Critical Metals PLC Reports Final Results with NIU Stake at 69.62% and Going Concern Note

Critical Metals’ FY25: funding reset, new leadership, and a frank going concern warning

Critical Metals PLC has published its final results for the year ended 30 June 2025. The year was dominated by cost cutting, a pause to field activities at Molulu in the DRC, and – after the period end – a sweeping recapitalisation and board refresh. The company also confirmed it has applied to the FCA for the re-instatement of its shares to trading.

The headline development for investors is ownership: NIU Invest SE now holds 69.62% of the company. Alongside this, auditors flagged a material uncertainty related to going concern, reflecting low cash and the need for fresh funding before operations generate cash.

Key numbers from the FY25 results

Metric	FY25	FY24
Revenue	£0	£0
Net loss after tax	£2,424,980	£2,785,874
Basic EPS	(3.41)p	(3.79)p
Cash at bank	£7,167	£61,116
Property, plant and equipment	£4,168,523	£4,443,497
Total assets	£4,210,452	£4,574,891
Total liabilities	£6,104,862	£4,594,181
Net liabilities	£(1,894,410)	£(19,290)
Borrowings (current)	£3,695,689	£2,911,753

NIU Invest lifts stake to 69.62% – what that means

Post year end, NIU Invest SE became the dominant shareholder with 69.62%. Earlier steps included converting multiple debt instruments to equity and subscribing for new shares. The company states this reflects NIU’s confidence in the strategy.

My take: a supportive cornerstone can be hugely helpful for funding, especially given the going concern flag. The flip side is concentration risk for minorities – decision making and future placings are now effectively in the hands of one party. Expect lower free float and, potentially, higher volatility.

Going concern: auditors flag a material uncertainty

The auditors drew attention to note 2.2, highlighting that the group has recurring losses, minimal cash of £7,167 at period end, and will need to raise further funds within 12 months of approval to meet working capital needs. Their opinion is not modified, but the message is clear: funding is essential.

Management counters with three points: most debt was converted into shares after year end, there is a US$500,000 facility available from the majority shareholder, and spend can be flexed because there is no committed exploration expenditure at Molulu. Even so, until cash receipts begin – currently targeted for mid 2026 – funding remains the key risk.

Molulu update: road fixed, operations paused, resource work next

Operationally, Molulu saw the rehabilitation of the 28 kilometre public road to site, which is practical de-risking for future logistics. Exploration mining activities were temporarily halted to refine drilling targets and better understand copper zones and faults. That reset continues.

The new focus is twofold: strengthen geological data analysis to deliver a resource estimation, and then kick off a Preliminary Economic Assessment (PEA) subject to results. In plain English, Critical Metals wants to put firmer numbers around tonnes and grade before committing to larger-scale plans. The company also intends to resume collecting and transporting low-grade ore from on-site stockpiles and local artisan mines, leveraging the upgraded road.

Board overhaul and cost cuts

It has been a changing of the guard. Post period, Ali Farid Khwaja became CEO, Kelvin Williams moved to Non-Executive Chairman, Danilo Lange joined as COO, with Selina Hays and Kristofer Tremaine appointed as Non-Executive Directors. Earlier, Jean Pierre Tshienda was appointed Executive Director and Director General of the AMK subsidiary in the DRC to drive efficiency on the ground.

On costs, voluntary salary reductions were implemented from October 2024, with an additional CEO salary cut from May 2025. Headcount at site was reduced and amenities curtailed. Administrative expenses fell to £1,603,382 from £2,218,188, which is a tangible improvement.

Balance sheet realities and the August 2025 recapitalisation

At 30 June 2025, the group reported net liabilities of £1.9 million and current borrowings of £3.7 million. After year end, the company undertook a broad equity restructuring. Highlights included:

• Conversion of £1,603,600 of April 2025 Convertible Loan Notes into 17,639,600 new shares at £0.10.
• A subscription and retail offer for 47,824,100 new shares, with 30,696,043 taken by NIU.
• Multiple NIU-held facilities converted into equity, including £553,360, £477,750 and £173,913 tranches at prices specified in the RNS.
• Settlement of deferred consideration and an assigned US$800,000 loan via new shares.

Following admission on 8 August 2025, there were 101,763,526 ordinary shares in issue. This heavy use of equity cleans up debt and keeps the lights on, but it does mean substantial dilution – unavoidable given the cash position.

Risk checklist: what could go wrong

• Commercialisation risk – there is not yet a JORC-compliant mineral resource and the company itself notes insufficient data to verify grade and quantity. The upcoming resource estimation is therefore pivotal.
• Funding risk – further capital is expected to be required for working capital and acquisitions; auditors highlight a going concern uncertainty.
• Commodity prices – future earnings are tied to copper and cobalt prices.
• In-country risks – DRC political and infrastructure risks remain a factor, even with the road now rehabilitated.
• Utilities – Molulu lacks grid power and relies on diesel and solar, which can affect uptime.

Why any of this could still be interesting

The investment case rests on Molulu’s potential and the macro backdrop for critical metals. The plan to deliver a resource estimate and a PEA is the right order of operations. If those studies stack up, the upgraded road and existing site development should help compress the timeline to first revenues. The stronger board and NIU’s deep backing increase the probability of securing the necessary funding to get there.

Balanced against that, FY25 makes plain that Critical Metals is still pre-revenue, highly dependent on financing, and operating in a challenging jurisdiction. The strategy is coherent; execution and capital access will decide the outcome.

What I’m watching next

• Re-instatement to trading and clarity on the post-recapitalisation free float.
• Delivery of the Molulu resource estimation and the go/no-go into a PEA.
• Funding steps to support working capital and any pipeline acquisitions.
• Evidence of resumed small-scale ore movements using the rehabilitated 28 kilometre road.

Overall, these results are a reset: painful dilution, cleaner balance sheet post period, tighter costs, and a clear focus on defining the resource. If the geology cooperates and funding remains available, 2026 could be the year Molulu starts to switch from plan to production. Until then, this remains a high-risk, high-beta exploration-to-development story, now tightly aligned with a single majority owner.