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$336,000, had been recognised as a liability as the Company did not at that date have sufficient authorised share capital to issue the relevant shares. Following the availability of sufficient authorised share capital, the shares were allotted during the first half of 2026 and the liability was reclassified to share capital and share premium. This transaction had no cash flow effect during the six-month period ended 30 June 2026.
The unaudited interim financial results have not been reviewed by the Company's auditor.
Manish Shavadia FCCA ACSI Director & CFO
25 September 2026
The directors of the Company accept responsibility for the contents of this announcement.
For further information:
|
Ubuntu Mining and Metals, Inc. Eitan Yanuv, Non-Executive Chairman Manish Shavadia, Chief Financial Officer |
Tel: +972 54 5233 943 Tel: + 44 (0) 7572 305 844 |
|
AlbR Capital Limited (Aquis Corporate Adviser) |
Tel: +44 (0) 20 7469 0930 |
Statement of Comprehensive Income
For the six months period ended 30 June 2026
|
|
Unaudited Ended US$'000 |
|
Unaudited US$'000 |
|
Audited US$'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 Ended (Cents USD) |
Unaudited (Cents USD) |
Audited (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 2026 US$'000 |
|
Unaudited US$'000 |
|
Audited |
|
|
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$'000 |
|||||||||||||||||||
|
Balance at 31 December 2024 |
61 |
|
12,022 |
|
|
798 |
|
(12,749) |
132 |
|||||||||||||||||||
|
Total comprehensive loss for the year |
- |
- |
- |
(203) |
(203) |
|||||||||||||||||||||||
|
Additional paid in capital |
5 |
28 |
- |
- |
33 |
|||||||||||||||||||||||
|
Balance at 31 December 2025 |
66 |
|
12,050 |
|
|
798 |
|
(12,952) |
|
(38) |
||||||||||||||||||
|
|
|
|
||||||||||||||||||||||||||
|
Total comprehensive loss for the period |
- |
- |
- |
(116) |
(116) |
|||||||||||||||||||||||
|
Additional paid in capital |
28 |
308 |
- |
- |
336 |
|||||||||||||||||||||||
|
Balance at 30 June 2026 |
|
94 |
|
12,358 |
|
|
798 |
|
(13,068) |
|
182 |
|
||||||||||||||||
Consolidated Statements of cash flows
For the six months ended 30 June 2026
|
|
Unaudited Ended US$'000 |
Audited |
||
|
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 25th 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: $nil).
Critical accounting estimates and judgements
The preparation of condensed consolidated interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the end of the reporting period. Significant items subject to such estimates have not changed during the interim period and are set out in note 3(v) of the Company's 2025 Annual Report and Financial Statements.
3. Earnings per share
The calculation of earnings per share is based on the following losses and number of shares:
|
Loss per share |
Unaudited |
|
Unaudited |
|
Audited |
|
|
US$'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 |
|
Unaudited |
|
Audited |
|
|
|
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.