarily due to share-based payment expenses of £71,614 (Q1 2025: £92,809), and legal and professional fees of £144,024 (Q1 2025: £167,096).

·      The consolidated loss before tax increased in the Period to £536,816 (Q1 2025: £423,349). This increase is primarily due to a loss on conversion of the convertible loan of £124,217 (Q1 2025: £Nil).

·      The consolidated basic and diluted loss per share from continuing and discontinued operations for the quarter ended 31 March 2026 was 0.95 pence (Q1 2025: loss of 1.16 pence).

·      £87,100 in cash was held at 31 March 2026 (31 March 2025: £668,926).

·      Exploration assets decreased to £15,455,048 at 31 March 2026 compared to £16,763,811 at 31 March 2025. This is due to Vardar exploration assets of £3,608,012 being classified as held for sale as at 31 March 2026. During the Period to 31 March 2026, there were additions of £96,436 and foreign currency losses of £83,732.

·      The cumulative translation losses held in equity increased by £80,796 in the quarter ended 31 March 2026 to £995,547 (31 December 2025: £914,571). Much of the Company's exploration costs are in Swedish Krona which has weakened against the pound since 31 December 2025.

·      At 31 March 2026, the Company had 63,703,707 Ordinary Shares in issue of which 47,179,151 were Swedish Depository Receipts representing 74% of the issued share capital of the Company. The remaining issued share capital of the Company is held in the UK as AIM securities.

 

Post Period

·      Following the end of the Period, the Company received a further conversion notice for a total of £50,000 resulting in the issue of 1,000,000 shares to the Investor.

·      As detailed above, the consortium led by Jokkmokk Iron decided to withdraw from the EIT funding programme and advance the NordicPipe project independently. The consortium concluded that the project's key objectives can be achieved more efficiently, with greater flexibility, and with a lower overall cost and administrative burden independently from the EIT programme.

·      In April, Grafintec participated in the Power Coast Summit in the municipality of Kotka, visited the Keltakallio industrial site and hosted public meetings at its two graphite projects, Aitolampi and Rääpysjärvi, in Eastern Finland.

·      The engagement with Alternative Resource Capital as Joint Broker was terminated after the end of the Period.

 

Current financial position

As noted in its 24 April 2026 update, the Company is in advanced discussions in relation to a range of potential funding solutions and has received and is reviewing a number of proposals and term sheets. Discussions are at an advanced stage with a potential strategic investor and it is hoped that a definitive agreement can be reached within the coming weeks. The discussions remain non-binding at this stage and therefore, there can be no certainty that financing can be obtained or on the terms of any financing.

 

The Company, with support from its advisers, continues to manage its cash and creditor position and anticipates retaining sufficient cash to continue trading through the next few weeks while it seeks to finalise the strategic investment. The Board cautions that the Company now expects that it will need to secure additional financing by the middle of June in order to progress its projects and provide working capital for its operations.

 

Ed Bowie, Chief Executive Officer of Beowulf, commented:

 

"As work progresses at both Kallak and Grafintec, it is the critical focus of the Board to secure the long-term funding necessary to continue advancing our portfolio of assets. In respect to this, we hope to reach a definitive funding solution within the coming weeks and look forward to updating the market as and when appropriate."

 

 

Enquiries:

 

Beowulf Mining plc

 

Ed Bowie, Chief Executive Officer

ed.bowie@beowulfmining.com

 

 

SP Angel

 

(Nominated Adviser & Broker)

 

Ewan Leggat / Stuart Gledhill / Adam Cowl

Tel: +44 (0) 20 3470 0470

 

 

BlytheRay

 

Megan Ray / Rachael Brooks

Tel: +44 (0) 20 7138 3204


beowulf@blytheray.com

 

Cautionary Statement

 

Statements and assumptions made in this document with respect to the Company's current plans, estimates, strategies and beliefs, and other statements that are not historical facts, are forward-looking statements about the future performance of Beowulf. Forward-looking statements include, but are not limited to, those using words such as "may", "might", "seeks", "expects", "anticipates", "estimates", "believes", "projects", "plans", strategy", "forecast" and similar expressions. These statements reflect management's expectations and assumptions in light of currently available information. They are subject to a number of risks and uncertainties, including, but not limited to , (i) changes in the economic, regulatory and political environments in the countries where Beowulf operates; (ii) changes relating to the geological information available in respect of the various projects undertaken; (iii) Beowulf's continued ability to secure enough financing to carry on its operations as a going concern; (iv) the success of its potential joint ventures and alliances, if any; (v) metal prices, particularly as regards iron ore. In the light of the many risks and uncertainties surrounding any mineral project at an early stage of its development, the actual results could differ materially from those presented and forecast in this document. Beowulf assumes no unconditional obligation to immediately update any such statements and/or forecast.

 

 

 

 

 



 

About Beowulf Mining plc

 

Beowulf Mining plc ("Beowulf" or the "Company") is an exploration and development company, listed on the AIM market of the London Stock Exchange and the Spotlight Exchange in Sweden.

Beowulf's purpose is to generate value for all stakeholders through the sustainable exploration, development and production of raw materials that are critical to support the transition to a greener economy.

The Company has two core assets, an iron ore development project in Sweden and the development of a downstream processing facility for graphite anode materials in Finland.

The Kallak iron ore project in northern Sweden has the potential to produce a 'market leading' magnetite concentrate of over 70% iron content.  Jokkmokk Iron, the Company's wholly-owned subsidiary, has defined a Mineral Resource, classified according to the PERC Standards 2017, of a total of 132 million tonnes ("Mt") grading 28.3% iron ("Fe") in the Measured and Indicated categories, with an Inferred Mineral Resource of 39 Mt grading 27.1% Fe. The Company secured the Exploitation Concession for Kallak in 2024 and is working towards the submission of the Environmental Permit application. A Scoping Study was completed in 2023 and the Company is focused on the completion of a Pre-Feasibility Study ("PFS") to demonstrate the technical and economic viability of the project.

In Finland, Grafintec, a wholly-owned subsidiary, is developing the Graphite Anode Material Plant to supply anode material to the lithium-ion battery industry. The Company completed a PFS in 2025 demonstrating extremely robust economics and has secured a site for the future construction of the downstream processing plant in Kotka in southern Finland. While the intention is to initially import graphite concentrate from a third-party mine, Grafintec has a portfolio of graphite projects in Finland including one of Europe's largest flake graphite resources in the Aitolampi project in eastern Finland. Grafintec is working towards creating a sustainable value chain in Finland from high quality natural flake graphite resources to anode material production, leveraging renewable power, targeting Net Zero CO2 emissions across the supply chain.

The Company also holds a number of exploration assets including in Kosovo through its wholly owned subsidiary Vardar.

Beowulf wants to be recognised for living its values of Respect, Responsibility and Integrity. The Company's ESG Policy is available on the website following the link below:

https://beowulfmining.com/about-us/esg-policy/



 

BEOWULF MINING PLC

CONDENSED CONSOLIDATED INCOME STATEMENT

 

FOR THE THREE MONTHS TO 31 MARCH 2026

 

 

                                                             

Notes

(Unaudited)

3 months ended

31 March

 2026

 

£

(Unaudited and restated)

3 months ended

31 March

2025

 

£

(Unaudited)

12 months

 ended

31 December 2025

 

£

Continuing operations





 





Administrative expenses


(375,583)

(414,306)

(1,563,475)

Impairment of exploration assets


-

-

(12,397)






Operating loss


(375,583)

(414,306)

(1,575,872)

 





Finance costs

3

(37,030)

(4,522)

(60,766)

Finance income


14

279

2,224

Grant income


-

-

177

Fair value loss on listed investment


-

(1,125)

(1,500)

Loss on disposal of right of use asset


-

(3,675)

(3,715)

Loss on conversion of convertible loans


(124,217)

-

-

Other income

4

-

-

16,793






Loss before and after taxation from continuing operations


(536,816)

(423,349)

(1,622,659)






Discontinued operations





Loss for the year from discontinued operations


(26,957)

(26,927)

(124,919)

Loss for the period/year


(563,773)

(450,276)

(1,747,578)






Loss per share attributable to the owners of the parent:





Continuing operations





Basic and diluted (pence)                         

5

(0.90)

(1.09)

(3.10)






Discontinued operations





Basic and diluted (pence)

5

(0.05)

(0.07)

(0.24)

 


BEOWULF MINING PLC

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE THREE MONTHS TO 31 MARCH 2026

 

 



(Unaudited)

3 months ended

31 March

 2026

 

£

(Unaudited and restated)

3 months ended

31 March

 2025

 

£

(Unaudited)

12 months

ended

31 December 2025

 

£

 





Loss for the period/year


(563,773)

(450,276)

(1,747,578)

Other comprehensive loss





Items that may be reclassified subsequently to profit or loss:










Exchange (losses)/gains arising on translation of foreign operations


(80,976)

774,216

1,481,363

Total comprehensive (loss)/income


(644,749)

323,940

(266,215)






 


BEOWULF MINING PLC

CONDENSED COMPANY STATEMENT OF COMPREHENSIVE LOSS

 

FOR THE THREE MONTHS TO 31 MARCH 2026

 

 

 

 

                                                             

Notes

(Unaudited)

3 months ended

31 March

 2026

 

£

(Unaudited)

3 months ended

31 March

 2025

 

£

(Unaudited)   

12 months ended

31 December 2025

 

£

Continuing operations





 





Administrative expenses


(458,060)

(398,646)

(1,628,086)

 





Operating loss


(458,060)

(398,646)

(1,628,086)






Finance costs

3

(36,731)

(3,853)

(58,686)

Finance income


2

33

2,128

Fair value loss on listed investment


-

(1,125)

(1,500)






Loss before and after taxation and total comprehensive loss


(494,789)

(403,591)

(1,686,144)






Loss per share attributable to the owners of the parent:





Basic and diluted (pence)                           

5

(0.83)

(1.04)

(3.22)

 

 


BEOWULF MINING PLC

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

AS AT 31 MARCH 2026



(Unaudited)

As at

31 March

 2026

£


(Unaudited)

As at

31 March

2025

£


(Unaudited)

As at

31 December

2025

£

ASSETS

Notes

 

 

 

 

 

Non-current assets







Intangible assets

9

15,455,048


17,389,814


15,373,303

Property, plant and equipment


788


51,026


824

Right of use assets


14,748


59,234


21,245

Investments held at fair value through profit or loss


1,750


2,125


1,750

Loans and other financial assets


2,784


2,784


2,784



15,475,118


17,504,983


15,399,906








Current assets







Trade and other receivables


96,918


279,707


88,519

Cash and cash equivalents


87,100


668,926


329,647



184,018


948,633


418,166








Assets classified as held for sale


3,601,702


                         -


3,600,177



3,785,720


948,633


4,018,343








TOTAL ASSETS

 

19,260,838


18,453,616


19,418,249








EQUITY

 






Shareholders' equity







Share capital

6

13,599,872


12,356,927


13,397,580

Share premium


30,675,162


29,878,404


30,627,454

Capital contribution reserve


46,451


46,451


46,451

Share-based payment reserve


1,486,175


1,216,939


1,413,206

Warrant reserve


68,640


-


68,640

Merger reserve


425,497


425,497


425,497

Translation reserve


(995,547)


(1,621,718)


(914,571)

Accumulated losses


(26,982,742)


(25,214,330)


(26,511,632)

TOTAL EQUITY

 

18,323,508


17,088,170


18,552,625

 

 






LIABILITIES

 






Current liabilities







Trade and other payables


574,594


703,533


318,189

Lease liabilities


8,115


27,049


8,049

Borrowings

10

188,752


614,233


333,958

Derivative financial liabilities


52,487


-


88,996



823,948


1,344,815


749,192








Liabilities directly associated with assets held for sale


106,237


-


107,149

 


930,185


1,344,815


856,341

Non-current liabilities







Lease liabilities


7,145


20,631


9,283



7,145


20,631


9,283

TOTAL LIABILITIES


937,330


1,365,446


865,624








TOTAL EQUITY AND LIABILITIES


19,260,838


18,453,616


19,418,249


BEOWULF MINING PLC

CONDENSED COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 31 MARCH 2026

 




(Unaudited)

As at

31 March

 2026

£


(Unaudited)

As at

31 March

2025

£


(Unaudited)

As at

31 December 2025

£

ASSETS

Notes







Non-current assets








Property, plant and equipment



508


678


542

Investments in subsidiaries



841,833


4,122,379


817,025

Investments held at fair value through profit or loss



1,750


2,125


1,750

Loans and other financial assets



16,260,456


15,407,471


16,187,149




17,104,547


19,532,653


17,006,466









Current assets








Trade and other receivables



60,778


136,678


28,451

Cash and cash equivalents



56,566


657,196


235,652




117,344


793,874


264,103









Assets classified as held for sale



3,495,465


-


3,493,028




3,612,809


793,874


3,757,131









TOTAL ASSETS

 

 

20,717,356


20,326,527


20,763,597









EQUITY

 

 

 

 

 

 

 

Shareholders' equity








Share capital

6


13,599,872


12,356,927


13,397,580

Share premium



30,675,162


29,878,404


30,627,454

Capital contribution reserve



46,451


46,451


46,451

Share-based payment reserve



1,486,175


1,216,939


1,413,206

Warrant reserve



68,640


-


68,640

Merger reserve



425,497


425,497


425,497

Accumulated losses



(26,215,308)


(24,530,629)


(25,813,182)

TOTAL EQUITY



20,086,489


19,393,589


20,165,646

 








LIABILITIES

 

 

 

 

 

 

 

Current liabilities








Trade and other payables



389,628


318,705


174,997

Borrowings

10


188,752


614,233


333,958

Derivative financial liabilities



52,487


-


88,996




630,867


932,938


597,951









TOTAL LIABILITIES



630,867


932,938


597,951









TOTAL EQUITY AND LIABILITIES



20,717,356


20,326,527


20,763,597


BEOWULF MINING PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

FOR THE THREE MONTHS TO 31 MARCH 2026

 

 

 

 

Share capital

Share premium

Capital contribution reserve

Share-based payment reserve

Merger reserve

Warrant Reserve

Translation reserve

Accumulated losses

Total equity


£

£

£

£

£

£

£

£

£

At 1 January 2025 (Audited)

12,356,927

29,878,404

46,451

1,124,131

425,497

-

(2,395,934)

(24,764,054)

16,671,422











Loss for the period

-

-

-

-

-

-

-

(450,276)

(450,276)

Foreign exchange translation

-

-

-

-

-

-

774,216

-

774,216

Total comprehensive loss

-

-

-

-

-

-

774,216

(450,276)

323,940











Transactions with owners










Equity-settled share-based payment transactions

-

-

-

92,808

-

-

-

-

92,808

Transfer on lapse of options

-

-

-

-

-

-

-

-

-

At 31 March 2025 (Unaudited)

12,356,927

29,878,404

46,451

1,216,939

425,497

-

(1,621,718)

(25,214,330)

17,088,170

 










Loss for the period

-

-

-

-

-

-

-

(1,297,302)

(1,297,302)

Foreign exchange translation

-

-

-

-

-

-

707,147

-

707,147

Total comprehensive loss

-

-

-

-

-

-

707,147

(1,297,302)

(590,155)











Transactions with owners










Issue of share capital

1,040,653

1,123,738

-

-

-

-

-

-

2,164,391

Cost of issue

-

(374,688)

-

-

-

-

-

-

(374,688)

Equity-settled share-based payment transactions

-

-

-

196,267

-

-

-

-

196,267

Issue of warrants arising from convertible loan note issue

-

-

-

-

-

68,640

-

-

68,639

At 31 December 2025 (Unaudited)

13,397,580

30,627,454

46,451

1,413,206

425,497

68,640

(914,571)

(26,511,632)

18,552,625











Loss for the period

-

-

-

-

-

-

-

(563,773)

(563,773)

Foreign exchange translation

-

-

-

-

-

-

(80,976)

-

(80,976)

Total comprehensive income

-

-

-

-

-

-

(80,976)

(563,773)

(644,749)











Transactions with owners










Issue of shares on conversion of convertible notes

202,292

47,708

-

-

-

-

-

92,663

342,663

Equity-settled share-based payment transactions

-

-

-

72,969

-

-

-

-

72,969

At 31 March 2026 (Unaudited)

13,599,872

30,675,162

46,451

1,486,175

425,497

68,640

(995,547)

(26,982,742)

18,323,508



BEOWULF MINING PLC

CONDENSED COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE THREE MONTHS TO 31 MARCH 2026

 

 

 

Share capital

Share premium

Capital contribution reserve

Share-based payment reserve

Merger reserve

Warrant reserve

Accumulated losses

Total


£

£

£

£

£

£

£

£

At 1 January 2025

12,356,927

29,878,404

46,451

1,124,131

425,497

-

(24,127,038)

19,704,372










Loss for the period

-

-

-

-

-

-

(403,591)

(403,591)

Total comprehensive loss

-

-

-

-

-

-

(403,591)

(403,591)










Transactions with owners









Equity-settled share-based payment transactions

-

-

-

92,808

-

-

-

92,808

Transfer on lapse of options

-

-

-

-

-

-

-

-

At 31 March 2025 (Unaudited)

12,356,927

29,878,404

46,451

1,216,939

425,497

-

(24,530,629)

19,393,589

 









 









Loss for the period

-

-

-

-

-

-

(1,282,553)

(1,282,553)

Total comprehensive loss

-

-

-

-

-

-

(1,282,553)

(1,282,553)










Transactions with owners









Issue of share capital

1,040,653

1,123,738

-

-

-

-

-

2,164,391

Cost of issue

-

(374,688)

-

-

-

-

-

(374,688)

Issue of warrants arising from CLN Issue

-

-

-

 196,267

-

-

-

 196,267

Equity-settled share-based payment transactions

-

-

-

-

-

68,640

-

68,640

At 31 December 2025 (Unaudited)

13,397,580

30,627,454

46,451

1,413,206

425,497

68,640

(25,813,182)

20,165,646

 









Loss for the period

-

-

-

-

-

-

(494,789)

(494,789)

Total comprehensive loss

-

-

-

-

-

-

(494,789)

(494,789)










Transactions with owners









Issue of shares on conversion of convertible notes

202,292

47,708

-

-

-

-

92,663

342,663

Equity-settled share-based payment transactions

-

-

-

72,969

-

-

-

72,969

At 31 March 2026 (Unaudited)

13,599,872

30,675,162

46,451

1,486,175

425,497

68,640

(26,215,308)

20,086,489


 

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

FOR THE THREE MONTHS TO 31 MARCH 2026

 

 

1.    Nature of operations

 

Beowulf Mining plc (the "Company") is domiciled in England and Wales. The Company's registered office is 201 Temple Chambers, 3-7 Temple Avenue, London, EC4Y 0DT. This consolidated financial information comprises that of the Company and its subsidiaries (collectively the "Group" and individually "Group companies"). The Group is engaged in the acquisition, exploration and evaluation of natural resources assets and has not yet generated revenues.

 

2.    Basis of preparation

 

The condensed consolidated financial information has been prepared on the basis of the recognition and measurement requirements of UK-adopted International Accounting Standards (UK-IAS). The accounting policies, methods of computation and presentation used in the preparation of the interim financial information are the same as those used in the Group's audited financial statements for the year ended 31 December 2024.

 

The financial information in this statement does not constitute full statutory accounts within the meaning of Section 434 of the UK Companies Act 2006. The financial information for the quarter ended 31 March 2026 is unaudited and has not been reviewed by the auditors. 

 

The financial information for the twelve months ended 31 December 2025 is an extract from the unaudited financial statements of the Group and Company.. The comparative group income statement has been restated for the purposes of the discontinued operations under IFRS 5.

 

The financial statements are presented in GB Pounds Sterling. They are prepared on the historical cost basis or the fair value basis where the fair valuing of relevant assets and liabilities has been applied.

 

Going concern

 

The Company announced in April 2026 that it received and was reviewing a number of proposals and term sheets in relation to a range of funding solutions and in particular, the Company is in advanced discussions with a potential strategic investor.

 

While discussions are progressing, there are currently no definitive agreements in place and there is no certainty that the funds will be raised within the appropriate timeframe. These conditions indicate the existence of a material uncertainty which may cast significant doubt over the Group's and the Company's ability to continue as going concerns and therefore, the Group and the Company may be unable to realise their assets and discharge their liabilities in the normal course of business. The Directors will continue to explore funding opportunities at both asset and corporate levels. The Directors have a reasonable expectation that funding will be forthcoming based on their past experience and therefore believe that the going concern basis of preparation is deemed appropriate and as such the financial statements have been prepared on a going concern basis.  The financial statements do not include any adjustments that would result if the Group and the Company were unable to continue as going concern.

 

 

 

 

 

 

 

 

 

 

3.    Finance costs

 

 




 

(Unaudited)

(Unaudited and restated)

(Unaudited)

 

3 months

3 months

12 months

 

ended

ended

ended

Group

31 March 2026

31 March 2025

31 December 2025

 

£

£

£





Bridging loan amortised interest

45

3,853

1,915

Lease liability interest

254

669

52,251

Convertible loan - interest

36,731

-

6,600


37,030

4,522

60,766

 

 

 

(Unaudited)

(Unaudited and restated)

(Unaudited)

 

3 months

3 months

12 months

 

ended

ended

ended

Company

31 March 2026

31 March 2025

31 December 2025

 

£

£

£





Bridging loan amortised interest

-

3,853

52,086

Convertible loan - interest

36,731

-

6,600


36,731

3,853

58,686

 

4.    Other income

 


(Unaudited)

(Unaudited and restated)

(Unaudited)


3 months

3 months

12 months


ended

ended

ended


31 March 2026

31 March 2025

31 December 2025


£

£

£

Other income

-

-

16,793


-

-

16,793

 



 

5.    Loss per share

 

 

(Unaudited)

(Unaudited and restated)

(Unaudited)

 

3 months

3 months

12 months

 

ended

ended

ended

Group

31 March 2026

31 March

2025

31 December 2025

Loss for the period/year attributable to shareholders of the Company:




From continuing operations (£'s)

(536,816)

(423,349)

(1,655,082)

From discontinued operations (£'s)

(26,957)

(26,927)

(124,919)

Weighted average number of ordinary shares

59,657,866

38,844,790

52,396,161

Loss per share:



From continuing operations (p)

(0.90)

(1.09)

(3.16)

From discontinued operations (p)

(0.05)

(0.07)

(0.24)

Company



Loss for the period/year attributable to shareholders of the Company (£'s)

(494,789)

(403,591)

(1,686,143)

Weighted average number of ordinary shares

59,657,866

38,844,790

52,396,161

Loss per share (p)

(0.83)

(1.04)

(3.22)

 

6.    Share capital

 


(Unaudited)


(Unaudited)


(Unaudited)


As at

31 March

2026


As at

31 March

2025


As at

31 December 2025


£


£


£

Allotted, issued and fully paid






Ordinary shares of 5p each

3,185,185


1,942,240


2,982,893

Deferred A shares of 0.9p each

10,414,687


10,414,687


10,414,687

Total

13,599,872


12,356,927


13,397,580

 

The number of shares in issue was as follows:

 

 


Number


of ordinary shares

 


Balance at 1 January 2025

38,844,790

Issued during the period

-

Balance at 31 March 2025

38,844,790

Issued during the period

20,813,076

Balance at 31 December 2025

59,657,866

Issued during the period

4,045,841

Balance at 31 March 2026

63,703,707

                                           

The shares issued during the period were as a result of conversion of the CLN (see note 7).

 


Number


of deferred A shares

Balance at 1 January 2025

-

Issued during the period

1,157,187,463

Balance at 31 March 2025

1,157,187,463

Issued during the period

-

Balance at 31 December 2025

1,157,187,463

Issued during the period

-

Balance at 31 March 2026

1,157,187,463

 

7.    Convertible loan notes

 

On 19 December 2025, the Company issued £500,000 unsecured convertible loan notes (CLN), at the same time, the Company granted 4,329,004 warrants to the investor with a 3 year term and an exercise price of £0.1155 per warrant. The CLN accrues interest at a rate of 10% per annum and has a term of one year.

 

From an accounting perspective, the CLN consists of three components:

 

-       Component 1 is the obligation to not repay the CLN in cash and is recognised as a non-derivative financial liability and therefore measured at amortised cost.

-       Component 2 is recognised as the option to convert the CLN into Conversion Shares. This is a derivative, as the number of conversion shares varies based on the share price. The fixed-for-fixed criteria is not met and therefore the conversion option does not meet the definition of equity. The conversion option is therefore a derivative liability accounted for at fair value through profit or loss.

-       Component 3 is the option to convert the warrants into a fixed number of ordinary shares at a fixed price. This component is therefore classified as equity.

 


Convertible loan

debt


Convertible loan

derivative


Convertible loan

equity


Total


£


£


£


£

At 1 January 2025

-


-


-


-

Principal

337,487


91,750


70,763


500,000

Cost of issue

(10,129)


(2,754)


(2,123)


(15,006)

Interest

6,600


-


-


6,600

At 31 December 2025

333,958


88,996


68,640


491,594

Interest

36,731


-


-


36,731

Fair value movement

-


(36,509)


-


(36,509)

Conversion

(181,937)


-


-


(181,937)

At 31 March 2026

188,752


52,487


68,640


309,879

 

The equity component of the CLN has been recognised in the warrant reserve in the statement of financial position.

Interest on the CLN is recognised using the effective interest method in accordance with IFRS 9.

 

The value of the CLN Conversion Option is a function of the Company's future share price. The value of the of the CLN Conversion Option depends on whether the lowest trading price in the 20 days before Conversion is higher or lower than the nominal value of the shares of the Company, being £0.05. Thus, a computational model is required which creates numerous iterations of possible daily share price evolution paths over the term of the CLN. The fair value of the Conversion Option can then be calculated for each iteration with the average of these values being the final fair value. This is known as the Monte Carlo method.

 

 

 

8.    Share based payments

 

During the Period, there were no options granted (Q1 2025: Nil; year ended 31 December 2025: 2,272,000). The options outstanding as at 31 March 2026 have an exercise price in the range of 12 pence to 262.50 pence (31 December 2025: 12 pence to 262.5 pence) and a weighted average remaining contractual life of 8 years, 77 days (31 December 2025: 8 years, 158 days).

 

The share-based payment expense for the options for the period ended 31 March 2026 was £71,614 (Q1 2025: £92,808; year ended 31 December 2025: £286,364).

 

The fair value of share options granted and outstanding were measured using the Black-Scholes model, with the following inputs:

 


2024

2024

2024

2023

2022

2022

Fair value at grant date

24p

25.5p

15p

26p

179.5p

156p

Share price

35p

36.5p

35p

84p

200p

200p

Exercise price

37.5p

37.5p

37.5p

103p

50p

262.5p

Expected volatility

77.5%

79.9%

77.5%

55.2%

100.0%

100.0%

Expected option life

6 years

6 years

2 years

2.5 years

5 years

6 years

Contractual option life

10 years

10 years

10 years

5 years

10 years

10 years

Risk free interest rate

4.080%

4.100%

4.480%

4.800%

4.520%

4.480%

 

 

Reconciliation of options in issue

Number


Weighted average exercise price (£'s)









Outstanding at 1 January 2025

3,170,000


0.65

Granted during the period

2,272,000


0.12

Outstanding at 31 December 2025

5,442,000


0.43

Exercisable at 31 December 2025

1,543,333


0.94





 

Reconciliation of options in issue

Number


Weighted average exercise price (£'s)









Outstanding at 1 January 2026

5,442,000


0.65

Outstanding at 31 March 2026

5,442,000


0.43

Exercisable at 31 March 2026

1,543,333


0.94





 

4,329,004 warrants were granted during the prior year. As the grant of the warrants was attached to the issue of the CLN, they have been treated as a component of the CLN and measured in accordance with IAS 32 (see note 7).



 

 

9.    Intangible Assets: Group

 

 

Exploration assets


Other intangible assets

 


Total

 

 

 

 

£


 £


£

Cost






As at 31 December 2025 (Unaudited)

14,627,273


746,030


15,373,303

As at 31 March 2026 (Unaudited)

14,639,977


815,071


15,455,048

 

Exploration costs

(Unaudited)


(Unaudited)

 

As at

31 March  

    2026


As at

31 December

2025

 

£


£

Cost




Opening balance 

14,627,273


15,521,317

Additions for the period/year

96,436


1,260,152  

Foreign exchange movements

(83,732)


1,448,902

Impairment

-


(12,397)

Reclassified as held for sale

-


(3,590,701)





Closing balance

14,639,977


14,627,273

 

The net book value of exploration costs is comprised of expenditure on the following projects:

 


 

(Unaudited)


(Unaudited)


 

As at

31 March  

2026


As at

31 December

2025


 

£


£

Project

Country




Kallak

Sweden

12,587,401


12,590,319

Pitkäjärvi

Finland

1,759,027


1,749,466

Rääpysjärvi

Finland

229,414


224,097

Luopioinen

Finland

11,167


10,431

Emas

Finland

52,968


52,960



14,639,977


14,627,273

 

Total Group exploration costs of £14,639,977 are currently carried at cost in the financial statements. No impairment has been recognised during the period (31 December 2025: £12,397).

Accounting estimates and judgements are continually evaluated and are based on a number of factors, including expectations of future events that are believed to be reasonable under the circumstances. Management is required to consider whether there are events or changes in circumstances that indicate that the carrying value of this asset may not be recoverable.

The most significant exploration asset within the Group is Kallak. During 2024, the Supreme Administrative Court delivered the verdict to uphold the Government's awarding of the Exploitation Concession for Kallak.

Kallak is included in the condensed financial statements as at 31 March 2026 as an intangible exploration licence with a carrying value of £12,587,401 (31 December 2025: £12,590,320). Given the Exploitation Concession was awarded, Management have considered that there is no current risk associated with Kallak and thus have not impaired the project.

During the year ended 31 December 2025, Vardar was classified as held for sale, and therefore exploration costs in relation to Mitrovica, Viti and Shala are £nil at 31 December 2025 and 31 March 2026 (see note 10).

 

Other intangible assets

(Unaudited)

As at

31 March

2026


(Unaudited)

As at

31 December  

2025

 

 £


£

Cost




At 1 January 

746,030


501,705

Additions for the period/year

67,025


225,618

Grant income received

-


(12,750)

Foreign exchange movements

2,016


31,457

Total

815,071


746,030

 

Other intangible assets capitalised are development costs incurred following the feasibility of GAMP project. This development has attained a stage where it satisfies the requirements of IAS 38 to be recognised as an intangible asset whereby it has the potential to be completed and used, provide future economic benefits, whereby its costs can be measured reliably and there is the intention and ability to complete. The development costs will be held at cost less impairment until the completion of the GAMP project at which stage they will be transferred to the value of the Plant.

 

10.  Discontinued operations

 

On 26 November 2025, the Company announced it had received a non-binding cash offer of €4,000,000 (approx. £3,495,465) for its 100% interest in Vardar. Completion of the offer is contingent upon the satisfactory outcome of the due diligence process. Based on the information available at the reporting date, the Directors were not aware of any issues that would prevent a satisfactory conclusion.

 

In accordance with IFRS 5, the results of Vardar are presented within discontinued operations in the Consolidated Statement of Profit or Loss (for which the comparative statements and related notes have been restated). The net assets of Vardar have been reclassified as assets and liabilities held for sale. As at 31 March 2026, the net book value of Vardar's net assets of £3,530,349 (31 December 2025: £3,525,450) is higher than the non-binding cash offer of £3,495,465 (31 December 2025: £3,493,028) and therefore an impairment of £4,897 (31 December 2025: £32,423) has been recognised in the statement of profit or loss.

 

The investment in Vardar of £3,373,818 and the intercompany loan receivable of £337,958 (31 December 2025: £364,441) have been classified as held for sale in the Company's statement of financial position.

 

11.  Borrowings

 

 

(Unaudited)


(Unaudited)

Group and Company

As at

31 March  

2026


As at

31 December

2025

 

£


£

Current




Convertible loan notes - debt

188,752


333,958

Total borrowings

188,752


333,958

 

12.  Post balance sheet events

 

On 23 April 2026, the Company announced it had received notice to convert a further £50,000 of the outstanding balance of the unsecured convertible loan notes into 1,000,000 ordinary shares of the Company.


 

13.  Availability of interim report

 

A copy of these results will be made available for inspection at the Company's registered office during normal business hours on any weekday. The Company's registered office is at 207 Temple Chambers, 3-7 Temple Avenue, London, EC4Y 0DT. A copy can also be downloaded from the Company's website at www.beowulfmining.com. Beowulf Mining plc is registered in England and Wales with registered number 02330496.

 

 

** Ends **

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