Half-year Financial Report
Summary by AI BETAClose X
The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014 ("MAR") as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 and is disclosed in accordance with the Company's obligations under Article 17 of MAR.
For immediate release
11 September 2026
EUROPEAN METALS HOLDINGS LIMITED
Interim Financial Report for the six months ended 30 June 2026
The Directors of European Metals Holdings Limited (ASX & AIM: EMH, OTCQX: EMHXY, ERPNF and EMHLF) ("European Metals" or the "Company") are pleased to release its interim financial report for the half-year ended 30 June 2026.
A copy of the European Metals Half Year Report is also available from the Company's website at www.europeanmet.com.
ENQUIRIES:
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European Metals Holdings Limited Keith Coughlan, Executive Chairman
Kiran Morzaria, Non-Executive Director
Carly Terzanidis, Company Secretary |
Tel: +61 (0) 419 996 333 Email: keith@europeanmet.com
Tel: +44 (0) 20 7440 0647
Tel: +61 8 6245 2050 Email: cosec@europeanmet.com
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Zeus Capital Limited (Nomad & Broker) James Joyce/Darshan Patel/Chris Whardley (Corporate Finance) Harry Ansell (Broking)
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Tel: +44 (0) 203 829 5000
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BlytheRay (Financial PR) Tim Blythe Megan Ray
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Tel: +44 (0) 20 7138 3222
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Chapter 1 Advisors (Financial PR - Aus) David Tasker
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Tel: +61 (0) 433 112 936 |
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European Metals Holdings Limited |
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Directors' report |
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30 June 2026 |
The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'Group') consisting of European Metals Holdings Limited (referred to hereafter as the 'Company' or 'parent entity') and the entities it controlled at the end of, or during, the half-year ended 30 June 2026.
Directors
The following persons were Directors of European Metals Holdings Limited during the whole of the financial half-year and up to the date of this report, unless otherwise stated:
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Mr Keith Coughlan |
Executive Chairman |
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Mr Richard Pavlik |
Executive Director |
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Mr Kiran Morzaria |
Non-Executive Director |
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Ambassador Lincoln Bloomfield, Jr |
Non-Executive Director |
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Ms Merrill Gray |
Non-Executive Director |
Company secretary
Ms Carly Terzanidis
Ms Terzanidis is an experienced corporate professional with 20 years prior experience in the financial services industry, with a focus on capital markets and governance, and is a Chartered Secretary. Ms Terzanidis is an Associate of the Governance Institute of Australia and holds a Bachelor of Commerce with majors in Accounting and Corporate & Resources Administration. Ms Terzanidis is currently company secretary of a number of ASX listed companies.
Principal activities
The Group is primarily involved in the development of the Cinovec Lithium Project in the Czech Republic.
Results of Operations
The loss for the Group after providing for income tax amounted to $3,190,142 (30 June 2025: $2,754,685).
Significant changes in the state of affairs
There were no significant changes in the state of affairs of the Group during the financial half-year.
Review of operations
European Metals Holdings Limited (the 'Group') achieved further significant progress during tivhe half year in advancing the Cinovec Lithium Project ('Cinovec' or 'the Project'), following the extremely pivotal developments of late 2025 which saw the completion of the Definitive Feasibility Study ('DFS') (ASX announcement 23 December 2025) and the confirmation of a project grant of up to EUR 360 million (ASX announcement 28 November 2025).
The period was highlighted by the submission of the Environmental Impact Assessment for the Project, Regional Rezoning Approval, and the delivery of potential significant cost savings from ongoing optimisation work. Post period, further potential savings have been identified through the use of a tunnel kiln.
Alongside this continued technical development, the Project continues to benefit from an improving macroeconomic and policy environment that supports the strategic importance of securing domestic European lithium supply. This combination of favourable market tailwinds and strong project execution is positioning Cinovec as a cornerstone of Europe's battery materials supply chain.
Full Environmental Impact Assessment Submitted for Cinovec Lithium Project
On 13 January 2026, the Company advised that the full Environmental Impact Assessment ('EIA') for the Cinovec Lithium Project was formally submitted to the Czech Ministry of the Environment on 31 December 2025.
The submission completed the two-stage EIA process, following lodgement of the screening-stage assessment earlier in 2025, and represents a key regulatory milestone for the Project. This EIA covers the entire Cinovec development and supports the outcomes of the recently completed DFS, which confirmed Cinovec as a long-life, large-scale European lithium project with a 26+ year mine life and forecast production of approximately 37,500 tonnes per annum of battery-grade lithium carbonate.
The EIA identifies and assesses potential environmental impacts associated with the Project and outlines proposed mitigation and management measures, including monitoring requirements. It considers physical, biological and socio-economic factors from an environmental protection perspective and incorporates the technical modelling required under Czech and European Union ('EU') regulations.
Submission of the EIA satisfies a key condition of the EU Just Transition Fund ('JTF') grant awarded to the Cinovec Project in April 2025.
Key Approval for the Cinovec Project
On 10 February 2026, the Company announced that Geomet s.r.o. ('Geomet') had received Regional Rezoning approval for the Company's flagship Cinovec Lithium Project. The Ústí nad Labem Regional Assembly voted to support the rezoning application submitted by the Czech Ministry of Industry and Trade. The rezoning defines the Project's areas and corridors for lithium mining and processing, including corridors for necessary utility supply developments including water, electricity and gas at all of the Project's sites. It also defines the area for the storage and processing of materials from mining activities and the treatment of lithium concentrate at the Prunéřov Processing Plant site, and the planned tailings management facilities in the Doly Nastup Tušimice ('DNT') mining area. The rezoning application for the Project commenced in March 2022 and has undergone extensive public consultation including two public hearings and a number of written submissions.
Cinovec LCP Optimisation Delivers Potential Significant Savings
On 24 June 2026 the Company announced preliminary results for the design optimisation of the lithium chemical plant ('LCP') for the Cinovec Project. This was a very significant development for the Project with the key highlights being:
· Potential to reduce consumption of major reagents by US$51m per annum (based on DFS reagent pricing).
· Potential to reduce power consumed in the LCP post-roast and leach filtration by more than 25% or US$3.4m per annum (based on DFS power pricing).
· Taken together, these reductions represent the potential to increase the pre-tax NPV8 of US$1.455bn established in the December 2025 DFS, however the exact quantum of such increase based upon the revised assumptions will only be known once the Project DFS is updated.
Tunnel Kiln Testwork Points to Potential Savings
Post period end, on 8 July 2026, the Company announced further optimisation preliminary results, in this instance with regards to testwork and design of a tunnel kiln for the Project. The highlights of this announcement were:
· Potential for change from two gas fired rotary kilns to a single gas / electric tunnel kiln for the Cinovec Project.
· Gas-fired tunnel kiln estimated to materially reduce capex by between US$70m and US$110m, and opex by US$10m per annum (compared to the DFS Rotary Kilns). The Company notes the effect that this reduction in capex and opex will have on the Project DFS will not be known until the Project DFS is updated.
· Tunnel kiln provides flexibility to remove the Project's dependence on gas and enables the project to be run solely on green power supplied by project partner CEZ.
· Switch to Tunnel Kiln not expected to impact Project timeline.
· The combination of the tunnel kiln and the optimisation of the LCP Flowsheet, if adopted, are anticipated to reduce capex by between US$70m to $110m and reduce opex by US$64m ($10m Tunnel Kiln and $54m LCP flowsheet optimisation) per annum. The Company notes the effect that this anticipated reduction in capex and opex will have on the Project DFS will not be known until the Project DFS is updated.
The Company confirms that the potential cost savings above are preliminary in nature, and reiterates that it has not undertaken detailed studies at this stage to provide updated financial forecast information to which ASX Listing Rule 5.17 applies. The financial forecast information released in the Company's announcement dated 23 December 2025 titled "Successful Completion - Cinovec Definitive Feasibility Study" still applies. Should the Company adopt the tunnel kiln option and optimisation of the LCP flowsheet, it will endeavour to update the DFS released December 2025 to include these revisions by end of 2026 (noting that this remains an indicative timeframe).
Competent Person Statement
The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements referred to above and, in the case of estimates of Mineral Resources, Ore Reserves, exploration and production targets, and forecast financial information, that all material assumptions and technical parameters underpinning the information in the relevant market announcements continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person's findings are presented have not been materially modified from the original market announcements.
Corporate
The Company completed a placement of 10,811,500 ordinary shares ('Shares') at $0.32 per Share in January 2026 raising circa $3.5 million.
A total of 1,200,000 performance rights were issued in June 2026 following shareholder approval at the Company's annual general meeting held on 29 May 2026, with 100,000 performance rights expiring during the half-year.
Matters subsequent to the end of the financial half-year
No other matter or circumstance has arisen since 30 June 2026 that has significantly affected, or may significantly affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years.
Rounding of amounts
The Company is of a kind referred to in Corporations Instrument 2026/183, issued by the Australian Securities and Investments Commission, relating to 'rounding-off'. Amounts in this report have been rounded off in accordance with that Corporations Instrument to the nearest dollar.
Auditor's independence declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 (Cth) is set out immediately after this Directors' report.
This report is made in accordance with a resolution of directors, pursuant to section 306(3)(a) of the Corporations Act 2001.
On behalf of the Directors
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___________________________ |
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Keith Coughlan |
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EXECUTIVE CHAIRMAN |
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11 September 2026
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European Metals Holdings Limited Statement of profit or loss and other comprehensive income For the half-year ended 30 June 2026 |
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|
|
|
|
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Consolidated |
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|
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Note |
30 June 2026 |
30 June 2025 |
|
|
|
$ |
$ |
|
Finance Income |
|
5,432 |
406,643 |
|
Other Income |
|
14,000 |
- |
|
|
|
19,432 |
406,643 |
|
|
|
|
|
|
Expenses |
|
|
|
|
Share of loss of equity accounted investee |
(1,779,885) |
(1,410,400) |
|
|
Foreign exchange gain/(loss) |
|
12,511 |
76,852 |
|
Share based payments |
|
(9,230) |
- |
|
Employee benefits expense |
|
(298,535) |
(332,164) |
|
Directors' fees |
|
(128,242) |
(133,301) |
|
Depreciation and amortisation expense |
|
(25,703) |
(25,722) |
|
Share registry and listing expenses |
|
(112,996) |
(83,560) |
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Professional fees |
|
(539,392) |
(812,531) |
|
Audit fees |
|
(49,653) |
(48,751) |
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Insurance expense |
|
(32,181) |
(34,409) |
|
Travel and accommodation |
|
(39,484) |
(11,757) |
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Advertising and promotion |
|
(49,711) |
(176,452) |
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Facility, advance fee and finance costs |
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(3,779) |
(5,872) |
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Other expenses |
|
(153,294) |
(163,261) |
|
|
|
|
|
|
Loss before income tax expense |
|
(3,190,142) |
(2,754,685) |
|
|
|
|
|
|
Income tax expense |
|
- |
- |
|
|
|
|
|
|
Loss after income tax expense for the half-year |
|
(3,190,142) |
(2,754,685) |
|
|
|
|
|
|
Other comprehensive profit /(loss) |
|
|
|
|
|
|
|
|
|
Items that may be reclassified subsequently to profit or loss |
|
|
|
|
Exchange differences on translating foreign operations |
|
(11,279) |
720,158 |
|
Exchange difference on translating investment in Geomet |
(627,922) |
2,009,100 |
|
|
|
|
|
|
|
Other comprehensive (loss)/income for the half-year, net of tax |
|
(639,201) |
2,729,258 |
|
|
|
|
|
|
Total comprehensive loss for the half-year |
|
(3,829,343) |
(25,427) |
|
|
|
|
|
|
|
|
Cents |
Cents |
|
|
|
|
|
|
Basic loss per share |
(1.35) |
(1.33) |
|
|
Diluted loss per share |
(1.35) |
(1.33) |
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
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European Metals Holdings Limited Statement of financial position As at 30 June 2026 |
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|
|
|
|
|
|
|
|
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Consolidated |
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|
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Note |
30 June 2026 |
31 December 2025 |
|
|
|
$ |
$ |
|
Assets |
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
Cash and cash equivalents |
|
720,802 |
397,473 |
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Trade and other receivables |
|
182,754 |
66,798 |
|
Other assets |
|
3,127 |
91,658 |
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Total current assets |
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906,683 |
555,929 |
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|
|
|
|
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Non-current assets |
|
|
|
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Other assets |
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31,924 |
30,785 |
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Right-of-use assets |
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66,484 |
91,415 |
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Investment in associate |
32,055,787 |
34,463,594 |
|
|
Property, plant and equipment |
|
8,251 |
5,524 |
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Total non-current assets |
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32,162,446 |
34,591,318 |
|
|
|
|
|
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Total assets |
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33,069,129 |
35,147,247 |
|
|
|
|
|
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Liabilities |
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
Trade and other payables |
1,356,724 |
2,074,232 |
|
|
Employee benefits |
|
22,788 |
12,877 |
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Lease liabilities |
|
58,388 |
55,598 |
|
Loan Payable |
|
- |
750,000 |
|
Total current liabilities |
|
1,437,900 |
2,892,707 |
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
Employee benefits |
|
706 |
- |
|
Lease liabilities |
|
14,677 |
43,060 |
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Total non-current liabilities |
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15,383 |
43,060 |
|
|
|
|
|
|
Total liabilities |
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1,453,283 |
2,935,767 |
|
|
|
|
|
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Net assets |
|
31,615,846 |
32,211,480 |
|
|
|
|
|
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Equity |
|
|
|
|
Issued capital |
65,021,090 |
61,796,611 |
|
|
Reserves |
5,360,675 |
5,990,646 |
|
|
Accumulated losses |
|
(38,765,919) |
(35,575,777) |
|
|
|
|
|
|
Total equity |
|
31,615,846 |
32,211,480 |
The above statement of financial position should be read in conjunction with the accompanying notes
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European Metals Holdings Limited |
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Statement of changes in equity |
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For the half-year ended 30 June 2026 |
|
|
Issued |
Share based |
Foreign currency |
Accumulated |
Total equity |
|
|
capital |
payment reserve |
translation reserve |
losses |
|
|
Consolidated |
$ |
$ |
$ |
$ |
$ |
|
|
|
|
|
|
|
|
Balance at 1 January 2025 |
58,886,707 |
1,656,915 |
1,154,126 |
(27,365,181) |
34,332,567 |
|
|
|
|
|
|
|
|
Loss after income tax expense for the half-year |
- |
- |
- |
(2,754,685) |
(2,754,685) |
|
Other comprehensive profit for the half-year, net of tax |
- |
- |
2,729,258 |
- |
2,729,258 |
|
|
|
|
|
|
|
|
Total comprehensive profit/(loss) for the half-year |
- |
- |
2,729,258 |
(2,754,685) |
(25,427) |
|
|
|
|
|
|
|
|
Balance at 30 June 2025 |
58,886,707 |
1,656,915 |
3,883,384 |
(30,119,866) |
34,307,140 |
|
|
Issued |
Share based |
Foreign currency |
Accumulated |
Total equity |
|
|
capital |
payment reserve |
translation reserve |
losses |
|
|
Consolidated |
$ |
$ |
$ |
$ |
$ |
|
|
|
|
|
|
|
|
Balance at 1 January 2026 |
61,796,611 |
2,074,045 |
3,916,601 |
(35,575,777) |
32,211,480 |
|
|
|
|
|
|
|
|
Loss after income tax expense for the half-year |
- |
- |
- |
(3,190,142) |
(3,190,142) |
|
Other comprehensive profit for the half-year, net of tax |
- |
- |
(639,201) |
- |
(639,201) |
|
|
|
|
|
|
|
|
Total comprehensive profit/(loss) for the half-year |
- |
- |
(639,201) |
(3,190,142) |
(3,829,343) |
|
|
|
|
|
|
|
|
Transactions with owners, recognised directly in equity: Shares issued during the half-year (net of costs) |
3,224,479 |
- |
- |
- |
3,224,479 |
|
Share-based payments |
- |
9,230 |
- |
- |
9,230 |
|
|
|
|
|
|
|
|
Balance at 30 June 2026 |
65,021,090 |
2,083,275 |
3,277,400 |
(38,765,919) |
31,615,846 |
The above statement of changes in equity should be read in conjunction with the accompanying notes
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European Metals Holdings Limited Statement of cash flows For the half-year ended 30 June 2026 |
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
Note |
30 June 2026 |
30 June 2025 |
|
|
|
$ |
$ |
|
Cash flows from operating activities |
|
|
|
|
Payments to suppliers and employees |
|
(2,181,293) |
(1,702,056) |
|
Interest received |
|
5,432 |
215,892 |
|
Recharges for management services |
|
86,729 |
1,486,927 |
|
Interest Paid |
|
(3,779) |
- |
|
|
|
|
|
|
Net cash from/(used in) operating activities |
|
(2,092,911) |
763 |
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
Payments for investments in associate |
- |
(2,594,281) |
|
|
Payment for property, plant and equipment |
|
(3,500) |
- |
|
|
|
|
|
|
Net cash used in investing activities |
|
(3,500) |
(2,594,281) |
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
Proceeds from issue of shares |
|
3,459,680 |
- |
|
Share issue transaction costs |
|
(235,201) |
- |
|
Repayment of borrowings |
|
(750,000) |
- |
|
Repayment of lease liabilities |
|
(54,947) |
(16,507) |
|
|
|
|
|
|
Net cash from/(used) in financing activities |
|
2,419,532 |
(16,507) |
|
|
|
|
|
|
Net increase/(decrease) in cash and cash equivalents |
|
323,121 |
(2,610,025) |
|
Cash and cash equivalents at the beginning of the financial half-year |
|
397,473 |
3,524,484 |
|
Effects of exchange rate changes on cash and cash equivalents |
|
208 |
81,881 |
|
|
|
|
|
|
Cash and cash equivalents at the end of the financial half-year |
|
720,802 |
996,340 |
The above statement of cash flows should be read in conjunction with the accompanying notes
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European Metals Holdings Limited |
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Notes to the financial statements |
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30 June 2026 |
Note 1. Basis of preparation
a. Statement of compliance
The half year financial report is a general purpose financial report prepared in accordance with the Corporations Act 2001 and AASB 134 'Interim Financial Reporting'. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'. The half year report does not include notes of the type normally included in an annual financial report and shall be read in conjunction with the annual report for the year ended 31 December 2025 and any public announcements made by the Company during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.
b. Basis of preparation
The consolidated financial statements have been prepared on the basis of historical cost, except where applicable for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.
The accounting policies and methods of computation adopted in the preparation of the half year financial report are consistent with those adopted and disclosed in the Group's 2025 annual financial report for the period ended 31 December 2025, except for the impact of the Standards and Interpretations described below. These accounting policies are consistent with Australian Accounting Standards and with International Financial Reporting Standards. The classification of comparative figures has been changed where the change improves the understandability of the financial information.
c. Going concern
The Group's financial statements have been prepared on the going concern basis, which contemplates continuity of normal business activities and the realisation of assets and the settlement of liabilities in the ordinary course of business.
At 30 June 2026, the Group had a cash position of $720,802 (31 December 2025: $397,473) and a working capital deficit of $531,217 (31 December 2025: deficit of $2,336,778). For the half-year, the Group recorded a loss of $3,190,142 (6 month period ended 30 June 2025: loss of $2,754,685) and had net cash inflows of $323,122 (6 month period ended 30 June 2025: cash outflows of $2,610,025).
The Group's cash flow forecast to 30 September 2027 indicates that the Group will be required to raise additional funds to meet its current level of operating costs and investment activities in order to maintain its current level of ownership in Geomet s.r.o ('Geomet'). As at 30 June 2026, no binding commitment for cash calls from Geomet existed. Should the Group not be able to meet its proportional share of any cash calls, its interest in Geomet may be diluted under the terms of the Shareholders' Agreement. The Group intends to maintain its current investment strategy to maintain its current investment in Geomet, and as a result, there is a material uncertainty that may cast significant doubt over the entity's ability to continue as a going concern in respect to the current investment strategy.
The Directors nevertheless consider it appropriate to prepare the financial report on a going concern basis, having regard to the following:
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- |
the Group has a net asset position of $31,615,846 and a cash balance of $720,802 as at reporting date; |
|
- |
the Group continues its focus on maintaining an appropriate level of corporate overheads in line with the available cash resources; |
|
- |
the Group's demonstrated ability to raise capital, including the $3.5 million raised in January 2026; and |
|
- |
if the Group cannot meet any future cash calls from Geomet, it has the option of either raising additional funds through a capital raising or diluting its interest in the event that it decides not to meet such cash calls. |
Based on these factors, the directors believe that it is appropriate to prepare the 30 June 2026 financial statements on a going concern basis.
In the event that the Company is not able to successfully complete any one or more of the aforementioned activities, it may be unable to realise its assets and discharge its liabilities in the normal course of business. The financial statements do not include adjustments relating to the recoverability and classification of recorded asset amounts, nor to the amounts and classification of liabilities that might be necessary should the Company and the Group not continue as a going concern.
d. Changes in accounting policies, accounting standards and interpretations
The accounting policies adopted in the preparation of the interim consolidated financial statements are consistent with those followed in the preparation of the Group's annual consolidated financial statements for the year ended 31 December 2025. All applicable new standards and interpretations effective since 1 January 2026 have been adopted. There was no significant impact on the Group.
e. Critical accounting estimates and judgements
The application of accounting policies requires the use of judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions are recognised in the period in which the estimate is revised if it affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees and consultants by reference to the estimated fair value of the equity instruments at the date at which they are granted. These are expensed over the estimated vesting periods. Judgement has been exercised on the probability and timing of achieving milestones related to performance rights granted to Directors.
Recognition of deferred tax assets
Deferred tax assets relating to temporary differences and unused tax losses have not been recognised as the Directors are of the opinion that it is not probable that future taxable profit will be available against which the benefits of the deferred tax assets can be utilised.
Investment in associate
Control exists where the parent entity is exposed or has the rights to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Power over the investee exists when it has existing rights to direct the relevant activities of the investee which are those which significantly affect the investee's returns. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require the unanimous consent of the parties sharing control. Significant influence exists if the Group holds 20% or more of the voting power of an investee and has the power to participate in the financial and operating policy decisions of the entity.
Judgements are required by the Group to consider the existence of control, joint control or significant influence over an investee. The Group has considered its investment in Geomet concluding the Group has significant influence but not control or joint control. Control and joint control do not exist as the Group does not direct and does not have the power to direct the relevant activities of Geomet, this lies with the Geomet board, of which there are only 3 directors out of 7 in common with the Group, and Geomet Chief Executive Officer and Chief Financial Officer who are employed and work directly for Geomet.
Note 2. Operating segments
The accounting policies used by the Group in reporting segments are in accordance with the measurement principles of Australian Accounting Standards.
The Group has identified its operating segments based on the internal reports that are provided to the Board of Directors. According to AASB 8 Operating Segments, two or more operating segments may be aggregated into a single operating segment if the segments have similar economic characteristics, and the segments are similar in each of the following respects:
|
● |
The nature of the products and services; |
|
● |
The nature of the production processes; |
|
● |
The type or class of customer for their products and services; |
|
● |
The methods used to distribute their products or provide their services; and |
|
● |
If applicable, the nature of the regulatory environment, for example; banking, insurance and public utilities. |
Effective 28 April 2020, the Group has a 49% interest in Geomet which is accounted for in accordance with AASB 128 Investment in Associates and Joint Venture. Therefore, the Group has only one operating segment based on geographical location. The Australian segment incorporates the services provided to Geomet in relation to the Cinovec project development along with head office and treasury function. Consequently, the financial information for the sole operating segment is identical to the information presented in these financial reports.
Note 3. Loss per share
|
|
Consolidated |
|
|
|
30 June 2026 |
30 June 2025 |
|
|
$ |
$ |
|
|
|
|
|
Loss after income tax |
(3,190,142) |
(2,754,685) |
|
|
Number |
Number |
|
|
|
|
|
Weighted average number of ordinary shares used in calculating basic loss per share |
235,776,744 |
207,444,705 |
|
|
|
|
|
Weighted average number of ordinary shares used in calculating diluted loss per share |
235,776,744 |
207,444,705 |
|
|
Cents |
Cents |
|
|
|
|
|
Basic loss per share |
1.35 |
1.33 |
|
Diluted loss per share |
1.35 |
1.33 |
Potential ordinary shares of the Company consist of 2,500,000 options which were considered as being potentially dilutive at balance date.
In accordance with AASB 133 'Earnings per Share' these options have been excluded from the calculation of diluted loss per share due to their antidilutive effect and as such, diluted loss per share is equal to basic loss per share.
Note 4. Investment in associate
|
|
Consolidated |
|
|
|
30 June 2026 |
31 December 2025 |
|
|
$ |
$ |
|
|
|
|
|
Investments accounted for using equity method |
32,055,787 |
34,463,594 |
|
|
|
|
|
Reconciliation |
|
|
|
Reconciliation of the carrying amounts at the beginning and end of the current half-year and previous financial period are set out below: |
|
|
|
|
|
|
|
Opening carrying amount |
34,463,594 |
22,881,546 |
|
Increase in investment |
- |
12,176,964 |
|
Share of loss - associates |
(1,779,885) |
(2,707,417) |
|
Share of the movement in foreign currency translation reserve - associates |
(627,922) |
2,112,501 |
|
|
|
|
|
Closing carrying amount |
32,055,787 |
34,463,594 |
Note 5. Issued capital
(a) Issued and paid up capital
|
|
Consolidated |
|||
|
|
30 June 2026 |
31 December 2025 |
30 June 2026 |
31 December 2025 |
|
|
Shares |
Shares |
$ |
$ |
|
|
|
|
|
|
|
Issued capital |
237,568,705 |
226,757,205 |
65,021,090 |
61,796,611 |
(b) Movements in shares
|
|
Consolidated |
|||
|
|
|
No. of shares |
Issue price |
$ |
|
|
|
|
|
|
|
Opening balance 1 January 2026 |
|
226,757,205 |
|
61,796,611 |
|
|
|
|
|
|
|
Share issue |
30-Jan-2026 |
10,811,500 |
$0.32 |
3,459,680 |
|
|
|
|
|
|
|
Less: share issue costs |
|
|
|
(235,201) |
|
|
|
237,568,705 |
|
65,021,090 |
|
|
|
|
|
|
On 30 January 2026 the Company issued 10,811,500 fully paid ordinary shares at an issue price of $0.32 per share, raising $3,459,680 before costs. Share issue costs of $235,201 were incurred in connection with the raise, resulting in net proceeds of $3,224,479.
Note 6. Reserves
|
|
Consolidated |
|
|
|
30 June 2026 |
31 December 2025 |
|
|
$ |
$ |
|
|
|
|
|
Options reserve 6(a) |
1,133,420 |
1,133,420 |
|
Performance rights reserve 6(b) |
9,230 |
- |
|
Loan shares reserve 6(c) |
940,625 |
940,625 |
|
Foreign currency translation reserve 6(d) |
3,277,400 |
3,916,601 |
|
|
|
|
|
|
5,360,675 |
5,990,646 |
(a) Option reserve
|
|
Consolidated |
|
|
|
30 June 2026 |
31 December 2025 |
|
|
$ |
$ |
|
|
|
|
|
Balance at the beginning of the half-year |
1,133,420 |
716,290 |
|
Share based payment expense |
- |
417,130 |
|
Balance at the end of the half-year |
1,133,420 |
1,133,420 |
The following options existed as at 31 December 2025 and 30 June 2026:
|
|
Expiry date |
31 December 2025 |
Issued during the period |
Exercised during the period |
Expired/ period |
Balance at 30 June 2026 |
|
|
|
|
|
|
|
|
|
Options @ 25 cents1 |
30/06/2026 |
5,000,000 |
- |
- |
(5,000,000) |
- |
|
Options @ 20 cents2 |
31/10/2028 |
2,500,000 |
- |
- |
- |
2,500,000 |
|
|
|
7,500,000 |
- |
- |
(5,000,000) |
2,500,000 |
|
(1) |
5,000,000 options exercisable at $0.25 on or before 30 June 2026 were granted to consultants on 7 October 2024, they were not subject to vesting conditions therefore the share-based payment expense of $298,290 was recognised in the consolidated statement of profit or loss and other comprehensive income for the six-month period ended 31 December 2024. On 30 June 2026, 5,000,000 options expired without being exercised. |
|
(2) |
2,500,000 options exercisable at $0.20 on or before 31 October 2028 were granted to consultants on 31 October 2025, they were not subject to vesting conditions therefore the share-based payment expense of $417,130 was recognised in the consolidated statement of profit or loss and other comprehensive income for the financial year ended 31 December 2025. |
(b) Performance rights reserve
|
|
30 June 2026 |
30 June 2026 |
31 December 2025 |
31 December 2025 |
|
|
Number |
$ |
Number |
$ |
|
|
|
|
|
|
|
Balance at the beginning of the period |
100,000 |
- |
7,600,000 |
- |
|
Granted |
1,200,000 |
9,230 |
- |
- |
|
Cancelled/Expired |
(100,000) |
- |
(7,500,000) |
- |
|
Balance at the end of the period |
1,200,000 |
- |
100,000 |
- |
(c) Loan shares reserve
|
|
30 June 2026 |
30 June 2026 |
31 December 2025 |
31 December 2025 |
|
|
Number |
$ |
Number |
$ |
|
|
|
|
|
|
|
Balance at the beginning of the half-year |
1,350,000 |
940,625 |
1,350,000 |
1,442,667 |
|
Transfer to retained earnings |
- |
- |
- |
- |
|
Balance at the end of the half-year |
1,350,000 |
940,625 |
1,350,000 |
1,442,667 |
Loan shares granted in prior years and existed during the financial half-year ended 30 June 2026:
|
|
31 December 2025 |
Repaid during the |
30 June 2026 |
|
|
Number |
half-year |
Number |
|
|
|
|
|
|
Director Loan shares |
1,350,000 |
- |
1,350,000 |
|
|
1,350,000 |
- |
1,350,000 |
No loan shares were granted/repaid during the financial half-year.
(d) Foreign currency translation reserve
The foreign currency translation reserve records exchange differences arising on translation of foreign controlled subsidiary and the Group's share of foreign exchange movement in Geomet.
|
|
Consolidated |
|
|
|
30 June 2026 |
31 December 2025 |
|
|
$ |
$ |
|
|
|
|
|
Balance at the beginning of the half-year |
3,916,601 |
1,154,126 |
|
Movement during the half-year |
(639,201) |
2,762,475 |
|
Balance at the end of the half-year |
3,277,400 |
3,916,601 |
Note 7. Trade and other payables
|
|
Consolidated |
|
|
|
30 June 2026 |
31 December 2025 |
|
|
$ |
$ |
|
|
|
|
|
Accruals1 |
1,067,392 |
1,694,881 |
|
Trade payables |
247,961 |
322,152 |
|
Other payables |
41,371 |
57,199 |
|
|
|
|
|
|
1,356,724 |
2,074,232 |
|
(1) |
On 21 January 2026, the Company entered into an Amended Consulting Agreement with a consultant which had been providing consultancy services to the Company and to Geomet in respect to financing the Cinovec Project under a consulting agreement dated 10 June 2019 that ceased as of 30 June 2023. This Amended Consulting Agreement was executed to recognise the continued financial and corporate consulting provided after 30 June 2023 up to 30 June 2026. As at 30 June 2026 an amount of $965,250 (31 December 2025: $1,544,300) remained uninvoiced pursuant to the Amended Consulting Agreement and has been accrued as at 30 June 2026. |
Note 8. Related party transactions
Transactions between related parties are at arms' length and on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated.
During the half-year, the Company received a total of $86,729 (31 December 2025: $2,502,472) from its associate, Geomet. These amounts related mainly to recharges for management services provided for the Cinovec Project. The balance owing from Geomet at 30 June 2026 is $85,312 (31 December 2025: nil). The Company's Executive Chairman also received remuneration of $6,531 from Geomet during the financial period.
The Company paid $358,246 as remuneration to directors and key management personnel of the Company during the half-year.
From January 2025 to June 2026, the Company received company secretarial, accounting and bookkeeping services of $113,538 plus GST from Occam Corporate Services Pty Ltd, a company at which the spouse of Executive Chairman, Keith Coughlan, acts as Director. The amount payable to Occam Corporate Services Pty Ltd as at 30 June 2026 was $17,897 (31 December 2025: $32,000). In addition, the Company charges Occam Corporate Pty Ltd $2,000 per month for use of the Company's office.
There were no other transactions with related parties during the financial year.
Note 9. Contingent liabilities and commitments
Commitment - Geomet Cash Call
The Group had no capital commitments relating to Geomet cash calls as at 30 June 2026 (31 December 2025: nil).
Contingent Liability - Dilution Risk
Under the Shareholders' Agreement, should the Group fail to meet its proportional share of any future cash calls from Geomet, its ownership interest in Geomet may be diluted in favour of those shareholders that do contribute, based on the fair market value of the shares represented by the unpaid cash call. As at the date of this report, no such dilution has occurred.
Other Commitments and Contingent Liabilities
There have been no other material changes in the Group's contingent liabilities or commitments since the last reporting date, other than those disclosed above.
Note 10. Events after the reporting period
No matters or circumstances have arisen since 30 June 2026 that has significantly affected, or may significantly affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years.
|
European Metals Holdings Limited |
|
Directors' declaration |
|
30 June 2026 |
In the directors' opinion:
|
● |
the attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 'Interim Financial Reporting', the Corporations Regulations 2001 and other mandatory professional reporting requirements; |
|
● |
the attached financial statements and notes give a true and fair view of the Group's financial position as at 30 June 2026 and of its performance for the financial half-year ended on that date; and |
|
● |
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. |
Signed in accordance with a resolution of directors made pursuant to section 303(5)(a) of the Corporations Act 2001.
On behalf of the directors
|
|
|
___________________________ |
|
Keith Coughlan |
|
EXECUTIVE CHAIRMAN |
|
|
|
11 September 2026 |
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