Caracal Gold PLC

('Caracal' or the 'Company')

Caracal Gold PLC ("the Company"), the East African gold producer with over 1.3 million oz of JORC-compliant gold resource, is pleased to announce its unaudited interim results for the six months ended 31 Dec 2024 ("the period"). These results can also be found on the Company's website.

Jason Brewer, CEO, commented: "The completion of the interims indicates that the Company is one step nearer to being able to lift the Company's suspension and progress the prospectus in line with our  announcement of 19 September.  I would like to thank our shareholders for their continued patience."

* * ENDS * *

For further information visit www.caracalgold.com or contact the following:

Notes:

Caracal Gold plc is an expanding East African focused gold producer with a clear path to grow production and resources both organically and through strategic acquisitions. Its aim is to strategically increase production to +50,000ozs p.a. and build a JORC compliant resource base of +3Moz. The Company is progressing a well-defined mine optimisation strategy at its 100% owned Kilimapesa Gold Mine in Kenya, where there is significant mid-term expansion potential and the ability to increase gold production to 24,000oz p.a. and the resource to +2Moz (current JORC compliant resources of approx. 706,000oz). Alongside this, Caracal has entered into an agreement to acquire 100% of Tyacks Gold Ltd which owns the Nyakafuru Project in Tanzania, which has an established high-grade shallow gold resource of 658,751oz at 2.08g/t contained within four deposits over 280 km2 and appears amenable to development as a large scale conventional open pit operation.

The Company is a responsible mining and exploration company and supports the positive social and economic change that it contributes to the communities in the regions that it operates. It is a proudly East African-focused company: it buys locally, employs locally, and protects the environment and its employees and their families' health, safety, and wellbeing.

-----------------------

Operational Review

The interims cover the period of operations from 1 July 2024 to 31 December 2024, which continued to be a challenging period for the Group.  Focus has been on progressing the financing options for the Group whilst ensuring that financial reporting requirements are being met in order to meet the requirements to request a restoration of the Company's listing.

Board Appointments and Changes

Although no Board changes were made during the interim period, subsequent to the period end, on 31 March 2025, the Company announced the resignation of the Director, Robbie McCrae and the appointment of Jason Brewer. On 23 April 2025, the Company appointed Ms Noreen Kidunduhu as its new Independent Non-Executive Chair and Mr Kevin Warrington, Mr Martin Westerman, Ms Hannah Wang'ombe, and Mr Edward Ruheni, each as Independent Non-Executive Directors.  Mr Simon Grant-Rennick also stepped aside as Executive Chairman to assume a non-executive director's role within the Company.

Interim Financial Review for the Period 1 July 2024 to 31 December 2024

For the interim period from 1 July 2024 to 31 December 2024, the financial performance was marked by a reduction in revenue to £nil, due to the cessation of production. This in turn led to a decrease in the size of operations, including a smaller workforce, leading to a decrease in gross loss to £244,000 (2023 1H: loss of £576,000). Administrative expenses also fell over the same period from £1,238,000 to £1,197,000.

Finance costs rose substantially from £876,000 to £1,258,000 due to increased interest expenses. The rise in these costs is largely driven by the addition of new financing facilities to support the working capital and operational needs of the Group.

As of 31 December 2024, the balance sheet reflects an increased net liability position from £11,975,000 to £15,189,000 compared to the end of June 2024. This increase is primarily due to the new financing obtained within the period as well as finance costs.

The cash outflow from operations fell from £1,152,000 to £1,019,000 compared to the prior interim period, due to this reduction in operations and restricted cashflow which was unable to meet working capital requirements.

The proceeds from loans in this period amounted to £786,000, a decrease from the £1,054,000 received in the prior interim period. No new equity was brought in from shareholders in the period (2023 1H: £244,000).

In summary, the cessation of production, the increased finance costs and additional financing have continued to place pressure on the Group's net liability position. However, management is focused on navigating these challenges with a continued emphasis on producing the required financial reports to lift its suspension, raise new finance and commence the Kilimapesa expansion mine plan.

Principal Risks

The principal risks and uncertainties for the remaining six months of the financial year remain the same as those contained within the annual report and accounts as at 30 June 2024.

Despite the net liability position as of 31 December 2024, the directors are confident in the Group's ability to generate future income and its access to financing to do this. They also have reviewed the carrying value of the Group's assets and do not consider there to be any further impairment in their value since 30 June 2024.

Related- party transactions

On 10 February 2025, the Company announced that it had entered into a Loan Agreement with each of Robbie McCrae (up to US $100,000), the departing CEO of Caracal and Mr. Stefan Muller (up to US $100,000) who is a Non-Executive Director of Caracal (the "Director Loan").

The final repayment date of any loans drawndown will be 31 December 2026, accruing interest at 10% per annum above the Bank of England's Bank Rate. The Director Loan constitutes a Related Party Transaction. The Board of Directors of the Company which were not involved in the transaction considered the terms of the Director Loan fair and reasonable in so far as the shareholders are concerned.

Post-balance sheet events

The post balance sheet events are set out in note 13 to these interim financial statements.

Statement of directors' responsibilities

The directors confirm that these condensed interim financial statements have been prepared in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

·      an indication of important events that have occurred during the first six months and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

·      material related-party transactions in the first six months and any material changes in the related-party transactions described in the last annual report.

By order of the board

The interim report was approved by the Board of Directors and the above responsibility statement was signed on its behalf by:

Jason Brewer

Executive Director

27 June 2025

CARACAL GOLD PLC

INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME