18 November 2025
First Development Resources plc
('First Development", "FDR" or the "Company')
Final Results
First Development Resources plc (AIM: FDR) the UK based, Australia focused exploration company with mineral interests in Western Australia and the Northern Territory, is pleased to announce audited annual report and financial statements for the year ended 30 June 2025 (the "2025 Annual Accounts").
The 2025 Annual Accounts, extracts of which are contained below, will shortly be available on the Company's website at https://firstdevelopmentresources.com/investor-centre/financial-reports/
FIRST DEVELOPMENT RESOURCES PLC
CHIEF EXECUTIVE OFFICER'S REVIEW
FOR THE YEAR ENDED 30 JUNE 2025
The key focus for the Business throughout the reporting period was to complete its primary objective and secure funding to complete the Company's IPO and gain Admission to the AIM segment of the London Stock Exchange which was achieved following a Placing to raise £2.3 million (before expenses) shortly after the reporting date on 29th July 2025.
In parallel to advancing the IPO process, the Company also maintained its Exploration Licenses in Western Australia and Australia's Northern Territory in good standing. To facilitate exploration at the Company's Wallal Project and Selta Project preparatory work was completed to enable the rapid deployment of funds post IPO.
Highlights from the year under review:
· Significantly advance financing strategy to support FDR's IPO and Admission to the AIM segment of the London Stock Exchange;
· Contract negotiation with drilling contractors for rig deployment to Wallal for Phase 1 drilling programme post IPO and AIM Admission.
Corporate Developments
Financial Highlights
The Group incurred a loss for the year to 30 June 2025 of £463,000 (2024 - loss of £296,000). The loss mainly arose from salaries, professional fees and costs associated with listing on the AIM market.
Cash used in operations totalled £43,000 and investment in its mining assets totalled £89,000 (2024 - £50,000). As at 30 June 2025, the Group had a cash balance of approx. £17,000 (2024 - £12,000). At the date of this report, the Group's cash balance was £2,034,000.
Funding Activities
Subsequent to reporting date on 29 July 2025, the Company completed a listing on the AIM market of the London Stock Exchange in conjunction with a fundraise of £2,300,000 before costs through the issue of 34,482,758 new ordinary shares at a price of 6.67p per share to new and existing shareholders. On 27 October 2025 the Company raised additional £1,000,000 before costs through the issue of 33,333,333 new ordinary shares at a price of 3p per share via a broker led placing.
Events after the year end:
For information regarding events after the reporting date see note 21 to the financial statements.
Post the Reporting Period the Company secured Admission to the AIM segment of the London Stock Exchange in conjunction with a fundraise of £2,300,000 before costs through the issue of 34,482,758 new ordinary shares to new and existing shareholders. The completion of the IPO and Admission process was a significant milestone for the Company and enabled FDR to deploy funds into its exploration portfolio. Initial exploration focused on the Phase I diamond core drilling programme at the Wallal Project in Western Australia.
Gold / copper exploration, Wallal Project, Western Australia
The Phase I diamond core drilling programme was designed in conjunction with Perth based consultancy Resource Potentials Pty Ltd ("Resource Potentials").
The programme targeted the Proterozoic basement rocks which are believed to host the sources of the magnetic geophysical bullseye anomalies, located below several hundred metres of Permian age cover sequence. The bullseye anomalies were identified as part of an in-depth review of all geological and geophysical data associated with the Wallal project area. Three magnetic geophysical bullseye anomalies were identified in the review, the Western, Eastern and Border anomalies. The magnetic bullseye anomalies are of particular interest due to their possible geological similarities to Greatland Resources' (LON: GGP, ASX: GGP) regionally significant Havieron discovery.
FDR's drilling partner DDH1 Drilling Ltd mobilised to Wallal in late August 2025 and drilling operations commenced on 7th September 2025. Due to deteriorating downhole conditions at the base of the Canning Basin sedimentary sequence, the drillhole could not be advanced to the planned depth of 1,220 metres and the decision was taken to cease drilling. The drillhole reached a depth of 918.7 metres (916.2 metres total vertical depth) but did not intersect the basement geology interpreted to host the magnetic anomalies identified in the Company's desktop studies. Despite drilling to a significant depth, the basement rock believed to host the bullseye anomaly was not intersected and the Eastern anomaly remains untested. With the data obtained from the drilling programme, the Company is working with its consultants to refine the geological interpretation of the Eastern anomaly whilst it assesses potential next steps.
Gold exploration, Selta Project, Northern Territory
Whilst the Phase I drilling programme was underway at Wallal, plans to commence exploration at the Company's Selta project in the Northern Territory were being developed. Following the completion of in-depth desktop review by Resource Potentials, nine exploration targets were defined at Selta. The targets are interpreted to be prospective for gold (Au), copper (Cu), rare-earth elements (REE), uranium (U) and lithium (Li). On 20 October 2025, the Company provided an update in respect of its gold exploration strategy at Selta which included additional geophysical surveying and focused Reverse Circulation ("RC") drilling.
High-resolution aeromagnetic surveying ("AMAG") is now planned to be carried out over the prospective Au corridors within the Selta tenements. The AMAG survey will help delineate structural features and hydrothermal alteration zones within the metasediment-volcanic host bedrock, providing high-resolution anomaly image detail to support interpretation of potential gold mineralised trends and structures for drill testing. The AMAG survey will be completed using a low-flying fixed-wing aircraft with survey lines spaced at along 50m intervals, compared to the existing 200m AMAG survey line spacing. The AMAG survey is expected to be completed during Q4 2025.
In addition to the AMAG survey, gradient array induced polarisation ("GAIP") surveying has been planned over four survey blocks each measuring approximately 2km x 1.5km and located over anomalous Au and pathfinder element concentrations intersected from historical drilling and anomalous rock-chip sample results. The GAIP surveying will acquire electrical resistivity data that can help map subsurface geology and structures, and chargeability data to map anomalies potentially related to disseminated sulphide minerals related to gold alteration systems and sources for the pathfinder elements which form sulphide minerals in the fresh bedrock. The GAIP, and potential survey lines of dipole-dipole IP across anomalies to get depth extents, will be integrated into a three-dimensional targeting workspace with magnetic inversion model results and drilling data to provide robust targets for planning RC drilling into key gold targets.
Strategic Placing
In late October 2025 the Company announced it had successfully raised £1,000,000 (before expenses) through an over-subscribed placing of 33,333,333 new ordinary shares. The proceeds of the Strategic Placing will be used to fast-track exploration activities to target REE and to develop drill targets for gold at the previously defined Lander West target at the Selta Project, and to secure access and permitting ahead of further drilling activities at its Wallal Project. The Placing was completed in response to the establishment by the United States of America and Australia of a Framework for securing the supply of Critical Minerals and Rare-Earth Elements to reduce the reliance on supply from China. The REE potential at Selta is central to the Company's plans for the Selta project and this shift in geo-political policy has allowed FDR to greatly accelerate its planned REE exploration programme to properly define its potential as another world-class Australian REE project.
REE Exploration, Selta Project Northern Territory
Following completion of multiple phases of in-depth desktop review, two REE targets have been defined at Selta.
The target areas are named Ingallan and West Nintabrinna. Ingallan is considered prospective for LCT (lithium-caesium-tantalum) and REE mineralisation, while West Nintabrinna is considered prospective for REE mineralisation. Proceeds from the October 2025 Strategic Placing will be used to fund first-pass exploration targeting REE. Exploration will include Stream sediment sampling and reconnaissance mapping. The primary objective of which is to advance the understanding of surface geochemical responses associated with the underlying lithological and structural features, and to identify potential zones of mineralisation for follow-up exploration. A field team will be deployed to Selta in Q4 2025 to compete the initial work programme.
Gold / copper exploration, Wallal Project, Western Australia
The disappointing outcome of the Phase I diamond drilling programme at Wallal means the Eastern anomaly remains untested. The Eastern anomaly has all the necessary permits, approvals and site infrastructure to facilitate the drilling of another hole. By applying the experience gained from the Phase I programme and modifying the design of the drillhole, the Company and the drilling contractor believe that it will be possible to intersect the basement geology if FDR decide to redrill. Drillhole FDRDW002 ended at a depth of 917.8m but did not intersect the basement geology, as a result, the depth of the target must be taken into consideration, the Company is reviewing the other magnetic bullseye targets at Wallal. The Border anomaly may be a preferrable target due to its interpreted shallower depth relative to the Eastern anomaly. To facilitate diamond drilling at the Border anomaly an Access Agreement must first be established with a third-party and a Permit of Works obtained from the Western Australian Government. The process of acquiring the necessary permits and approvals is underway.
Outlook:
Over the coming period working capital will be deployed into the Company's exploration portfolio. Exploration will focus on the development of gold and REE potential at the Company's Selta project. The Company expects that through the disciplined deployment of capital, systematic and methodical exploration will develop early-stage targets across Selta with the aim of identifying drill targets to be tested at the earliest opportunity.
In parallel to the ongoing exploration at Selta, the Company is working to secure all necessary permissions and approvals to return to Wallal. The magnetic bullseye anomalies identified at Wallal remain compelling targets which the Company hope to test. Once permissions are in place, FDR plan to mobilise a drilling rig to Wallal in H1 2026.
The Company is actively looking to expand the project portfolio with the addition of new exploration opportunities.
Tristan Pottas, Chief Executive Officer
17 November 2025
FIRST DEVELOPMENT RESOURCES PLC
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2025
The Directors present their strategic report for First Development Resources Plc ("FDR" or "the Company") for the year ended 30 June 2025.
Principal Activity and business model
The principal activity of the Group is the holding of Australian based mining assets and progressing the exploration and exploitation of those assets. The Group holds four mining assets comprising the wholly owned Wallal, Selta, Rippon Hills, and Braeside West Projects.
Background and review of business in the year
First Development Resources Plc was incorporated on 29 April 2021 under the laws of England and Wales with company number 13367677. On 18 August 2022 the Company was re-registered as a public limited company. The Company is the parent company of First Development Resources PTY Ltd, Pardoo Resources PTY Ltd, RH Resources PTY Ltd and URE Metals PTY Ltd. (together "the Group").
During the year under review the Group incurred administrative expenses of £465,000 (2024: £296,000).
Future developments
FDR will undertake exploration activities on its existing assets with the intention to make a material discovery which will create value for shareholders, while at the same time continue to review additional opportunities within Australia that could complement the existing project portfolio, with an emphasis on district-scale opportunities that are competitively valued and offer potentially significant returns through exploration success.
Principal risks and uncertainties
Strategic risk
The Group's strategy may not deliver the results expected by shareholders. The Directors regularly monitor the appropriateness of the strategy, taking into account both internal and external factors, together with progress in implementing the strategy, and modify the strategy as may be required based on developments and exploration results.
Exploration, development and operating risk
There is no certainty that the expenditures to be made in the exploration and development of the Group's Projects will result in the definition of resources and reserves or ultimately in the establishment of profitable commercial operations. Most exploration projects do not result in the discovery of commercially mineable deposits.
The successful exploration and development of mining projects is speculative and subject to a number of uncertainties and hazards which even a combination of careful evaluation, experience and knowledge may not eliminate. In addition, the development of the Group's projects may be subject to unexpected problems and delays. Factors affecting the economics of developing mineral exploration projects and commercial viability of such projects include, but are not limited to, variations in grade, deposit size, density, unusual or unexpected rock formations and other geological problems, structural cave-ins or slides, seismic activity, flooding, fires, explosions, periodic interruptions due to inclement or hazardous weather conditions, environmental hazards, hydrological conditions, delays in installing and commissioning plant and equipment, metallurgical and other processing problems, mechanical equipment performance problems and other technical problems, the unavailability of materials and equipment including fuel, labour force disruptions or shortage of skilled workers, unanticipated interruptions or significant changes in the costs of services and supplies including but not limited to water, transport, fuel and power, and unanticipated regulatory changes, quality of management, quality and availability of geological expertise and government regulations (relating to such things as prices, taxes, royalties, land use, importing and exporting of minerals and environmental protection).
Government Regulation
The mineral exploration and development activities which are undertaken by the Group is subject to various laws governing prospecting, development, production, taxes, labour standards and occupational health, mine safety, toxic substances, land use, water use, land claims of local people and other matters.
Exploration and development activities may also be affected in varying degrees by government regulations with respect to, but not limited to, restrictions on future exploration and production, price controls, export controls, currency availability, foreign exchange controls, income taxes, delays in obtaining or the inability to obtain necessary permits, opposition to mining from environmental and other non-governmental organisations, limitations on foreign ownership, expropriation of property, ownership of assets, environmental legislation, labour relations, limitations on repatriation of income and return of capital, limitations on mineral exports, high rates of inflation, increased financing costs, and site safety. This may affect both the Group's ability to undertake exploration and development activities in respect of its properties, as well as its ability to explore and operate those properties in which it currently holds an interest or in respect of which it obtains exploration and/or development rights in the future.
No assurance can be given that new rules and regulations will not be enacted or that existing rules and regulations will not be applied in a manner which could limit or curtail development or future potential production. Amendments to current laws and regulations governing operations and activities of mining and milling or more stringent implementation thereof could have a substantial adverse impact on the Group.
Permitting
The Group's future operations in respect of the Projects, including exploration and any development activities or the commencement of production, require permits and approvals from various governmental authorities and such operations are and will be governed by laws and regulations governing prospecting, development, mining, production, exports, taxes, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, protection of endangered and protected species, treatment of indigenous people and Native Title, mine safety and other matters.
There is no guarantee that such permits or approvals will be granted. To the extent that such permits or approvals are required and not obtained, the Group may be delayed or prohibited from proceeding with planned exploration or development of its Projects. Management of the Group believes it has received the necessary permits for the current operations.
Environmental and Other Regulatory Requirements
The Group's current and future operations in Australia, including exploration, evaluation, development, extraction and production activities, are subject to environmental regulations. The Group is subject to potential risks and unanticipated liabilities associated with its activities, including negative impacts to the environment from operations, waste management and site discharges.
If the Group is unable to remedy an environmental problem fully, it may be required to suspend operations or enter into interim compliance measures pending completion of the required remedy. The potential financial exposure may be significant.
Environmental legislation is evolving in a manner which will require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their officers, Directors and employees. There is no assurance that future changes in environmental regulation, if any, will not adversely affect the Group's operations.
The Group's exploration programmes at the Projects will, in general, be subject to approval by the competent authorities in Australia. Development of mining projects located in Australia will be dependent on the projects meeting environmental regulations and guidelines set by governmental agencies in Australia and, where required, being approved by governmental authorities.
Financing and liquidity risk
The Group requires substantial funds to determine whether commercial mineral deposits exist on the Projects. Any potential development and production of the Projects depends upon the results of exploration programmes and/or feasibility studies and the recommendations of duly qualified mining engineers, geologists and other professional advisers.
Such programmes require substantial additional funds. Any decision to further expand the Group's operations in respect of the Projects is anticipated to involve consideration and evaluation of several significant factors including, but not limited to:
- the cost of bringing a project into production, including exploration work, preparation of feasibility studies and construction of production facilities;
- the availability and cost of financing;
- the ongoing costs of production;
- the market prices for the minerals to be produced;
- environmental compliance regulations and restraints; and
- the political climate and/or governmental regulation and control.
Currency risk
The Group's financial results could be adversely affected by changes in foreign currency exchange rates. The functional currency of the Group is Sterling but given all Group's projects are located in Australia, the majority of the Group's operating costs will be incurred in Australian dollar. Consequently, fluctuations in the exchange rate of Sterling against other currencies, most notably the Australian dollar, may materially affect the Group's translated results of operations. In particular the appreciation of the Australian dollar against Sterling, the Fundraising currency, would reduce the amount of Australian dollars available for exploration which would adversely affect the Company's financial condition, and may limit the Company's ability to carry on its planned exploration activities.
The Group does not have a policy of using hedging instruments but will continue to keep this under review.
Key performance indicators
The key performance indicators the Directors use in assessing performance of the Group given its stage of development are:
- Cash management. This is monitored on a regular basis to ensure that the Group can meet its obligations as they fall due;
- Ensuring that all licences remain in good standing. The Group has implemented processes to ensure that all permitting fees and filing obligations are made within the required deadlines;
- Ensuring adherence to all regulatory obligations. The Group liaises regularly with legal counsel and other advisers to ensure that all regulatory obligations are met.
Section 172 statement
Section 172 of the Companies Act 2006 ("the Act) requires Directors to take into consideration the interests of stakeholders in their decision making, having regard to the following matters:
- Consider the likely consequences of any decision in the long term,
- Act fairly between the members of the Company,
- Maintain a reputation for high standards of business conduct,
- Consider the interests of the Group's employees,
- Foster the Group's relationships with suppliers, customers and others, and
- Consider the impact of the Group's operations on the community and the environment.
The Directors believe they have acted in the way most likely to promote the success of the Company for the benefit of its members as a whole, as required by the Act. The Directors have engaged with the Company's stakeholders during the year as detailed below:
- Attended the 2024 AGM to answer questions and receive additional feedback from investors;
- Arranged meetings with certain stakeholders to provide them with updates on the Company's operational activities and other general corporate updates; and
- Monitored company culture and engaged with employees on efforts to continuously improve company culture and morale.
The Board believes that appropriate steps and considerations have been taken during the year so that each Director has an understanding of the various key stakeholders of the Company. The Board recognises its responsibility to contemplate all such stakeholder needs and concerns as part of its discussions, decision-making, and in the course of taking actions, and will continue to make stakeholder engagement a top priority in the coming years.
This report was approved by the board of Directors and signed on its behalf by:
Tristan Pottas
Chief Executive Officer
FIRST DEVELOPMENT RESOURCES PLC
CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS
FOR THE YEAR ENDED 30 JUNE 2025
| |
|
|
Year ended 30 June 2025 |
|
Year ended 30 June 2024 |
| |
Note |
|
£'000 |
|
£'000 |
| Continuing operations |
|
|
|
|
|
| Other operating income |
|
|
5 |
|
- |
| Administrative expenses |
4 |
|
(465) |
|
(296) |
| Loss from operating activities |
|
|
(460) |
|
(296) |
| |
|
|
|
|
|
| Finance expense |
5 |
|
(3) |
|
- |
| Loss before taxation |
|
|
(463) |
|
(296) |
|
|
|
|
|
|
|
| Taxation |
7 |
|
- |
|
- |
| Loss for the year |
|
|
(463) |
|
(296) |
| |
|
|
|
|
|
| Other comprehensive income |
|
|
|
|
|
| Items that may be reclassified to profit or loss |
|
|
|
|
|
| Exchange rate differences on translation of foreign operations |
|
|
16 |
|
- |
| Total comprehensive loss for the year attributable to owners of the Company |
|
|
(447) |
|
(296) |
|
|
|
|
|
|
|
| Earnings per share from continuing operations attributable to the ordinary equity holder of the parent: |
|
|
|
|
|
| Basic and diluted loss per share (pence) |
16 |
|
(0.68) |
|
(0.61) |
|
|
|
|
|
|
|
The notes below form part of these financial statements.
| FIRST DEVELOPMENT RESOURCES PLC CONSOLIDATED STATEMENT OF FINANCIAL POSITION FOR THE YEAR ENDED 30 JUNE 2025
|
|||||
| |
|
|
30 June |
|
30 June |
| |
|
|
2025 |
|
2024 |
| |
Note |
|
£'000 |
|
£'000 |
| ASSETS |
|
|
|
|
|
| Non-current assets |
|
|
|
|
|
| Intangibles |
8 |
|
3,735 |
|
3,681 |
| Property, plant and equipment |
|
|
- |
|
1 |
| Total non-current assets |
|
|
3,735 |
|
3,682 |
| |
|
|
|
|
|
| Current assets |
|
|
|
|
|
| Trade and other receivables |
10 |
|
6 |
|
9 |
| Cash and cash equivalents |
9 |
|
17 |
|
12 |
| Total current assets |
|
|
23 |
|
21 |
| |
|
|
|
|
|
| Total assets |
|
|
3,758 |
|
3,703 |
| |
|
|
|
|
|
| LIABILITIES |
|
|
|
|
|
| Current liabilities |
|
|
|
|
|
| Trade and other payables |
11 |
|
619 |
|
282 |
| Borrowings |
12 |
|
389 |
|
224 |
| Total current liabilities |
|
|
1,008 |
|
506 |
| |
|
|
|
|
|
| Total liabilities |
|
|
1,008 |
|
506 |
| |
|
|
|
|
|
| Net assets |
|
|
2,750 |
|
3,197 |
| |
|
|
|
|
|
| EQUITY |
|
|
|
|
|
| Share capital |
14 |
|
659 |
|
659 |
| Share premium |
14 |
|
3,739 |
|
3,739 |
| Foreign exchange reserve |
15 |
|
(3) |
|
(19) |
| Accumulated losses |
15 |
|
(1,645) |
|
(1,182) |
| Total equity |
|
|
2,750 |
|
3,197 |
These financial statements of First Development Resources Plc, company number 13367677, were approved by the Directors on 17 November 2025 and are signed on their behalf by:
Benjamin Hodges
Finance Director
The notes below form part of these financial statements.
| FIRST DEVELOPMENT RESOURCES PLC COMPANY STATEMENT OF FINANCIAL POSITION FOR THE YEAR ENDED 30 JUNE 2025
|
|||||
| |
|
|
30 June |
|
30 June |
| |
|
|
2025 |
|
2024 |
| |
Note |
|
£'000 |
|
£'000 |
| ASSETS |
|
|
|
|
|
| Non-current assets |
|
|
|
|
|
| Intangibles |
8 |
|
1,786 |
|
1,786 |
| Property, plant and equipment |
|
|
- |
|
1 |
| Investments |
13 |
|
1,596 |
|
1,596 |
| Total non-current assets |
|
|
3,382 |
|
3,383 |
| |
|
|
|
|
|
| Current assets |
|
|
|
|
|
| Trade and other receivables |
10 |
|
528 |
|
439 |
| Cash and cash equivalents |
9 |
|
15 |
|
8 |
| Total current assets |
|
|
543 |
|
447 |
| |
|
|
|
|
|
| Total assets |
|
|
3,925 |
|
3,830 |
| |
|
|
|
|
|
| LIABILITIES |
|
|
|
|
|
| Current liabilities |
|
|
|
|
|
| Trade and other payables |
11 |
|
606 |
|
272 |
| Borrowings |
12 |
|
389 |
|
224 |
| Total current liabilities |
|
|
995 |
|
496 |
| |
|
|
|
|
|
| Total liabilities |
|
|
995 |
|
496 |
| |
|
|
|
|
|
| Net assets |
|
|
2,930 |
|
3,334 |
| |
|
|
|
|
|
| EQUITY |
|
|
|
|
|
| Share capital |
14 |
|
659 |
|
659 |
| Share premium |
14 |
|
3,739 |
|
3,739 |
| Accumulated losses |
15 |
|
(1,468) |
|
(1,064) |
| Total equity |
|
|
2,930 |
|
3,334 |
As permitted by Section 408 of the Companies Act 2006, the Company has not presented its own income statement. The parent Company loss for the year was £404,000 (2024: loss of £264,000).
These financial statements were approved by the Directors on 17 November 2025 and are signed on their behalf by:
Benjamin Hodges
Director
The notes below form part of these financial statements.
| FIRST DEVELOPMENT RESOURCES PLC CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2025
|
|||||
| |
Share capital |
Share premium |
Foreign exchange reserve |
Accumulated losses |
Total |
| |
|||||
| |
|||||
| |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
| |
|
|
|
|
|
| Balance at 01 July 2023 |
659 |
3,739 |
(19) |
(886) |
3,493 |
| Loss for the year |
- |
- |
- |
(296) |
(296) |
| Total comprehensive loss for the year |
- |
- |
- |
(296) |
(296) |
| Balance at 30 June 2024 |
659 |
3,739 |
(19) |
(1,182) |
3,197 |
|
|
|
|
|
|
|
| Balance at 01 July 2024 |
659 |
3,739 |
(19) |
(1,182) |
3,197 |
| Loss for the year |
- |
- |
- |
(463) |
(463) |
| Exchange differences |
- |
- |
16 |
- |
16 |
| Total comprehensive loss for the year |
- |
- |
16 |
(463) |
(447) |
| Balance at 30 June 2025 |
659 |
3,739 |
(3) |
(1,645) |
2,750 |
See note 15 for the nature and purpose of each reserve.
The notes below form part of these financial statements.
| FIRST DEVELOPMENT RESOURCES PLC COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2025
|
||||
| |
Share capital |
Share premium |
Accumulated losses |
Total |
| |
||||
| |
||||
| |
£'000 |
£'000 |
£'000 |
£'000 |
| |
|
|
|
|
| Balance at 01 July 2023 |
659 |
3,739 |
(800) |
3,598 |
| Loss for the year |
- |
- |
(264) |
(264) |
| Total comprehensive loss for the year |
- |
- |
(264) |
(264) |
| Balance at 30 June 2024 |
659 |
3,739 |
(1,064) |
3,334 |
|
|
|
|
|
|
| Balance at 01 July 2024 |
659 |
3,739 |
(1,064) |
3,334 |
| Loss for the year |
- |
- |
(404) |
(404) |
| Total comprehensive loss for the year |
- |
- |
(404) |
(404) |
| Balance at 30 June 2025 |
659 |
3,739 |
(1,468) |
(2,930) |
See note 15 for the nature and purpose of each reserve.
The notes below form part of these financial statements.
| FIRST DEVELOPMENT RESOURCES PLC CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2025
|
|||||
| |
|
|
Year ended 30 June |
|
Year ended 30 June |
| |
|
|
2025 |
|
2024 |
| |
Note |
|
£'000 |
|
£'000 |
| |
|
|
|
|
|
| Cash flows from operating activities |
|
|
|
|
|
| Loss for the year before taxation |
|
|
(463) |
|
(296) |
| Adjusted for: |
|
|
|
|
|
| Depreciation of property, plant and equipment |
|
|
1 |
|
1 |
| Interest on convertible loan note |
5 |
|
3 |
|
- |
| Movement in foreign exchange |
|
|
52 |
|
- |
| Changes in working capital: |
|
|
|
|
|
| Decrease in trade and other receivables |
10 |
|
2 |
|
14 |
| Increase in trade and other payables |
11 |
|
362 |
|
134 |
| Net cash generated used in operating activities |
|
|
(43) |
|
(147) |
| |
|
|
|
|
|
| Cash flows from investing activities |
|
|
|
|
|
| Purchase of intangible assets |
8 |
|
(89) |
|
(50) |
| Net cash used in investing activities |
|
|
(89) |
|
(50) |
| |
|
|
|
|
|
| Cash flows from financing activities |
|
|
|
|
|
| Drawdowns of loans from related parties |
12 |
|
89 |
|
187 |
| Proceeds from convertible loan note |
12 |
|
50 |
|
- |
| Net cash generated from financing activities |
|
|
139 |
|
187 |
| |
|
|
|
|
|
| Net increase/(decrease) in cash and cash equivalents |
|
|
7 |
|
(10) |
| |
|
|
|
|
|
| Cash and cash equivalents at beginning of year |
|
|
12 |
|
22 |
| Effect of foreign exchange rates |
|
|
(2) |
|
- |
| Cash and cash equivalents at end of year |
9 |
|
17 |
|
12 |
There have been no significant non-cash transactions during the year.
The notes below form part of these financial statements.
| FIRST DEVELOPMENT RESOURCES PLC COMPANY STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2025
|
|||||
| |
|
|
Year ended 30 June |
|
Year ended 30 June |
| |
|
|
2025 |
|
2024 |
| |
Note |
|
£'000 |
|
£'000 |
| |
|
|
|
|
|
| Cash flows from operating activities |
|
|
|
|
|
| Loss for the year before taxation |
|
|
(404) |
|
(264) |
| Adjusted for: |
|
|
|
|
|
| Depreciation of property, plant and equipment |
|
|
1 |
|
1 |
| Interest on convertible loan note |
5 |
|
3 |
|
- |
| Changes in working capital: |
|
|
|
|
|
| Increase in trade and other receivables |
10 |
|
(90) |
|
(83) |
| Increase in trade and other payables |
11 |
|
358 |
|
155 |
| Net cash used in operating activities |
|
|
(132) |
|
(191) |
| |
|
|
|
|
|
| Cash flows from financing activities |
|
|
|
|
|
| Drawdowns of loans from related parties |
12 |
|
89 |
|
188 |
| Proceeds from convertible loan note |
12 |
|
50 |
|
- |
| Net cash generated from financing activities |
|
|
139 |
|
188 |
| |
|
|
|
|
|
| Net increase/(decrease) in cash and cash equivalents |
|
|
7 |
|
(3) |
| |
|
|
|
|
|
| Cash and cash equivalents at beginning of year |
|
|
8 |
|
11 |
| |
|
|
|
|
|
| Cash and cash equivalents at end of year |
9 |
|
15 |
|
8 |
There have been no significant non-cash transactions during the year.
The notes below form part of these financial statements.
FIRST DEVELOPMENT RESOURCES PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
1. General information
First Development Resources Plc ("the Company") is a public limited company limited by shares and is incorporated and domiciled in the United Kingdom. The address of its registered office is 6th Floor 99 Gresham Street, London, England, England, EC2V 7NG. The registered number of the Company is 13367677.
On 29th July 2025 the Company announced the admission of its entire share capital to trading on the AIM Market of the London Stock Exchange.
This financial information comprises the Company and consolidates its wholly owned subsidiary undertakings, First Development Resources PTY LTD, Pardoo Resources PTY LTD, RH Resources PTY LTD and URE Metals PTY LTD, incorporated in Australia (together "the Group").
The principal activity of the Group is the exploration and exploitation of mineral resources in Australia.
2. Accounting policies
Basis of preparation
The consolidated financial statements have been prepared in accordance with UK-adopted international accounting standard As regards the Company financial statements, as applied in accordance with the requirements of the Companies Act 2006. The financial statements are prepared on the historical cost convention.
The preparation of financial statements in accordance with UK-adopted IAS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 3.
The financial statements are presented in Pound Sterling ("£") and all values are rounded to the nearest thousand (£'000), except where otherwise stated. The functional currency of the Company is Pound Sterling (£).
Going concern
The Group meets its working capital requirements from its cash and cash equivalents. The Company is pre-revenue, and to date the Company has raised finance for its activities through the issue of equity.
The Group had £17,000 of cash and cash equivalents at 30 June 2025, and subsequent to reporting date on 29th July 2025 the Company raised £2,300,000 before costs pursuant to its admission to AIM and in October 2025 further £1,000,000 before costs through the issue of 33,333,333 new ordinary shares via a broker led placing. The Group's and Company's ability to meet operational objectives and general overheads is reliant on raising further capital in the future.
The financial statements are prepared on a going concern basis. In assessing whether the going concern assumption is appropriate, The Board regularly reviews market conditions. The groups cash balance is alignment with the Company's forward commitments and shall where deemed necessary revise expenditure commitments. At the date of this report, based on management prepared cashflow forecasts, The Directors are confident that the Group has raised sufficient capital to fund the Group's key project for the period to December 2026. These financial statements do not include the adjustments that would be required if the Group could not continue as a going concern.
New and amended standards and interpretations
Information on new standards, amendments and interpretations that effective for the period beginning 1 January 2025 is provided below:
| - Lack of Exchangeability (Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates) |
The Group did not have to change its accounting policies or make retrospective adjustments as a result of adopting these new standards and amendments and they did not have a material impact.
At the date of approval of these financial statements, the following standards and interpretations which have not been applied in these financial statements were in issue for the period beginning 1 January 2026 but not yet effective:
| - Amendments IFRS 9 and IFRS 7 regarding the classification and measurement of financial instruments; and Amendments IFRS 9 and IFRS 7 regarding the classification and measurement of financial instruments; and |
| - IFRS 18 - Presentation and Disclosure of Financial Statements |
| - IFRS 19 - Subsidiaries without Public Accountability: Disclosures |
The adoption of these amendments is not expected to have a material impact on the consolidated and company financial statements.
Basis of consolidation
The Group financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) prepared to 30 June 2025. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.
Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:
• The contractual arrangement with the other vote holders of the investee;
• Rights arising from other contractual arrangements; and
• The Group's voting rights and potential voting rights.
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used in line with those used by other members of the Group.
All intragroup assets and liabilities, equity, income, expenses, and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.
Foreign currency translation
The financial information of the Group is presented in the currency of the primary economic environment in which the entity operates is Pounds Sterling (£). The functional currency of the Company is Pounds Sterling (£). All financial information presented has been rounded to the nearest thousand dollars, except where otherwise indicated.
Foreign currency translation (continued)
In preparing the financial information of the Group, transactions in currencies other than the entity's functional currency (foreign currencies) are recorded at the rates of exchange prevailing on the dates of the transactions. At the balance sheet date, monetary items denominated in foreign currencies are retranslated at the rates prevailing at the balance sheet date. Exchange differences arising on the settlement of monetary items and on the retranslation of monetary items are included in the statement of comprehensive income for the year.
The results and financial position of all Group entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
• Assets and liabilities for the statement of financial position presented are translated at the closing rate at the date of that statement of financial position;
• Income and expenses for the income statement are translated at average exchange rates; and
• All resulting exchange differences are recognised as a separate component of equity.
Taxation
Income tax represents the sum of the current tax and deferred tax charge or credit for the year.
Current tax
Current tax is based on the taxable profit or loss for the year calculated using tax rates that have been enacted or substantively enacted by the end of the reporting year. The Group does not currently generate taxable profits.
Deferred tax
Deferred tax is recognised on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases and is accounted for using the balance sheet liability method.
Deferred tax is calculated at the tax rates that have been enacted or substantively enacted and are expected to apply in the year when the liability is settled, or the asset realised. Deferred tax is charged or credited to the statement of comprehensive income, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.
Tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised.
Judgement is applied in making assumptions about future taxable income to determine the extent to which the Group recognises deferred tax assets, as well as the anticipated timing of the utilisation of the losses.
Cash and cash equivalents
Cash and cash equivalents comprise cash at bank and in hand.
Financial assets
Loans and receivables
(a) Classification
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets. The Group's loans and receivables are included within Trade and other receivables.
(b) Recognition and measurement
Loans and receivables are initially recognised at fair value through profit or loss and are subsequently measured at amortised cost using the effective interest rate method, less provision for impairment.
(c) Impairment of Financial Assets
Assets carried at amortised cost
The Group assesses at the reporting date whether there is objective evidence that a financial asset, or a group of financial assets, is impaired. A financial asset, or a group of financial assets, is impaired, and impairment losses are incurred, only if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a "loss event"), and that loss event (or events) has an impact on the estimated future cash flows of the financial asset, or group of financial assets, that can be reliably estimated.
Receivables that are known to be uncollectible are written off by reducing the carrying amount directly. The Group considers that there is evidence of impairment if any of the following indicators are present:
• Significant financial difficulties of the debtor
• Probability that the debtor will enter bankruptcy or financial reorganisation
• Default or delinquency in payments
Financial liabilities
The Group classifies its financial liabilities into one of the categories discussed below, depending on the purpose for which the liability was incurred. The Group's accounting policy for each category is as follows:
Amortised cost
The Group's financial liabilities held at amortised cost are recognised in the statement of financial position when the Group becomes a party to the contractual provision of the instrument.
Financial liabilities measured at amortised cost comprise trade payables and other short-dated monetary liabilities, which are initially recognised at fair value and subsequently carried at amortised cost using the effective interest rate method.
Determination of Fair values
All assets and liabilities for which fair value is measured or disclosed in the historical financial information are categorised within the fair value hierarchy. The fair value hierarchy prioritises the inputs to valuation techniques used to measure fair value. The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments and other assets and liabilities for which the fair value was used:
• level 1: quoted prices in active markets for identical assets or liabilities;
• level 2: inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices); and
• level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs)
Intangible assets
(i) Prospecting and exploration rights
Rights acquired with subsidiaries are recognised at fair value at the date of acquisition. Other rights acquired and development expenditure is recognised at cost.
The Group recognises expenditure as exploration and evaluation assets when it determines that those assets will be successful in finding specific mineral resources (IFRS 6 assets). Expenditure included in the initial measurement of exploration and evaluation assets, and which are classified as intangible assets relate to the acquisition of rights to undertake topographical, geological, geochemical and geophysical studies, exploratory drilling, trenching, sampling and other activities to evaluate the technical feasibility and commercial viability of extracting a mineral resource.
Capitalisation of pre-production expenditure ceases when the mining property is capable of commercial production.
When a project is deemed not feasible, related costs are expensed as incurred. Costs incurred include any costs pertaining to technical and administrative overheads. Administration costs that are not directly attributable to a specific exploration area are expensed as incurred, and subsequently capitalised if it is reasonably certain that a resource will be defined.
Capitalised development expenditure will be measured at cost less accumulated amortisation and impairment losses.
(ii) Impairment
Intangible assets not yet available for use are tested for impairment annually. Whenever events or changes in circumstance indicate that the carrying amount of an asset may not be recoverable, an asset is reviewed for impairment. An asset's carrying value is written down to its estimated recoverable amount (being the higher of the fair value less costs to sell and value in use) if that is less than the asset's carrying amount.
Impairment reviews for deferred exploration and evaluation expenditure are carried out on a project-by-project basis, with each project representing a potential single cash generating unit. An impairment review is undertaken when indicators of impairment arise such as:
• unexpected geological occurrences that render the resource uneconomic;
• title to the asset is compromised;
• variations in mineral prices that render the project uneconomic;
• substantive expenditure on further exploration and evaluation of mineral resources is neither budgeted nor planned; and
• the year for which the Group has the right to explore has expired and is not expected to be renewed.
Impairment losses are recognised in profit or loss. For all assets, an impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.
Convertible loans
Convertible loan notes are recognised initially at fair value, net of directly attributable transaction costs.
The notes are assessed under IAS 32 Financial Instruments: Presentation to determine whether they contain both a liability and an equity component.
Where the conversion feature results in the delivery of a variable number of shares (for example, when the conversion price is linked to a future fundraising price), the instrument is classified in its entirety as a financial liability.
Subsequent to initial recognition, the notes are measured at amortised cost using the effective interest method, with interest expense recognised in finance costs in the statement of profit or loss.
Where conversion occurs, the carrying amount of the liability (including any accrued interest) is derecognised and credited to share capital and share premium at the date of conversion.
If the notes are redeemed in cash, the carrying amount is derecognised upon settlement.
Share Capital
Ordinary shares are classified as equity. There is one class of ordinary share in issue, as detailed in note 14.
3. Critical accounting estimates and judgements
In the application of the accounting policies, which are described in note 2, the Directors are required to make judgements, estimates and assumptions which affect reported income, expenses, assets, liabilities and disclosure of contingent assets and liabilities. The estimates and associated assumptions are based on historical experience, expectations of future events and other factors that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates. The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the year in which the revision is made.
Sources of estimation uncertainty
Carrying value of intangible exploration assets - Note 8
As at 30 June 2025, the Group held mineral resource intangible assets of £3,735,000 (2024: £3,678,000). In arriving at the carrying value of intangible assets, the Group determines the need for impairment on an annual basis based on the level of geological knowledge and confidence of the mineral resources, by reference to the specific impairment indicators prescribed in IFRS 6. Such decisions are taken on the basis of the exploration and research carried out in the year and by utilising expert reports including the latest Competent Person's Report.
As a result of the exploration and research carried out to date, the budget for further exploration costs and the licenses being valid, the Directors do not consider that any intangible assets are impaired as at 30 June 2025.
These estimates and assumptions are subject to risk and uncertainty and therefore there is a possibility that changes in circumstances will impact the assessment of impairment indicators.
Impairment of investment in subsidiary - Note 13
The investments in subsidiaries are assessed annually to determine if there is any indication that any of the investments might be impaired. Given that the major assets on the balance sheet of all subsidiaries is exploration and evaluation ("E&E") minerals interests, and that it is the Company's intention to undertake further exploration activities on each of the E&E cash generation units, subject to funding, the Company does not believe that an impairment of investment in subsidiaries is warranted for the year ended 30 June 2025.
Converitble loan note - Note 12
Management exercises significant judgement in determining whether a convertible instrument contains both liability and equity components. Where the number of shares to be issued upon conversion is variable, or the conversion price is not fixed, the instrument fails the "fixed-for-fixed" criterion under IAS 32 and is therefore classified wholly as a financial liability.
4. Administrative expenses
| |
|
Year ended 30 June |
|
Year ended 30 June |
| |
|
2025 |
|
2024 |
| |
|
£'000 |
|
£'000 |
| Administrative expenses include: |
|
|
|
|
| |
|
|
|
|
| Audit and accountancy fees |
|
70 |
|
80 |
| Professional |
|
4 |
|
25 |
| Consulting |
|
4 |
|
14 |
| Legal |
|
51 |
|
33 |
| Staff costs (note 6) |
|
111 |
|
68 |
| IPO related costs |
|
83 |
|
- |
| Office costs |
|
33 |
|
31 |
| Other |
|
109 |
|
45 |
| |
|
465 |
|
296 |
| |
|
Year ended 30 June |
|
Year ended 30 June |
| |
|
2025 |
|
2024 |
| Auditors' remuneration |
|
£'000 |
|
£'000 |
| |
|
|
|
|
| Fee payable for the audit of the Group's and Company's financial statements |
|
32 |
|
27 |
| Fees relating to other services - IPO costs |
|
85 |
|
- |
| |
|
117 |
|
27 |
5. Finance Expense
| |
|
Year ended 30 June |
|
Year ended 30 June |
| |
|
2025 |
|
2024 |
| |
|
£'000 |
|
£'000 |
| |
|
|
|
|
| Interest expense on CLN |
|
3 |
|
- |
| |
|
3 |
|
- |
6. Employees and Directors
Key management compensation
Key management personnel include all Directors, who together have authority and responsibility for planning, directing, and controlling the activities of the Group.
Average monthly number of people employed by activity:
| |
|
30 June |
|
30 June |
| |
|
2025 |
|
2024 |
| Directors |
|
5 |
|
6 |
| |
|
5 |
|
6 |
Total key management personnel compensation for the year was as follows:
| |
|
30 June |
|
30 June |
| |
|
2025 |
|
2024 |
| |
|
£'000 |
|
£'000 |
| Wages and salaries |
|
101 |
|
60 |
| Social security costs |
|
10 |
|
2 |
| Consultancy fees |
|
- |
|
6 |
| |
|
111 |
|
68 |
7. Taxation
| |
|
30 June |
|
30 June |
| |
|
2025 |
|
2024 |
| |
|
£'000 |
|
£'000 |
| Current taxation |
|
- |
|
- |
| Deferred taxation |
|
- |
|
- |
| Total taxation for the year |
|
- |
|
- |
A reconciliation of the income tax expense applicable to the accounting loss before tax at the statutory income tax rate to the income tax expense at the Group's effective income tax rate is as follows:
| |
|
30 June 2025 |
|
30 June 2024 |
| |
|
£'000 |
|
£'000 |
| |
|
|
|
|
| Loss for the year |
|
(463) |
|
(296) |
| Loss multiplied by the standard corporation tax in the UK of 25% (2024: 19%) |
|
(116) |
|
(56) |
| Effect of tax losses not recognised as deferred tax assets |
|
116 |
|
56 |
| Tax charge for the year |
|
- |
|
- |
The Company has approximately £1,641,000 (2024: £1,181,000) of tax losses to carry forward against future taxable profits. A deferred tax asset has not been recognised because of uncertainty over future taxable profits against which the losses may be used. Tax losses can be carried forward indefinitely.
8. Intangible assets
Group
|
|
Website |
Prospecting and exploration rights |
Total |
|
|
£'000 |
£'000 |
£'000 |
| Cost |
|
|
|
| At 1 July 2023 |
3 |
3,627 |
3,630 |
| Additions |
- |
50 |
50 |
| Effects of foreign exchange |
- |
1 |
1 |
| Balance at 30 June 2024 |
3 |
3,678 |
3,681 |
| |
|
|
|
| Cost |
|
|
|
| At 1 July 2024 |
3 |
3,678 |
3,681 |
| Additions |
- |
88 |
88 |
| Effects of foreign exchange |
- |
(34) |
(34) |
| Balance at 30 June 2025 |
3 |
3,732 |
3,735 |
Company
| |
Website |
Prospecting and exploration rights |
Total |
| |
£'000 |
£'000 |
£'000 |
| Cost |
|
|
|
| At 1 July 2023 |
3 |
1,783 |
1,786 |
| Additions |
- |
- |
- |
| Balance at 30 June 2024 |
3 |
1,783 |
1,786 |
| |
|
|
|
| Cost |
|
|
|
| At 1 July 2024 |
3 |
1,783 |
1,786 |
| Additions |
- |
- |
- |
| Balance at 30 June 2025 |
3 |
1,783 |
1,786 |
Intangible assets relate to exploration and evaluation project costs capitalised as at 30 June 2025. Additions to project costs during the year ended 30 June 2025 were in relation to projects in Australia.
Intangible assets represent the rights to exploration in each of the three project areas:
Wallal Project: Our 100% owned flagship Wallal copper-gold Project is located in the Paterson Province of Western Australia. The Wallal project covers an area of 572km2 and is our primary focus in the region. It is of particular interest due to a number of geophysical anomalies which have been identified following the completion of an in-depth study which included the reprocessing of historic seismic data along with the analysis of historic magnetic and gravity geophysical surveys.
Selta Project: The Selta Project in the Northern Territory is located in an area considered highly prospective for uranium and Rare Earth Element mineralisation along with base and precious metal mineralisation. Numerous companies are actively exploring within the region. The Selta project is comprised of three granted exploration licences and covers a total land area of almost 1,600km2. The project is located less than 70km northwest of Arafura Rare Earths high-grade, world-class Nolans REE deposits.
Ripon Hills and Braeside Projects: First Development Resources fully licenced Ripon Hills and Braeside West Projects cover a combined area of approximately 167km2. The tenements are located approximately 250km southeast of Port Hedland on the western edge of the Paterson Province in Western Australia. The projects are located on the western and eastern limbs of the Oakover Syncline. The area is primarily prospective for manganese, similar to the nearby Woodie Woodie manganese mine, as well as base-metal and gold mineralisation associated with deep seated north to north-westerly trending fault structures. These fault structures have the potential to be conduits for various styles of hydrothermal mineralisation as evidenced by recent exploration conducted by ASX listed Rumble Resources Limited on land adjacent to the Braeside West tenement.
9. Cash and cash equivalents
|
|
Group |
|
Group |
|
Company |
|
Company |
|
|
30 June |
|
30 June |
|
30 June |
|
30 June |
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
| |
|
|
|
|
|
|
|
| Cash and cash equivalents |
17 |
|
12 |
|
15 |
|
8 |
|
|
17 |
|
12 |
|
15 |
|
8 |
10. Trade and other receivables
|
|
Group |
|
Group |
|
Company |
|
Company |
|
|
30 June |
|
30 June |
|
30 June |
|
30 June |
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
| Amounts falling due within one year |
|
|
|
|
|
|
|
| VAT receivable |
6 |
|
9 |
|
7 |
|
8 |
| Amounts due from related parties |
- |
|
- |
|
521 |
|
431 |
| |
6 |
|
9 |
|
528 |
|
439 |
The amount due from related parties relates to loan amounts from First Development Resources Plc to each of the four subsidiaries in the Group. The advances are unsecured, interest free and repayable when sufficient cash resources are available in each subsidiary.
11. Trade and other payables
| |
Group |
|
Group |
|
Company |
|
Company |
| |
30 June |
|
30 June |
|
30 June |
|
30 June |
| |
2025 |
|
2024 |
|
2025 |
|
2024 |
| |
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
| Amounts falling due within one year |
|
|
|
|
|
|
|
| Trade payables |
339 |
|
168 |
|
330 |
|
160 |
| Other payables |
2 |
|
1 |
|
- |
|
- |
| Accrued expenses |
278 |
|
113 |
|
276 |
|
112 |
|
|
619 |
|
282 |
|
606 |
|
272 |
12. Borrowings
|
|
Group |
|
Group |
|
Company |
|
Company |
|
|
30 June |
|
30 June |
|
30 June |
|
30 June |
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
| Amounts falling due within one year |
|
|
|
|
|
|
|
| Borrowings |
336 |
|
224 |
|
336 |
|
224 |
| Convertible loan note |
53 |
|
- |
|
53 |
|
- |
|
|
389 |
|
224 |
|
389 |
|
224 |
Borrowings relate to amounts due to Power Metal Resources Plc, the majority shareholder. The advances are unsecured, interest free and repayable when sufficient cash resources are available in the Group.
In December 2024, the Company issued £50,000 unsecured convertible loan notes ("CLNs") bearing interest at 10% per annum, maturing on the earlier of the Company's admission to AIM or twelve months from issue. The CLNs were issued to provide working capital in connection with the Company's proposed AIM admission.
Under the terms of the instrument:
· On the Maturity Date, the principal and accrued interest are automatically converted into ordinary shares at the fundraising price applicable on Admission, provided the Admission condition is satisfied.
· If Admission does not occur, or if the Company elects to redeem the notes, the CLNs are redeemable in cash at par plus accrued interest.
As the conversion price is determined by reference to a future fundraising price, the conversion feature does not meet the fixed-for-fixed criterion under IAS 32. Accordingly, the entire instrument has been classified as a financial liability.
At 30 June 2025, the CLNs remain outstanding and are presented as current liabilities. The CLNs automatically converted into ordinary shares in July 2025 following Admission, extinguishing the liability in exchange for equity.
13. Investment in subsidiaries
The direct subsidiary undertakings of the Company are presented below:
| Subsidiaries |
Country of incorporation |
Registered Address |
Activity |
Proportion of ordinary shares held |
|
|
|
|
|
|
| First Development Resources Pty Ltd |
Australia |
Unit 1 160 Stirling Hwy Nedlands Wa 6009 Australia |
Mineral exploration |
100% |
| Pardoo Resources Pty Ltd |
Australia |
Unit 1 160 Stirling Hwy Nedlands Wa 6009 Australia |
Mineral exploration |
100% |
| RH Resources Pty Ltd |
Australia |
Unit 1 160 Stirling Hwy Nedlands Wa 6009 Australia |
Mineral exploration |
100% |
| URE Metals Pty Ltd |
Australia |
Unit 1 160 Stirling Hwy Nedlands Wa 6009 Australia |
Mineral exploration |
100% |
14. Share capital
a) Issued and allotted capital
| |
No. of shares |
|
Share capital |
|
Share premium |
| |
No. |
|
£'000 |
|
£'000 |
| Opening balance |
65,894,076 |
|
659 |
|
3,739 |
| As at 30 June 2024 |
65,894,076 |
|
659 |
|
3,739 |
| As at 30 June 2025 |
65,894,076 |
|
659 |
|
3,739 |
The shares have attached to them full voting, dividend, and capital distribution (including winding up) rights; they do not confer any rights of redemption.
15. Reserves
Share capital
The share capital comprises the issued ordinary shares of the Company at par value.
Share premium
The share premium comprises the excess value recognised from the issue of ordinary shares above par value.
Shares to be issued
Shares to be issued represents share subscription monies received before a share placement has closed and shares issued.
Foreign exchange reserve
The foreign exchange reserve comprises exchange differences arising on translation of assets from functional currency to presentational currency.
Accumulated losses
Accumulated losses comprise cumulative accounting losses since incorporation.
16. Earnings per share
Basic and diluted loss per share
The calculation of basic loss per share is based on the loss attributable to ordinary shareholders of £447k (2024: £296k), and a weighted average number of ordinary shares in issue of 65,894,076 (2024: 65,894,076.)
17. Financial instruments
Categories of financial instruments
|
|
Group |
|
Group |
|
Company |
|
Company |
|
|
30 June |
|
30 June |
|
30 June |
|
30 June |
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
| Financial assets - carried at amortised cost: |
|
|
|
|
|
|
|
| Cash and cash equivalents |
17 |
|
12 |
|
15 |
|
8 |
| Amounts from related parties |
- |
|
- |
|
521 |
|
431 |
| |
17 |
|
12 |
|
536 |
|
439 |
|
|
|
|
|
|
|
|
|
| Financial liabilities - carried at amortised cost: |
|
|
|
|
|
|
|
| Trade and other payables |
341 |
|
169 |
|
330 |
|
160 |
| Borrowings |
336 |
|
224 |
|
336 |
|
224 |
| Convertible loan note |
53 |
|
- |
|
53 |
|
- |
|
|
730 |
|
393 |
|
719 |
|
384 |
The Directors consider that the carrying amounts of the financial instruments approximate to their fair value.
Risk management
The Group's activities expose it to a variety of financial risks: market risk (including cash flow and interest rate risk), liquidity risk, foreign exchange risk and credit risk. Risk management is carried out by the Directors of the Group. The Group uses financial instruments to provide flexibility regarding its working capital requirements and to enable it to manage specific financial risks to which it is exposed.
The Group finances its operations through a mixture of debt finance, cash and liquid resources and various items such as trade debtors and trade payables which arise directly from the Group's operations.
Credit risk and management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. In order to minimise the risk, the Group endeavours only to deal with companies which are demonstrably creditworthy and this, together with the aggregate financial exposure, is continuously monitored. The maximum exposure to credit risk is the carrying value of its financial receivables, trade and other receivables and cash and cash equivalents as disclosed in the notes.
The Group does not consider that there is any concentration of risk within either trade or other receivables. Current receivables currently consist of amounts due from related parties and minor other debtors. These balances are evaluated on a regular basis for recoverability, considering historic, current and forward-looking information
Credit risk on cash and cash equivalents is considered to be very low as the counterparties are all substantial banks with high credit ratings.
Currency risk
Foreign currency risk refers to the risk that the value of a financial commitment or recognised asset or liability will fluctuate due to changes in foreign exchange rates. The Group operates internationally and is exposed to currency risk, primarily between Pound Sterling and the Australian Dollar, arising on cash and cash equivalents, receivables and payables denominated in a currency other than the respective functional currencies of the Group. The Group does not have a policy of using hedging instruments but will continue to keep this under review
Market risk
Market risk is the risk that changes in market prices, such as commodity prices, interest rates, foreign exchange rates, and equity prices will affect the Group's income or the value of its holdings in financial instruments.
Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows associated with the instrument will fluctuate due to changes in market interest rates. Interest bearing assets including cash and cash equivalents are considered to be short-term liquid assets. Due to the nature of the organisation of the Group, the Group does not have any exposure to interest rate risk given it does not have any assets or liabilities linked to variable interest rates. It is the Group's policy to settle payables within the credit terms allowed and the Group does therefore not incur interest on overdue balances. No sensitivity analysis has been prepared as a 1% rise or fall in the Bank of England base rate would not have a material effect on the Group's interest charge.
Capital risk management
The capital structure of the business consists of cash and cash equivalents, debt and equity. Equity comprises share capital, share premium and retained earnings and is equal to the amount shown as 'Equity' in the balance sheet. Debt comprises various items which are set out in further detail above and in note 12.
The Group's current objectives when maintaining capital are to:
- Safeguard the Group's ability as a going concern so that it can continue to pursue its growth plans.
- Provide a reasonable expectation of future returns to shareholders.
- Maintain adequate financial flexibility to preserve its ability to meet financial obligations, both current and long term.
The Group sets the amount of capital it requires in proportion to risk. The Group manages its capital structure and adjusts it in the light of changes in economic conditions and the risk characteristics of underlying assets. In order to maintain or adjust the capital structure, the Group may issue new shares or sell assets to reduce debt.
For the year under review to 30 June 2025, First Development Resources Plc's business strategy remained unchanged.
18. Related parties
Transactions with related parties
During the year, the Company received funds of £89,145 (2024: £144,687) and was recharged expenditure of £22,862 (2024: £43,599) from Power Metal Resources Plc. At the year end, the Group owed Power Metal Resources Plc £336,176 (2024: £224,169).
During the year, the Company incurred expenses of £17,154 (2024: £12,847) in relation to Director's services from Moulton Metals Pty Ltd in which Craig Moulton had an ultimate beneficial interest. At year end, £8,000 (2024: £12,847) was included in trade and other payables.
Advances from First Development Resources Plc to subsidiaries
As at 30 June 2025 there were amounts receivable of £382,490 (2024: £322,093) due from First Development Resources Pty Ltd, £60,257 (2024: £60,412) due from URE Metals Pty Ltd, £28,162 (2024: £19,507) due from RH Resources Pty Ltd and £50,514 (2024: £30,038) due from Pardoo Resources Pty Ltd. The advances were interest-free and repayable when sufficient cash resources are available in the subsidiaries.
During the year the Company made cash advances to its subsidiaries of £90,449 (2024: £94,523) (Refer to note 10).
All Group transactions were eliminated on consolidation.
19. Ultimate Controlling Party
The ultimate controlling party of the Company is Power Metal Resources Plc.
20. Capital commitments
The Wallal Project tenements have expiry dates of either 23 September 2026, 29 September 2026 or 24 October 2026. The minimum annual expenditure required to be incurred on those tenements amounts to AU$178,000 (£88,500).
The Ripon Hills and Braeside Project tenements have expiry dates of 5 July 2028 and 21 November 2026. The minimum annual expenditure required to be incurred on those tenements amounts to AU$93,000 (£46,200).
The Selta Project tenements expire on 15 February 2028. The minimum annual expenditure required to be incurred on those tenements amounts to AU$219,000 (£109,000).
21. Events after the reporting date
On 29 July 2025, the Company raised gross proceeds of £2.3 million through the issue of 34,482,759 new ordinary shares at a price of 6.67p per share and its entire share capital, being 105,859,430 ordinary shares of 1 pence each, was admitted to trading on the AIM market of the London Stock Exchange.
On 7 October 2025, The Company announced the change of Registered Office to D&A Secretarial Services Limited, 6th Floor, 99 Gresham Street, London EC2V 7NG.
On 27 October 2025, The Company announced an oversubscribed strategic placing that raised £1,000,000 through the issue of 33,333,333 new ordinary shares at a price of 3p per in the Company.
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018 ("UK MAR").
For further information visit www.firstdevelopmentresources.com or contact the following:
| First Development Resources plc Tristan Pottas (CEO) |
Tel: +44 (0) 20 3778 1397 |
| Beaumont Cornish Limited Nominated Adviser Roland Cornish / Asia Szusciak |
Tel: +44 (0) 20 7628 3396 |
| SI Capital Limited Broker Nick Emerson |
Tel: +44 (0) 1483 413 500 |
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.
ABOUT FIRST DEVELOPMENT RESOURCES
First Development Resources' assets comprise eight granted tenements covering a total area of 2,314.4km2. Five of the tenements, comprising three prospective copper-gold projects, are located in Western Australia (WA) while the remaining three tenements, comprising a rare-earth element (REE), uranium, lithium and gold project, are located in the Australian's Northern Territory. All tenements are wholly owned by FDR. The assets are a mixture of drill ready and earlier stage exploration.
The WA Projects include the Company's Wallal Project as well as Ripon Hills and Braeside West Projects situated in the Paterson Province, which is widely regarded as one of the most productive regions in Australia for the discovery of world-class gold-copper deposits, and which is home to several world-class mines and more recent discoveries.
The Selta Project in the Northern Territory is located in an area considered highly prospective for uranium and rare-earth element mineralisation along with base and precious metal mineralisation. Numerous companies are actively exploring within the region.
Beyond the existing portfolio, FDR is actively looking to expand its portfolio through the acquisition of early-stage exploration projects in Australia.