Interim Report for the Six Months to 30 June 2026

Ubuntu Mining and Metals Inc.

28 September 2026

 

28 September 2026

Ubuntu Mining & Metals, Inc.

("Ubuntu Mining & Metals" or the "Company")

Unaudited Interim Report for the Six Months Ended 30 June 2026

Ubuntu Mining & Metals Inc. (AQUIS:UNTU), today announces its unaudited interim results for the six-month period ended 30 June 2026 ("H1 2026").

During the first half of 2026, the Company continued its transition towards the Mining & Metals sector, following the change in its investment strategy and the subsequent change of the Company's name to Ubuntu Mining & Metals, Inc.

During the period, the Company completed the acquisition of a 25% legal and beneficial interest in the Dilotiko Iron Ore Project located in Taita Taveta County, Kenya, following the availability of sufficient authorised share capital. The Company also secured an option to increase its interest in the project to 60%. Further information can be found in the announcement of 20 January 2026.

In parallel, the Company continued to evaluate additional mining and exploration opportunities across Africa. In April 2026, the Company announced that it had entered into non-binding Letters of Intent in relation to two prospective gold projects in Tanzania.

The Company continues to hold investments in listed companies and will continue to evaluate investment opportunities with the objective of increasing shareholder value.

Outlook

The Board remains focused on the identification, evaluation and development of investment opportunities in the Mining & Metals sector, including the advancement of its existing projects and the assessment of additional opportunities across Africa.

We look forward to updating the market on our progress in due course.

Eitan Yanuv

Independent Non-Executive Chairman
25 September 2026

Director & CFO's Statement

Financial Results

The operating loss for the six-month period ended 30 June 2026 was US$0.109m (H1 2025: loss of US$0.083m). The operating expenses for the period were attributable to general and administrative costs associated with being a publicly quoted company.

No income tax expense was recorded in the period (H1 2025: US$ nil).

The loss after taxation attributable to shareholders of the Company was US$0.116m (H1 2025: loss of US$0.064m).

The Company's cash position as at 30 June 2026 was US$0.250m (31 December 2025: US$0.417m).

During the period, shares were allotted in respect of the £250,000 placing proceeds received by the Company in December 2025. As at 31 December 2025, the proceeds, equivalent to approximately US$336,000, had been recognised as a liability as the Company did not at that date have sufficient authorised share capital to issue the relevant shares. Following the availability of sufficient authorised share capital, the shares were allotted during the first half of 2026 and the liability was reclassified to share capital and share premium. This transaction had no cash flow effect during the six-month period ended 30 June 2026.

The unaudited interim financial results have not been reviewed by the Company's auditor.

Manish Shavadia FCCA ACSI
Director & CFO
25 September 2026

The directors of the Company accept responsibility for the contents of this announcement.

 For further information:

Ubuntu Mining and Metals, Inc. Eitan Yanuv, Non-Executive Chairman Manish Shavadia, Chief Financial Officer	Tel: [phone] Tel: + 44 (0) 7572 305 844
AlbR Capital Limited (Aquis Corporate Adviser)	Tel: [phone]

Statement of Comprehensive Income

For the six months period ended 30 June 2026

			Unaudited 6 Months Period Ended 30 June 2026 US$'000		Unaudited 6 Months Period Ended 30 June 2025 US$'000		Audited 12 Months Period Ended 31 December 2025 US$'000
Revenue			-		-		-
Cost of sales			-		-		-
Gross profit			-		-		-
Selling and marketing			-		-		-
Administrative			(109)		(83)		(223)
Operating Income (Loss)			(109)		(83)		(223)
Bank fees			(2)		(2)		(2)
Foreign exchange gain (loss)			(5)		20		18
Gain (loss) from tradable securities			-		1		4
Financing Income (expenses)			(7)		19		20
Other Income  (expenses)
Other income (expenses), net			-		-		-
Loss before taxation			(116)		(64)		(203)
Taxation			-		-		-
Loss from continuing operations			(116)		(64)		(203)
Other comprehensive income			-		-		-
Total comprehensive Loss			(116)		(64)		(203)
Profit  (Loss) attributable to:
Owners of the Company			(116)		(64)		(203)
Non-controlling interests			-		-		-
Loss for the period			(116)		(64)		(203)
Earnings per share attributable to owners of the Company during the period (Note 3):
			Unaudited 6 Months Period Ended 30 June 2026 (Cents USD)		Unaudited 6 Months Period Ended 30 June 2025 (Cents USD)		Audited 12 Months Period Ended 31 December 2025 (Cents USD)
Basic			(0.09)		(0.07)		(0.23)
Diluted			(0.09)		(0.07)		(0.23)
From continuing operations - Basic			(0.09)		(0.07)		(0.23)
From continuing operations - Diluted			(0.09)		(0.07)		(0.23)
From discontinued operations - Basic			N/A		N/A		N/A
From discontinued operations - Diluted			N/A		N/A		N/A

Consolidated Statement of financial position

As of 30 June 2026

	Note		Unaudited 30 June 2026 US$'000		Unaudited 30 June 2025 US$'000		Audited 31 December 2025 US$'000
Current assets
Other receivables			-		3		-
Short term investment			34		112		34
Cash			250		153		417
			284		268		451
Long-term investment			35		-		-
Total Assets			319		268		451
Non-Current liabilities
Shareholders loan			88		83		89
Current Liabilities
Trade and other payables	4		49		117		400
Total Liabilities			137		200		489
Equity
Share Capital			94		61		66
Share premium account			12,358		12,022		12,050
Share-based payment reserve			798		798		798
Accumulated losses			(13,068)		(12,813)		(12,952)
Equity attributable to owners of the Company			182		68		(38)
Non-controlling interests			-		-		-
Total equity			182		68		(38)
Total Equity and Liabilities			319		268		451

Consolidated Statement of changes in equity

For the six months period ended 30 June 2026

		Share capital US$'000				Share  premium US$'000			Share-based payment reserve US$'000											Accumulated profits/ (losses) US$'000					Total US$'000
Balance at 31 December 2024		61		12,022									798							(12,749)						132
Total comprehensive loss for the year		-		-							-									(203)						(203)
Additional paid in capital		5		28							-									-						33
Balance at 31 December 2025		66		12,050								798								(12,952)						(38)
Total comprehensive loss for the period		-			-					-								(116)						(116)
Additional paid in capital		28			308					-							-							336
Balance at 30 June 2026		94		12,358							798									(13,068)						182

Consolidated Statements of cash flows

For the six months ended 30 June 2026

		Unaudited 6 Months Period Ended 30 June 2026 US$'000	Audited 31 December 2025 US$'000
Cash Flows from operating activities
(Loss) before taxation	(116)			(203)

Adjustment for:
Non-cash consulting fee							-		33
Fair value gains/(losses) from traded securities - realised							-		21
Fair value gains/(losses) from traded securities - unrealised							-		(17)
Foreign exchange differences							7		(18)
Operating cash flows before movements in working capital:
Decrease (increase) in trade and other receivables							-		3
Increase (Decrease) in trade and other payables							(16)		6
Income tax paid							-		-
Net cash used for operating activities							(125)		(181)
Cash flows from investing activities
Sale of traded securities							-		80
Other investments							(35)		-
Net cash generated from (used in) investing activities							(35)		80
Cash flows from financial activities
Shares allotted in respect of 2025 placing proceeds							-		336
Net cash generated from financial activities							-		336
Net increase (decrease) in cash and cash equivalents						(160)		235
Cash and equivalents at beginning of period						417		167
Effect of changes in exchange rates in cash					(7)			15
Cash and equivalents at end of period						250		417

Non-cash transaction:

During the six-month period ended 30 June 2026, US$336,000 of placing proceeds received in 2025 and previously recognised within trade and other payables were reclassified to equity upon the allotment of the related shares. The transaction resulted in an increase of US$28,000 in share capital and US$308,000 in share premium and had no cash flow effect during the period.

Notes to the financial statements

1.    General Information

Ubuntu Mining & Metals, Inc, (the "Company") formerly TechFinancials Inc., was engaged until the end of 2020 in the development of blockchain-based digital asset solutions and the licensing of financial trading platforms to businesses. Since 2021, the Company has focused on identifying business and investment opportunities with the objective of maximising shareholder value.

During 2026, the Company changed its name to Ubuntu Mining & Metals, Inc. and shifted its investment focus towards the Mining & Metals sector.

During the first half of 2026, the Company completed the acquisition of a 25% legal and beneficial interest in the Dilotiko Iron Ore Project located in Taita Taveta County, Kenya and secured an option to increase its interest in the project to 60%. The Company is also evaluating additional mining and exploration opportunities across Africa, including prospective gold projects in Tanzania.

Basis of preparation

As permitted, the Company has chosen not to adopt International Accounting Standard 34 'Interim Financial

Reporting' in preparing these interim financial statements. The condensed consolidated interim financial

statements should be read in conjunction with the annual financial statements for the year ended 31

December 2025, which have been prepared in accordance with International Financial Reporting Standards

(IFRS) as adopted by the European Union.

The interim financial information set out above does not constitute statutory accounts. The information has

been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS) as adopted by the European Union.

The accounting policies applied in preparing the interim financial information are consistent with those that

have been adopted in the Company's 2025 audited financial statements. Statutory financial statements for the year ended 31 December 2025 were approved by the Board of Directors on 30 June 2026.

The Directors approved these condensed interim financial statements on 25^th September 2026.

Risks and uncertainties

The key risks that could affect the Company's short- and medium-term performance and the factors that mitigate those risks have not substantially changed from those set out in the Company's 2025 Annual Report and Financial Statements, a copy of which is available on the Company's website: https://ubuntuminingandmetals.com/

2.    Accounting policies

The condensed consolidated interim financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain financial assets and liabilities at fair value through the statement of profit and loss.

The financial information for the 6 months ended 30 June 2026 and the 6 months ended 30 June 2025 has not been audited.

No dividends have been paid in the period (2025: $nil).

Critical accounting estimates and judgements

The preparation of condensed consolidated interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the end of the reporting period. Significant items subject to such estimates have not changed during the interim period and are set out in note 3(v) of the Company's 2025 Annual Report and Financial Statements.

3.    Earnings per share

The calculation of earnings per share is based on the following losses and number of shares:

Loss per share	Unaudited 6‑month period ended 30 June 2026		Unaudited 6‑month period ended 30 June 2025		Audited Year ended 31 December 2025
	US$'000		US$'000		US$'000
Basic
Loss attributable to equity holders	(116)		(64)		(203)
Weighted average number of shares basic	130,067,771		85,680,979		85,680,979
	US$		US$		US$
Loss per share - basic and diluted:	(0.0009)		(0.0007)		(0.0023)
Loss per share from continuing operations - basic	(0.0009)		(0.0007)		(0.0023)
Loss per share from discontinued operations - basic	-		-		-

4.    Trade and other payables

	Unaudited 30 June 2026		Unaudited 30 June 2025		Audited 31 December 2025
	US$'000		US$'000		US$'000
Share placing proceeds received in advance	-		-		336
Trade Payables	24		36		-
Accrued liabilities	25		81		64
	49		117		400

5.    SHARE PLACEMENT

In December 2025, the Company received gross placing proceeds of £250,000, equivalent to approximately US$336,000. As at 31 December 2025, the Company did not have sufficient authorised share capital to issue the shares relating to the placing. Accordingly, the proceeds were recognised within trade and other payables at 31 December 2025.

Following the availability of sufficient authorised share capital, the relevant shares were allotted during the six-month period ended 30 June 2026. Accordingly, the liability of US$336,000 was reclassified to equity, of which US$28,000 was recognised as share capital and US$308,000 as share premium.

As the cash proceeds had been received in 2025, the allotment and corresponding reclassification during the six-month period ended 30 June 2026 constituted a non-cash transaction.

 

END