Annual Report and Financial Statements

*A Private Investor is a recipient of the information who meets all of the conditions set out below, the recipient:

Obtains access to the information in a personal capacity;
Is not required to be regulated or supervised by a body concerned with the regulation or supervision of investment or financial services;
Is not currently registered or qualified as a professional securities trader or investment adviser with any national or state exchange, regulatory authority, professional association or recognised professional body;
Does not currently act in any capacity as an investment adviser, whether or not they have at some time been qualified to do so;
Uses the information solely in relation to the management of their personal funds and not as a trader to the public or for the investment of corporate funds;
Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.

Please note, this site uses cookies. Some of the cookies are essential for parts of the site to operate and have already been set. You may delete and block all cookies from this site, but if you do, parts of the site may not work. To find out more about the cookies used on Investegate and how you can manage them, see our Privacy and Cookie Policy

To continue using Investegate, please confirm that you are a private investor as well as agreeing to our Privacy and Cookie Policy & Terms.

Jan 2024 to Jan 2025			Jan to Dec 2023
	Note	£	£
Revenue		817	-
Gross Profit		817	-
Administrative expenses	5	(1,607,634)	(1,567,265)
Operating loss		(1,606,817)	(1,567,265)
Reverse acquisition expenses	8	(1,014,405)	-
Finance income / (expenses)	9	2,748	-
Profit/(loss) before taxation		(2,618,475)	(1,567,265)
Income tax expense	12	-	-
Profit/(loss) after taxation		(2,618,475)	(1,567,265)
Other comprehensive income		-	-
Profit/(loss) and total comprehensive loss for the period		(2,618,475)	(1,567,265)
Profit/(Loss) per share from continuing operations attributable to the equity owners
Basic profit/(loss) per share (pence per share)	13	(0.02)	(0.97)

Jan 2024 to Jan 2025			Jan to Dec 2023
	Note	£	£
Other operating income		3,000	78,620
Administrative expenses	5	(6,552,709)	(470,378)
Impairment of investment in subsidiary		(18,996,724)	-
Operating loss		(25,546,433)	(391,758)
Finance costs	9	(821)	(449,863)
Other gains/(losses)	10	-	1,011,155
Profit/(loss) before taxation		(25,547,254)	169,534
Income tax expense	12	-	-
Profit/(loss) after taxation		(25,547,254)	169,534
Other comprehensive income		-	-
Profit/(loss) and total comprehensive loss for the period		(25,547,254)	169,534

	Note	As at Jan 2025	As at Dec 2023
ASSETS		£	£
Non-current assets
Property, plant and equipment	14	720	-
Intangible assets	15	252,093	103,130
Total non-current assets		252,813	103,130
Current assets
Trade and other receivables	16	83,620	166,234
Cash and cash equivalents		119,282	1,387,215
Total current assets		202,902	1,553,449

Total assets		455,715	1,656,579
EQUITY AND LIABILITIES
Equity
Share capital	17	4,329,266	205,183
Share premium	18	17,690,550	1,847,841
Share-based payment reserve	19	5,508,097	1,107,266
Reverse acquisition reserve	8	(18,116,825)	-
Retained earnings	21	(9,223,930)	(1,567,265)
Total equity		187,158	1,593,025
Current liabilities
Trade and other payables	22	268,557	63,553
Total current liabilities		268,557	63,553

Total liabilities		268,557	63,553

Total equity and liabilities		455,715	1,656,579

	Notes	As at Jan 2025	As at Dec 2023
ASSETS		£	£
Non-current assets
Property, plant and equipment	14	720	519
Intangible assets	15	252,093	-
Total non-current assets		252,813	519
Current assets
Trade and other receivables	16	83,620	5,458
Cash and cash equivalents		119,282	9,239
Total current assets		202,902	14,697

Total assets		455,715	15,216
EQUITY AND LIABILITIES
Equity
Share capital	17	4,329,266	121,620
Share premium		2,398,440	1,253,355
Share based payment reserve	19	5,508,097	91,100
Convertible loan note reserve	20	-	12,688
Merger relief reserve		-	-
Retained earnings	21	(12,048,645)	(1,793,501)
Total equity		187,158	(314,738)
Current liabilities
Trade and other payables	22	268,557	169,067
Convertible loan notes	23	-	160,887
Total current liabilities		268,557	329,954

Total liabilities		268,557	329,954

Total equity and liabilities		455,715	15,216

	Share	Share	Share	Reverse	Retained	Total
	Capital	Premium	Based	acquisitio	Earnings	Equity
			Payment	n reserve
			Reserve
	£	£	£	£	£	£
As at 1 Jan 2023	-	-	-	-	-	-
Loss for the period	-	-	-	-	(1,567,265)	(1,567,265)
Total comprehensive loss for the period	-	-	-	-	(1,567,265)	(1,567,265)
Shares issued during
the period 205,183		2,113,318	1,107,266	- -		3,425,767
Share issue cost -		(265,477)	-	- -		(265,476)
Total transactions with owners	205,183	1,847,481	1,107,266	- -		3,160,291
As at 31 December 2023	205,183	1,847,481	1,107,266	- (1,567,265)		1,593,026

2 June 2025

Cykel AI PLC

Annual Report and Financial Statements

Cykel AI PLC (LSE: CYK) announces that it has today published its Annual Report and Financial Statements for the period 1 January 2024 to 31 January 2025. The full audited financial statements will be uploaded to the Company website: https://www.cykel.ai/investors.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE 13-MONTH PERIOD ENDED 31 JANUARY 2025

PARENT COMPANY STATEMENT OF COMPREHENSIVE INCOME FOR THE 13-MONTH PERIOD ENDED 31 JANUARY 2025

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE 13-MONTH PERIOD ENDED 31 JANUARY 2025

PARENT COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE 13-MONTH PERIOD ENDED 31 JANUARY 2025

NOTES TO THE FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE 13-MONTH PERIOD ENDED 31 JANUARY 2025

- Statement of Comprehensive Income

- Statement of Changes in Equity

- Statement of Cash Flows

Provision of Services

Interest Income

Financial assets held at amortised cost

Derecognition of financial assets

Derecognition of financial liabilities

Settlement and termination agreements during the period amounted to £Nil (2023: £Nil), included within the totals above.

Equity-Settled Share-Based Payments

Cash-Settled Share-Based Payments

Modification of Share-Based Payment Arrangements

Companies

UK 100

Latest directors dealings

Shares issued 4,207,	1,145,0	5,508,09	15,292,110	- 26,152,938
during the period 646	85	7		-
Shares cancelled during the period -	-	(91,100)	-	-	- (91,100)
Convertible loan -	-	-	-	(12,688)	- (12,688)
notes Reserve transfer -	-	-	(15,292,110	-	15,292,11 -
on impairment			)		0
Total transactions 4,207,	1,145,08	5,416,99	-	(12,688)	15,292,11 26,049,150
with owners 646	5	7			0
As at 31 Jan 4,329,	2,398,4	5,508,09	-	-	(12,048,6 187,158
2025 266	40	7			45)

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE 13-MONTH PERIOD ENDED 31 JANUARY 2025
	Period ended	Period ended
	31 January	31 December
	2025	2023
Note	£	£
Cash flow from operating activities
Loss for the financial period Adjustments for:	(2,618,475)	(1,567,265)
Write down / Impairment	881	-
Reverse acquisition share-based payment expense	1,014,405	-
Finance costs	-	-
Interest paid	-	-
Settlement of fees through equity	207,766	-
Share based payments	(988,923)	1,107,266
Changes in working capital:
Decrease / (Increase) in trade and other receivables	88,071	(166,234)
Increase / (decrease) in trade and other payables	35,939	63,553
Net cash used in operating activities	(2,270,335)	(562,680)

Cash flows from investing activities
Purchase of property, plant and equipment	(1,083)	-
Purchase of intangible assets	(148,963)	(103,130)
Cash acquired on acquisition	15,594	-
Net cash used in investing activities	(134,452)	-

Cash flows from financing activities
Proceeds from issue of shares	1,301,190	2,053,024
Loans	(173,575)	-
Net cash (used in)/generated from financing activities	1,127,615	2,053,024

Net (decrease)/increase in cash and cash equivalents	(1,277,171)	1,387,215
Cash and cash equivalents at beginning of the period	1,396,453	-
Foreign exchange impact on cash	-	-
Cash and cash equivalents at end of the period	119,282	1,387,215

PARENT COMPANY STATEMENT OF CASH FLOWS FOR THE 13-MONTH PERIOD ENDED 31 JANUARY 2025
	Period ended	Period ended
	31 January	31 December
	2025	2023
Note	£	£
Cash flow from operating activities
(Loss) / profit for the financial period Adjustments for:	(25,547,254)	169,534
Write down / Impairment of property, plant and equipment	881	503
Write down / Impairment of investment in subsidiary	15,292,110	-
Foreign exchange movements	-	(76,076)
Finance costs	-	449,553
Interest paid		(310)
Adjustment on disposal of investments	-	(940,857)
Services settled by issue of warrants	5,416,997	-
Changes in working capital:
Decrease / (Increase) in trade and other receivables	(78,162)	3,147
Increase / (decrease) in trade and other payables	99,482	54,795
Net cash used in operating activities	(4,815,937)	(339,400)

Cash flows from investing activities
Purchase of intangible assets	(252,093)	-
Investments - additions	(1,083)
Net cash used in investing activities	(253,175)	-

Cash flows from financing activities
Proceeds from issue of shares	5,340,043	162,500
Loans	(160,887)	163,576
Net cash (used in)/generated from financing activities	20,471,266	326,076

Net (decrease)/increase in cash and cash equivalents	110,044	(13,324)
Cash and cash equivalents at beginning of the period	9,238	22,994
Foreign exchange impact on cash	-	(431)
Cash and cash equivalents at end of the period	119,282	9,239

Standard	Standard name	Effective date
IAS 21	Effects of Changes in Foreign Exchange Rates	1 January 2025
IFRS 7 / IFRS 9	Classification and Measurement of Financial Instruments	1 January 2026
IFRS 18	Presentation and Disclosure in Financial Statements	1 January 2027
IFRS 19	Subsidiaries without Public Accountability: Disclosures	1 January 2027

GROUP	Period ended	Period ended
	31 Jan 2025	31 Dec 2023
Administrative Expenses	£	£
Directors' fees	(292,000)	(67,188)
Legal, professional and regulatory fees	(787,184)	(181,401)
Operations costs	(1,227,275)	(210,685)
Other expenses	(772)	(730)
Share based payment charge	699,596	(1,107,266)
	(1,607,634)	(1,567,265)

5 Operating costs and administrative expenditure (Continued)
COMPANY Administrative Expenses	Period ended 31 Jan 2025 £	Period ended 31 Dec 2023 £
Directors' fees	(79,500)	(57,252)
Legal, professional and regulatory fees	(712,574)	(355,716)
Operations costs	(343,638)	(57,410)
Other expenses	-	-
Share based payment charge	(5,416,997)	-
	(6,552,709)	(470,378)
6 Auditors Remuneration
GROUP	Period ended 31 Jan 2025 £	Period ended 31 Dec 2023 £
Fees payable to the Company's auditor for the audit of the Company financial statements Fees payable to the company's auditor for other	(48,500) (28,000)	(19,500) (35,000)
non-audit services
	(76,500)	(54,500)
PARENT	Period ended 31 Jan 2025 £	Period ended 31 Dec 2023 £
Fees payable to the Company's auditor for the audit of the Company financial statements Fees payable to the company's auditor for other	(48,500) (25,000)	(47,000) (25,000)
non-audit services
	(73,500)	(72,000)

Component	£ Amount
Deemed Cost	1,014,405
Office equipment	518
Trade and other receivables	1,004
Cash and Cash Equivalents	29,420
Trade and Other Payables	(30,105)
Net Assets Acquired deemed negligeable	837
Reverse acquisition expense	1,014,405

	Component	£ Amount
	Pre-acquisition equity in Cykel AI PLC	(2,053,024)
	Retained earnings of Mustang Energy PLC	1,793,501
	Investment in Cykel PLC	19,213,164
	Reverse acquisition expense	(1,014,405)
	Reverse acquisition reserve	17,939,235
9	Finance income / (expenses)

GROUP	Jan 2024 to Jan 2025	Jan to Dec 2023
	£	£
Interest received	2,748	-
Total interest income	2,748	-

COMPANY	Jan 2024 to Jan 2025	Jan to Dec 2023
	£	£
Interest on convertible loan notes (note 23)	(815)	(449,553)
Other interest payable	(6)	(310)
Total interest expense	(821)	(449,863)

GROUP	Period ended	Period ended
	31 Jan 2025 £	31 Dec 2023 £
Director's Wages and salaries	45,500	7,250
Director's Social security	-	33
Director's fees	246,500	59,900

GROUP	2025	2023	2025	2023
Gender Analysis	Male	Male	Female	Female

PARENT	Period ended	Period ended
	31 Jan 2025 £	31 Dec 2023 £
Director's Wages and salaries	3,500	56,381
Director's Social security	-	871
Directors' remuneration and fees	76,000
Director's Pension costs	-	-
	79,500	57,252

PARENT	2025	2023	2025	2023
Gender Analysis	Male	Male	Female	Female

Their aggregate remuneration comprised:	Jan 2024 to Jan 2025	Jan to Dec 2023
	£	£
Wages and salaries	130,761	-
Social security costs	20,861	-

	Jan 2024 to Jan 2025	Jan to Dec 2023
Number of shares	Number	Number
Weighted average number of ordinary shares for basic earnings per share	128,956,172	162,278,523
Effect of dilutive potential ordinary shares (does not apply for losses):
Weighted average number outstanding share options	-	-
Weighted average number of ordinary shares for diluted earnings per share	-	-

GROUP
2025	Plant and equipment
	£
Cost
At 31 December 2023	-
Additions	1,083
At 31 January 2025	1,083

GROUP	Plant and equipment
	£
Accumulated depreciation and impairment
At 31 December 2023	-
Charge for the period	363
At 31 January 2025	363
Net Book value at 31 January 2025	720

GROUP
2025	Intangible assets
	£
Cost
At 31 December 2023	103,130
Additions	148,963
At 31 January 2025	252,093
Accumulated amortisation and impairment
At 31 December 2023	-
Charge for the period	-
At 31 January 2025	-
Net Book value at 31 January 2025	252,093

Shares issued in the period for reverse takeover (a)	392,105,381	3,921,054
Shares issued in placing and subscriptions 8 July 2024 (b)	5,833,333	58,333
Shares issued in placing and subscriptions 22 October 2024	14,285,714	142,857
(c) Shares issued to settle debt	5,033,333	50,333

18 Share premium		Share Premium
18 Share premium		£
	As at 1 January 2024	1,847,481
	Shares issued in placing and subscriptions	1,110,000
	Shares issued for acquisition of subsidiary	15,292,110
	Transfer of capital to reserve acquisition reserve	(1,847,841)
	Share capital of the Company at acquisition	1,548,631
	Shares issued to settle convertible loans	137,842
	Issue of warrants	31,215
	Share based payments	(419,248)
	As at 31 Jan 2025	17,690,550

19	Share-based payments reserve	£
	Balance as at 1 January 2024	91,100
	Warrants issued in the period	5,508,097
	Warrants cancelled in the period	(91,100)
	Balance as at 31 January 2025	5,508,097

Date of grant warrants	Number of Warrants	Share price	Exercise price	Expected volatility	Expected life	Risk Free rate	Expected dividends
01 May 2024	7,425,000	£0.05	£0.05	100%	0.9	4.15%	0.0%
26 Jun 2024	102,927,58 6	£0.05	£0.01	100%	0.6	4.15%	0.0%
26 Jun 2024	38,117,116	£0.05	£0.03	100%	1.1	4.15%	0.0%
08 Oct 2024	33,000,000	£0.05	£0.05	100%	2.1	4.15%	0.0%

	Weighted average exercise price	Number of warrants
Outstanding at the beginning of the period	-	-
Cancelled during the period (warrants)	-	-
Vested during the period	1.99p	162,219,702
Issued during the period	2.31p	181,469,702
Outstanding at the end of the period	2.31p	181,469,702
Exercisable at the end of the period	1.99p	162,219,702

	Jan 2024 to Jan 2025	Jan to Dec 2023
	£	£
At the beginning of the period	(12,688)	-
Other movements	12,688	(12,688)
At the end of the period	-	(12,688)

	£
Balance at 1 January 2023	7,751,742
Issue of loan notes	1,766,598
Interest charge	449,553
Equity component	(12,688)
Exchange loss	(436,384)
Derecognition of CLN	(9,357,934)
Balance at 31 December 2023	160,887

		£
Mr Jonathan Bixby	Toro Consulting Ltd	10,000
Mr Ewen Collinge	Aros Ventures Ltd	29,000
Mr Robert Mayfield	Hunter Equity Management B.V.	2,000
		41,000

	As at Jan 2025	As at Dec 2023
	£	£
Financial assets at amortised cost:
Cash and cash equivalents	119,282	1,387,214
Other receivables	83,620	166,234
	202,902	1,553,448
Financial liabilities at amortised cost:
Trade payables	189,857	30,825
	189,857	30,825