Gunsynd plc

("Gunsynd" or the "Company")

Final Results for the Year Ended 31 July 2025

Gunsynd (AIM: GUN) is pleased to announce that its Final Results for the year ended 31 July 2025 will shortly be posted to shareholders and are available on the Company's website: http://www.gunsynd.com/. 

This announcement contains inside information for the purposes of the UK Market Abuse Regulation.

The Directors of the Company are responsible for the release of this announcement.

For further information please contact:

CHAIRMAN'S REPORT (INCORPORATING THE STRATEGIC REVIEW)

I present the annual report and financial statements for the year ended 31 July 2025.  The Company made a loss for the year to 31 July 2025 of £391,000 (2024: loss £845,000) after taxation. The loss was a result of unrealised losses on the value of investments held. The Company had net assets of £2,141,000 (2024: £1,557,000) at 31 July 2025, and cash balances of £439,000 (2024: £148,000).

Introduction

The past year has been a pivotal one in the evolution of Gunsynd towards a focus on privately owned exploration assets in North America with a particular focus on Zinc, Copper, Gold and Uranium.  As part of this shift in strategy the Company has now disposed of its Canadian and Australian listed stocks.

Work has recently commenced on two of our Canadian projects (Bear Twit and Barb) and with funds available from both asset disposals and a recent fundraise, Gunsynd is well placed to expedite work on its projects with a view to progress towards drilling in the near to medium term.

Review of Investments

1.   NATURAL RESOURCES INVESTMENTS - EXPLORATION ASSETS

Falcon, Merlin and Bear Twit

Gunsynd acquired a 100% legal and beneficial interest in the Falcon Lake and Merlin U-Cu projects and Bear-Twit VMS projects in Canada (together the "Projects"). These Projects are early stage exploration projects which are prospective for uranium, copper and other resources.

Rock Chip samples at Falcon averaged over 15% Cu and three of four samples at Merlin were over 1,000 ppm U.  The exceptional results from the field work has meant that these projects will be a key focus for the Company moving forward with more field work anticipated once conditions allow in 2025.

2.   NATURAL RESOURCES INVESTMENTS - FINANCIAL INVESTMENTS

Metals One investment

Gunsynd holds 6.25% of the issued share capital of Metals One Finland Oy, a subsidiary of Metals One PLC ("Metals One") which holds the Black Schist Project.

Metals One announced a maiden JORC Inferred Mineral Resource ("Resource") for the P5 area of the Finland - Black Schist Project of 29 Mt. This brings the total Black Schist Project resource to 57.1 Mt, more than double the previous estimate. 3.6 Mt (6.25%) of the 57.1 MT Black Schist Project resource is attributable to project partner, Gunsynd Plc. Metals One has the option to acquire this 6.25% from Gunsynd for £250,000 wholly or partly in cash or ordinary shares in Metals One.

Aberdeen Minerals Limited ("Aberdeen")

Gunsynd holds 2,000,000 shares in Aberdeen representing approximately 2% of its issued share capital.

Drilling program is currently underway at Arthrath Central within the Arthrath Project. Following the completion of the equity fundraise, Aberdeen commenced its Phase 2B of drilling at Arthrath as part of its mineral exploration programmes for deposits of nickel, copper and cobalt in North East Scotland. Two rigs were mobilised to the site on 10 July 2024. This campaign consisted of 2,682 metres of core drilling over six holes between July and September 2024, as the first stage of an overall 6,300 metre program.

The aim of the current six hole program is to explore deeper within the large Arthrath conduit-related sulphide system and test the potential for massive sulphide deposits in a geological setting which appears to be comparable to several global nickel sulphide orebody analogues.

Drilling has been positive so far with good levels of sulphide and net sulphide textures intersected in the two shallower holes, which have tested the southern part of the deposit in areas where there was no / limited historical drilling.

3.   OTHER INVESTMENTS

Richmond Hill Resources PLC (formerly Rogue Baron PLC)

In February 2025 Rogue Baron announced a name change to Richmond Hill Resources PLC ("Richmond Hill")  and a proposed new strategy towards natural resources with the intention of entering into a reverse takeover with respect to the acquisition by Richmond Hill of the legal and beneficial interest of certain mineral exploration licences in Quebec.  Richmond Hill completed its float on to AIM in October 2025.

As a result of converting its outstanding loans upon admission Gunsynd now holds 18,016,501 shares representing approximately 3.03% of the issued share capital of in Richmond Hill Resources.

Low 6 Limited ("Low6")

The Company has invested approximately £113,000 (2024: £113,000) in Low6 of which £nil (2024: £nil) was impaired during the year. This value reflects the most recent valuation of Low6 share price. Gunsynd holds approx. 0.66% of Low6's issued share capital.

Other investments

The Company has various other minor stakes in unlisted and listed company investments of £65,000.  These investments have been impaired during the year by £75,000 to reflect the downturn in economic markets.

Finance Review

As noted above, the Company made a loss for the year of £391,000 (2024: loss £845,000) after taxation. Most of the loss generated was from the decrease in value of the Company's investment portfolio.  The Company had net assets of £2,141,000 (2024: £1,557,000) as at 31 July 2025, and cash balances of £439,000 (2024: £148,000).

Outlook

Gunsynd has now liquidated its portfolio of listed investments with the exception of Richmond Hill Resources which is not only locked in for a twelve month period from its admission to AIM but also fits in with our focus on Canada and copper. For the foreseeable future it is our intention to focus on privately owned assets with a particular emphasis on gold, copper, zinc and uranium.

With commodity prices and gold in particular moving higher and some liquidity returning to the small cap space we have renewed sense of optimism after what has been a very tough last few years.

The Board continues to look at investments in line with its investment policy. This could potentially include increasing a stake(s) in investments already held. Such investment(s) may or may not lead to a reverse takeover.

The Board would also like to take this opportunity to thank shareholders for their continued support.

Emphasis of matter - recoverability of Loan to Human Brand International Inc.

The Company's auditors have drawn attention to the financial statements, which includes a balance of £126k (2024: £126k) receivable from Human Brand International Inc. Recovery of this balance is dependent upon a successful Initial public offering (IPO) of the entity on the US stock exchange. Management have explained their assessment over the recoverability within the critical accounting estimates and conclude this to be recoverable.

The financial statements do not include the adjustment that would result if the Company was unable to fully recover these receivables.

The Company's auditor opinion is not modified in this respect.

FINANCIAL STATEMENTS

STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 JULY 2025

The notes form an integral part of these financial statements.

STATEMENT OF FINANCIAL POSITION AS AT 31 JULY 2025

The notes form an integral part of these financial statements.

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 JULY 2025

The notes form an integral part of these financial statements.

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 JULY 2025

During the year, the Company issued shares to settle certain liabilities and other obligations. In August 2024, the Company issued 128,717,948 ordinary shares, valued at £170,000, as part of the non-cash consideration for the purchase of Hornby Basin and Bear-Twit exploration assets. On 26 November 2024, the Company issued 37,500,000 ordinary shares, valued at £45,000, as part of the consideration for an additional Hornby Basin project. On the same day, the Company issued 40,000,000 ordinary shares to the Gunsynd Employee Benefit Trust at par value, resulting in an aggregate cost to the Company of £34,000. On 16 January 2025, 20,000,000 ordinary shares were issued to settle a liability valued at £28,800. On 23 June 2025, 50,000,000 ordinary shares were issued to settle a liability valued at £50,000.

During the previous year, the Company issued shares to settle certain liabilities and other obligations. On 28 March 2024, 17,000,000 ordinary shares were issued to settle a liability valued at £24,000. On 11 July 2024, the Company issued 20,000,000 ordinary shares to the Gunsynd Employee Benefit Trust at par value, resulting in an aggregate cost to the Company of £17,000. On the same date, 19,230,769 ordinary shares were issued to settle liabilities of £25,000.

The notes form an integral part of these financial statements.

NOTES TO THE FINANCIAL STATEMENTS

1    Presentation of the financial statements

Description of business & Investing Policy

Gunsynd plc is public limited company domiciled in the United Kingdom. The Company's registered office is 78 Pall Mall, London SW1Y 5ES.

The Company's Investing Policy is to invest in and/or acquire companies and/or projects within the natural resources sector, life sciences sector (concentrating on but not being limited to, plant-based nutrition and environmentally friendly alternatives to food sources) and the alcohol beverage sector, (concentrating on but not being limited to, ingredients used within the production of such beverages including sugar cane, agave, and molasses) which the Board considers, in its opinion, have potential for growth. The Company will consider opportunities in all sectors as they arise if the Board considers there is an opportunity to generate potential value for Shareholders. The geographic focus will primarily be Europe, Australia, the US and the Caribbean, however investments may also be considered in other regions to the extent the Board considers that potential value can be achieved.

Where appropriate, the Board may seek to invest in businesses where it may influence the business at a board level, add their expertise to the management of the business, and utilise their industry relationships and access to finance.

The Company's interests in an investment and/or acquisition may range from a minority position to full ownership and may comprise one investment or multiple investments.  The investments may be in either quoted or unquoted companies; be made by direct acquisitions or farm-ins; and may be in companies, partnerships, earn-in joint ventures, debt or other loan structures, joint ventures or direct or indirect interests in assets or projects.  The Board may focus on investments where intrinsic value may be achieved from the restructuring of investments or merger of complementary businesses.

The Board expects that investments will typically be held for the medium to long term, although short term disposal of assets cannot be ruled out if there is an opportunity to generate a return for Shareholders.  The Board will place no minimum or maximum limit on the length of time that any investment may be held.  The Company may be both an active and a passive investor depending on the nature of the individual investment.  There is no limit on the number of projects into which the Company may invest, and the Company's financial resources may be invested in a number of propositions or in just one investment, which may be deemed to be a reverse takeover under the AIM Rules.  The Board intends to mitigate risk by appropriate due diligence and transaction analysis.  Any transaction constituting a reverse takeover under the AIM Rules will also require Shareholder approval.  The Board considers that, as investments are made and new investment opportunities arise, further funding of the Company may also be required.

Where the Company builds a portfolio of related assets, it is possible that there may be cross holdings between such assets.  The Company does not currently intend to fund any investments with debt or other borrowings but may do so if appropriate.  Investments in early stage assets are expected to be mainly in the form of equity, with debt potentially being raised later to fund the development of such assets.  Investments in later stage assets are more likely to include an element of debt to equity gearing.  The Board may also offer New Ordinary Shares by way of consideration as well as cash, thereby helping to preserve the Company's cash for working capital and as a reserve against unforeseen contingencies including, for example, delays in collecting accounts receivable, unexpected changes in the economic environment and operational problems.

Investments may be made in all types of assets and there will be no investment restrictions on the type of investment that the Company might make or the type of opportunity that may be considered.  The Company may consider possible opportunities anywhere in the world.

The Board will conduct initial due diligence appraisals of potential business or projects and, where they believe further investigation is warranted, intend to appoint appropriately qualified persons to assist.  The Board believes its expertise will enable it to determine quickly which opportunities could be viable and so progress quickly to formal due diligence.  The Company will not have a separate investment manager.

Compliance with applicable law and IAS

The financial statements have been prepared in accordance with UK adopted International Accounting Standards (IAS) and the Companies Act 2006.

Composition of the financial statements

The Company financial statements are drawn up in Sterling, the functional currency of Gunsynd plc and in accordance with IFRS accounting presentation.  The level of rounding for financial information is the nearest thousand pounds.

Accounting convention

The financial statements have been prepared using the historical cost convention, as modified by the revaluation of certain items, as stated in the accounting policies.

Basis of preparation - Going concern

The financial statements have been prepared on a going concern basis.  This basis assumes that the company will have sufficient funding to enable it to continue to operate for the foreseeable future and the Directors have taken steps to ensure that they believe that the going concern basis of preparation remains appropriate.

The Company made a loss for the year of £391,000 (2024: loss £845,000) after taxation.  The Company had net assets of £2,141,000 (2024: £1,557,000) and cash balances of £439,000 (2024: £148,000) at 31 July 2025.  The Directors have prepared financial forecasts which cover a period of at least 12 months from the date that these financial statements are approved to 31 December 2026.  These forecasts show that the Company expects to have sufficient financial resources to continue to operate as a going concern.

In forming the conclusion that it is appropriate to prepare the financial statements on a going concern basis the Directors have made the following assumptions that are relevant to the next twelve months:

-    In the event that the Company's investments require further funding, sufficient funding can be obtained by the various investee companies; and

-    In the event that operating expenditure increases significantly as a result of successful progress with regards to the Company's investments, sufficient funding can be obtained by selling level 1 investments.

The cost structure of the Company comprises a high proportion of discretionary spend and therefore in the event that cash flows become constrained, costs can be quickly reduced to enable the Company to operate within its available funding.  As a junior investment company, the Directors are aware that the Company must go to the marketplace to raise cash to meet its investment plans, and/or consider liquidation of its investments and/or assets as is deemed appropriate. The Company has previously constantly demonstrated its ability to raise further cash by way of completing placings during the prior years, and are confident of further equity fund raising should the company require such cash injection.  Therefore, they are confident that existing cash balances, along with the any new funding would be adequate to ensure that costs can be covered.

Consequently, the Directors have a reasonable expectation that the Company has adequate resources to continue to operate for the foreseeable future and that it remains appropriate for the financial statements to be prepared on a going concern basis.

Financial period

These financial statements cover the financial year from 1 August 2024 to 31 July 2025, with comparative figures for the financial year from 1 August 2023 to 31 July 2024.

Accounting principles and policies

The preparation of the financial statements in conformity with generally accepted accounting principles 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 date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

The financial statements have been prepared in accordance with the Company's accounting policies approved by the Board and signed on their behalf by Hamish Harris and Donald Strang. Where appropriate, comparative figures are reclassified to ensure a consistent presentation with current year information.

2    Earnings per share

Basic earnings per share are calculated by dividing the loss attributable to ordinary shareholders by the weighted average number of ordinary shares in issue during the period. The weighted average number of shares excludes shares held by an Employee Benefit Trust and has been adjusted for the issue of shares during the period.

3    Events after the end of the reporting period

On 26 August 2025, the Company made a cash payment of CAD$190,000 (approximately £102,000) to the vendor of the Barb Gold Project to reimburse historical acquisition and exploration costs. In addition, 13,039,813 new ordinary shares were issued at 0.1029 pence per share as part of the first tranche equity consideration under the farm-in agreement.

On the same day, the Company granted options over 100,000,000 ordinary shares at an exercise price of 0.12 pence, representing approximately 6.72% of the issued share capital. The options, which vested immediately and expire three years from the date of grant, were issued to two Directors, Hamish Harris and Donald Strang.

On 9 October 2025, the Company granted options over a further 22,500,000 ordinary shares at an exercise price of 0.205 pence, representing approximately 1.5% of the issued share capital. These options were issued to Non-Executive Director, Peter Ruse, and also vest immediately and expire three years from the date of grant.

On 15 October 2025, the Company converted its outstanding loan notes in Richmond Hill Resources plc into equity as part of Richmond Hill Resources' admission to trading on AIM.  Following the conversion, the company holds 18,016,501 ordinary shares in Richmond Hill Resources plc. These shares are subject to a twelve-month lock-in period followed by a six-month orderly market provision.

On 19 November 2025, the Company entered into a legally binding Term Sheet with Ulvestone Ltd setting out the indicative commercial terms for a proposed farm-in agreement relating to the Eagle Gold Project in Ontario, Canada, pursuant to which the Company will acquire a 10% legal and beneficial interest in the project; subject to execution of the definitive agreement, the consideration will comprise a cash payment of £170,000 to the vendor and the issue of 32,258,065 new ordinary shares at a price of 0.155 pence per share.