Geodrill LimitedTSX: GEO

Q2 consolidated financial statements (q2 fs 2025 final)

· Issued by Geodrill Limited
GEODRILL LIMITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the six months ended June 30, 2025 and 2024

(unaudited)

(in United States dollars)

CONTENTS Page

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION 2

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF

COMPREHENSIVE INCOME 3

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY 4

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS 5

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS 6-25

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED)

Note

June 30,

2025

US$

December 31,

2024

US$

Assets

Non-current assets

Property, plant and equipment

8

71,801,671

71,371,173

Right-of-use assets

9

1,321,753

1,311,397

Total non-current assets

73,123,424

72,682,570

Current assets

Financial assets at fair value through profit or loss

10

5,561,770

6,469,704

Inventories

11

35,598,300

36,687,134

Prepayments

3,232,549

2,363,954

Trade and other receivables

12

52,263,536

30,237,595

Cash

19,853,298

13,051,518

Total current assets

116,509,453

88,809,905

Total assets

189,632,877

161,492,475

Equity and liabilities

Equity

Share capital

28,568,250

28,547,515

Share-based payment reserve

3,817,341

3,946,719

Retained earnings

98,434,260

87,382,062

Capital and reserves attributable to owners of

Geodrill Limited

130,819,851

119,876,296

Non-controlling interests

13

(501,570)

(349,534)

Total equity

130,318,281

119,526,762

Liabilities

Non-current liabilities

Deferred tax liability

7(iv)

3,191,028

1,837,104

Loans payable

14

3,397,019

2,329,847

Lease liabilities

216,382

412,278

Total non-current liabilities

6,804,429

4,579,229

Current liabilities

Trade and other payables

15

33,913,132

25,013,065

Loans payable

14

12,102,673

7,910,585

Lease liabilities

887,459

707,447

Taxes payable

7(ii)

5,606,903

3,755,387

Total current liabilities

52,510,167

37,386,484

Total equity and liabilities

189,632,877

161,492,475

Contingency

23

As at June 30, 2025 and December 31, 2024

2

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

For the three and six months ended June 30, 2025 and 2024

Three-month period Six-month period ended June 30 ended June 30

Note

2025

US$

2024

US$

2025

US$

2024

US$

Revenue

50,350,169

41,176,092

99,101,879

75,843,431

Cost of sales

6

(38,401,245)

(28,455,335)

(73,601,318)

(55,678,001)

Gross profit

11,948,924

12,720,757

25,500,561

20,165,430

Selling, general and administrative expenses

6

(4,615,670)

(4,426,491)

(9,608,819)

(8,315,478)

Expected lifetime credit loss

12

(374,417)

(270,997)

(177,653)

(377,152)

Foreign exchange gain / (loss)

863,974

(403,147)

807,968

(511,726)

Other income / (loss)

10

1,588,723

(86,927)

2,054,974

50,348

Results from operating activities

9,411,534

7,533,195

18,577,031

11,011,422

Finance income

11,913

15,284

25,457

15,284

Finance costs

(311,767)

(277,697)

(559,580)

(513,996)

Income before taxation

9,111,680

7,270,782

18,042,908

10,512,710

Income tax expense

7(i)

(3,783,279)

(2,433,267)

(7,142,746)

(3,560,885)

Income and total comprehensive income for

the period

5,328,401

4,837,515

10,900,162

6,951,825

Income and total comprehensive income for

the period is attributable to:

Owners of Geodrill Limited

5,439,514

4,877,632

11,052,198

6,979,802

Non-controlling interests

(111,113)

(40,117)

(152,036)

(27,977)

5,328,401

4,837,515

10,900,162

6,951,825

Earnings per share

Basic

20(i)

$0.11

$0.10

$0.23

$0.15

Diluted

20(ii)

$0.11

$0.10

$0.23

$0.15

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)

For the six months ended June 30, 2025 and 2024

Attributable to owners of Geodrill Limited

Share Capital

Share-based Payment

Reserve

Retained Earnings

Non-controlling

interests

Total Equity

US$

US$

US$

US$

US$

Balance at January 1, 2025

28,547,515

3,946,719

87,382,062

(349,534)

119,526,762

Income and total comprehensive income for the period

-

-

11,052,198

(152,036)

10,900,162

Equity-settled stock options

20,735

(9,035)

-

-

11,700

Cash-settled stock options

-

(253,352)

-

-

(253,352)

Issuance of stock options

-

133,009

-

-

133,009

Balance at June 30, 2025

28,568,250

3,817,341

98,434,260

(501,570)

130,318,281

Balance at January 1, 2024

28,258,711

3,735,982

78,123,286

(154,540)

109,963,439

Income and total comprehensive income for the period

-

-

6,979,802

(27,977)

6,951,825

Equity-settled stock options

288,804

(65,733)

-

-

223,071

Share-based payment expense

-

187,579

-

-

187,579

Balance at June 30, 2024

28,547,515

3,857,828

85,103,088

(182,517)

117,325,914

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

For the six months ended June 30, 2025 and 2024

June 30,

2025

US$

June 30,

2024

US$

Cash flows from operating activities

Income before taxation

18,042,908

10,512,710

Adjustments for:

Depreciation expense

8,933,824

6,315,625

Movement in expected lifetime credit losses

177,653

377,152

Change in provision for inventory obsolescence

295,510

143,735

Share-based payment expense

144,709

187,579

Finance income

(25,457)

(15,284)

Finance costs

559,580

513,996

Gains on financial assets at fair value through profit and loss

(2,054,974)

(50,348)

Unrealized foreign exchange (gain) / loss

(2,119,172)

851,561

23,954,581

18,836,726

Disposals of financial assets at fair value through profit and loss

3,012,861

(184,006)

Change in inventories

793,324

(1,229,219)

Change in prepayments

(868,595)

(2,296,283)

Change in trade and other receivables

(22,253,547)

(9,172,198)

Change in trade and other payables

8,240,472

764,729

12,879,096

6,719,749

Finance income received

25,457

-

Finance costs paid

(560,460)

(499,745)

Income taxes paid

(3,937,306)

(1,447,265)

Net cash generated from operating activities

8,406,787

4,772,739

Investing activities

Purchase of property, plant and equipment

(7,668,681)

(7,634,825)

Net cash used in investing activities

(7,668,681)

(7,634,825)

Financing activities

Loans received

10,500,000

7,000,000

Loan payments

(5,240,740)

(9,563,636)

Lease liabilities payments

(506,790)

(406,574)

Cash received on exercise of options

-

223,071

Net cash generated from / (used in) financing activities

4,752,470

(2,747,139)

Effect of movement in exchange rates on cash

1,311,204

(339,835)

Net increase / (decrease) in cash

6,801,780

(5,949,060)

Cash at beginning of the period

13,051,518

15,638,682

Cash at end of the period

19,853,298

9,689,622

  1. GENERAL INFORMATION

    Geodrill Limited (the "Company" or "Geodrill") is a company registered and domiciled in the Isle of Man. The address of the Company's registered office is Ragnall House, 18 Peel Road, Douglas, Isle of Man, IM1 4LZ. The unaudited condensed interim consolidated financial statements of the Company for the periods ended June 30, 2025 and 2024 comprise the interim financial statements of the Company and its wholly owned subsidiaries, Geodrill Ghana Ltd, Geodrill Mauritius Limited, Geodrill Cote d'Ivoire SARL, Drilling Services Malta Limited, Vannin Resources, Unipessoal Limitada, Geodrill Sondagens LTDA, Silver Back Egypt for Mining and Drilling Services S.A.E., Geodrill for Leasing and Specialized Services Freezone LLC, Geodrill Leasing Company Limited, Geodrill Senegal SARL, Company AL-TANQIB AL-MUTAKHIS For Mining LLC, Geodrill Zambia Limited being Geodrill Limited's registered foreign Zambian operating entity, Geodrill BF being Geodrill Cote d'Ivoire SARL's registered foreign Burkina Faso operating entity, Geodrill Mali being Geodrill Cote d'Ivoire SARL's registered foreign Mali operating entity, Geodrill Mauritius Egypt Branch Limited being Geodrill Mauritius Limited's registered foreign Egypt operating entity, Recon Drilling S.A.C. of which the Company owns a 95% shareholding, Recon Drilling Chile SPA of which the Company owns a 95% shareholding and Geo-Drill SARL of which the Company owns a 95% shareholding, GTS Drilling Ltd a company under common control, collectively referred to as the "Group".

    The Group is primarily a provider of mineral exploration drilling services. These unaudited condensed interim consolidated financial statements were approved and authorized for issuance by the Board of Directors of Geodrill on August 9, 2025.

  2. BASIS OF PREPARATION
    1. Statement of compliance

      These unaudited condensed interim consolidated financial statements for the three months ended June 30, 2025 have been prepared in accordance with IAS 34, Interim Financial Reporting, on a basis consistent with the accounting policies as presented in Note 2 disclosed in the Company's audited consolidated financial statements for the year ended December 31, 2024. Certain information and footnote disclosure normally included in annual financial statements prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IFRS") has been omitted or condensed. The accounting policies applied in these unaudited condensed interim consolidated financial statements are consistent with those applied in the preparation of, and disclosed in, the consolidated annual financial statements for the year ended December 31, 2024.

    2. Basis of measurement

      The unaudited condensed interim consolidated financial statements are prepared on the historical cost basis except where otherwise stated.

    3. Functional and presentation currency

      The unaudited condensed interim consolidated financial statements are presented in United States dollars which is the Group's functional and presentation currency.

      1. BASIS OF PREPARATION (CONTINUED)
    4. Critical accounting estimates and judgments

      In preparing these unaudited condensed interim consolidated financial statements, the significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended December 31, 2024.

    5. Trade receivables

Trade receivables are initially stated at their fair value. The carrying amounts for accounts receivable are net of allowances for doubtful accounts, which represent management's estimate of lifetime expected credit losses ("ECL"). The Group uses the simplified approach to recognizing ECLs for its trade receivables that do not have a significant financing component. The expected credit losses on these financial assets are estimated using a provision matrix based on the Group's historical credit loss experience applied to the aging of receivables, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at each reporting date.

  1. MATERIAL ACCOUNTING POLICIES AND CRITICAL ESTIMATES AND JUDGEMENTS

    These unaudited condensed interim consolidated financial statements have been prepared using the same accounting policies and methods of computation as the annual consolidated financial statements of the Group as at and for the year ended December 31, 2024.

    Critical estimates and judgements applicable to these financial statements remain consistent with those disclosed in the annual consolidated financial statements of the Group as at and for the year ended December 31, 2024.

    Trade receivables are initially recorded at fair value. The carrying amounts for trade accounts receivable are net of lifetime expected credit losses ("ECL"). The measurement of the ECL allowance for trade accounts receivable requires the use of management judgment in choosing estimation techniques, selecting key inputs and making significant assumptions about future economic conditions and credit behavior of the customers, including the likelihood of customers defaulting and the resulting losses.

    Management uses a provision matrix to determine the ECL for trade receivables. The provision matrix is used to estimate future credit losses based on the Group's historical credit loss experience. The ECL determined by the provision matrix is adjusted for current and forward-looking information relating to future economic conditions and factors specific to individual debtors that were identified to be at higher risk of default. Significant judgements are made in determining the adjustments for these factors. There are large aged trade receivable balances for which judgement is required to determine the measurement of the impairment provision at the reporting date.

  2. DETERMINATION OF FAIR VALUES

    A number of the Group's accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. Where applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.

    The following sets out the Group's basis of determining fair values of:

    1. Trade and other receivables

      The fair value of trade and other receivables approximates their carrying value due to their short term nature.

    2. Cash

      Cash consists of cash at bank and cash on hand. The fair value of cash approximates its carrying values due to its short term nature.

    3. Trade and other payables

      The fair value of trade and other payables approximates their carrying values, due to their short term nature.

    4. Loans payable

      The fair value of the loans payable approximates their carrying value.

    5. Share-based payment transactions

      The fair value of stock options is measured using the Black-Scholes model. Measurement inputs include the share price on the measurement date, exercise price of the instrument, expected volatility, expected term of the instruments (based on historical experience and general option holder behavior), expected dividends, expected forfeiture rates and the risk-free interest rate (based on government bonds). Service and non-market performance conditions attached to the transactions are not taken into account in determining fair values.

    6. Financial assets held at fair value through profit and loss

      Financial assets held at fair value through profit and loss consist of listed equity securities and their fair value is measured using quoted market prices.

  3. SEGMENT REPORTING

    The primary format of operating segments is based on the Group's management and internal reporting structure, which is submitted to the Chief Executive Officer (CEO) who is the Chief Operating Decision Maker. Due to the integrated nature of the Group's operations and re-deployment of drill rigs within Africa, the Group maintains only one operating segment. The Group has operations in South America, however, this is not material to the Group's operations and therefore not considered to be a reportable segment.

    For the three months ended June 30, 2025, two customers individually contributed 10% or more to the

    Group's revenue. One customer contributed 21% and one customer contributed 11%.

    For the three months ended June 30, 2024, three customers individually contributed 10% or more to the Group's revenue. One customer contributed 23%, one customer contributed 16% and one customer contributed 13%.

    For the six months ended June 30, 2025, one customer individually contributed 10% or more to the Group's

    revenue. That customer contributed 22%.

    For the six months ended June 30, 2024, three customers individually contributed 10% or more to the Group's revenue. One customer contributed 20%, one customer contributed 15% and one customer contributed 13%.

  4. EXPENSES BY NATURE

    The Group presents certain expenses in the Condensed Interim Consolidated Statements of Comprehensive Income by function. The following table presents those expenses by nature:

    Three month period Six month period

    ended June 30, ended June 30,

    2025

    US$

    2024

    US$

    2025

    US$

    2024

    US$

    Expenses

    Wages and employee benefits

    16,927,193

    12,272,561

    32,062,502

    24,059,295

    Drill rig expenses

    12,532,286

    9,716,310

    24,647,148

    18,512,078

    External services, contractors and others

    7,774,042

    6,575,253

    14,940,713

    12,264,783

    Depreciation

    4,530,164

    3,130,846

    8,933,824

    6,315,625

    Repairs and maintenance

    1,253,230

    1,186,856

    2,625,950

    2,841,698

    43,016,915

    32,881,826

    83,210,137

    63,993,479

    Three month period Six month period

    ended June 30, ended June 30,

    2025

    US$

    2024

    US$

    2025

    US$

    2024

    US$

    Cost of sales

    38,401,245

    28,455,335

    73,601,318

    55,678,001

    Selling, general and administrative expenses

    4,615,670

    4,426,491

    9,608,819

    8,315,478

    43,016,915

    32,881,826

    83,210,137

    63,993,479

  5. TAXATION
(i) Income tax expense

Three month period Six month period

ended June 30, ended June 30,

2025

US$

2024 2025

US$ US$

2024

US$

Current tax expense (iii) 2,883,923

2,089,041 5,788,822

3,523,051

Deferred tax expense (iv) 899,356

344,226 1,353,924

37,834

3,783,279

2,433,267 7,142,746

3,560,885

(ii) Taxes payable

Payments

Balance at

during the Charge for

Balance at

Jan. 1

period the period

Jun. 30

US$

US$ US$

US$

2025 3,755,387

(3,937,306) 5,788,822

5,606,903

2024 175,401

(1,447,265) 3,523,051

2,251,187

(iii) Reconciliation of effective tax rate

Three month period ended June 30,

Six month period ended June 30,

2025

US$

2024

US$

2025

US$

2024

US$

Income before tax

9,111,680

7,270,782

18,042,908

10,512,710

Corporate tax at 25%

2,277,920

1,817,696

4,510,727

2,628,178

Add:

Effect of different rate tax countries

305,034

(175,471)

692,388

(768,650)

Deferred tax liability on undistributed profits of subsidiaries

675,000

325,000

1,075,000

775,000

Tax effect of amounts that are not deductible in calculating

taxable income

304,042

83,916

508,460

137,524

Tax expense before withholding tax

3,561,996

2,051,141

6,786,575

2,772,052

Add:

39.1%

28.2%

37.6%

26.4%

Withholding tax

221,283

382,126

356,171

788,833

Total tax expense

3,783,279

2,433,267

7,142,746

3,560,885

Effective tax rate

41.5%

33.5%

39.6%

33.9%

  1. TAXATION (CONTINUED)
    1. Deferred tax liability

      June 30, 2025

      US$

      December 31, 2024

      US$

      Balance at January 1

      (1,837,104)

      (1,619,574)

      Charge for the period

      (1,353,924)

      (217,530)

      Balance at end of the period

      (3,191,028)

      (1,837,104)

    2. Recognized deferred tax assets and liabilities and movement in the period

      Deferred tax assets and liabilities are attributable to the following:

      June 30, 2025

      December 31, 2024

      US$

      US$

      Tax losses carried forward (1)

      2,691,074

      2,748,972

      Deferred tax asset not recognized (2)

      (2,691,074)

      (2,183,322)

      Deferred tax on undistributed profits

      (1,175,000)

      (100,000)

      Property, plant and equipment

      (2,239,166)

      (2,509,187)

      Provision for inventory obsolescence

      223,138

      206,433

      Total

      (3,191,028)

      (1,837,104)

      (1)The Group has tax losses in numerous jurisdictions that are available for the years December 31, 2025 through December 31, 2029.

      (2)Deferred tax assets in numerous jurisdictions have not been recognized in the financial statements because it is not probable that future taxable profit will be available against which the Group can utilize the related tax benefits. Deferred tax assets have been recognized where it is considered probable that the Group will generate sufficient future taxable income to utilize the related tax benefits.

    3. Tax, Customs and Transfer Pricing audits

    The Group has received a formal notice of recovery from a tax authority in one jurisdiction for tax amounts owing for the years 2022 to 2024. The notice of recovery is for missing payments in the amount of CFA4,714,639,248 (US$8.44M) with an additional amount of penalties of CFA4,714,639,248 (US$8.44M) amounting to a total amount of CFA9,429,278,496 (US$16.9M). The Group has obtained all of the remittance certificates from the tax authority's tax platform indicating that the missing payments have been remitted. As at the date of these financial statements, the Group has formally objected to the notice of recovery and is in discussions with the tax authorities. On August 1, 2025, the Group has entered into a guaranty with its local bank in the amount of CFA942,927,850 (US$1.7M) in accordance with the tax regulations. Based on the information obtained to date, management believes that its position is defensible and will continue to evaluate additional information as it becomes available on the matter.

    Management believes for all other matters that the ultimate amount of liability, if any, for any pending assessments (either alone or combined) would not materially affect the Group's operations, liquidity or financial position taken as a whole. However, the ultimate outcome of these audits is uncertain.

    8. PROPERTY, PLANT AND

    EQUIPMENT

    2025

    Capital Work in

    Motor

    Plant &

    Drill

    Land & Leasehold

    Progress

    Vehicles

    Equipment

    Rigs (1)

    Improvements

    (CWIP)

    Total

    US$

    US$

    US$

    US$

    US$

    US$

    Cost

    Balance at January 1, 2025

    12,076,881

    36,420,694

    85,901,614

    10,122,181

    17,797,593

    162,318,963

    Additions

    -

    -

    -

    -

    8,883,772

    8,883,772

    Reclassifications from CWIP

    805,079

    3,844,789

    10,584,327

    107,020

    (15,341,215)

    -

    Assets retired during the period

    (1,491,944)

    (806,944)

    (4,714,961)

    -

    -

    (7,013,849)

    Balance at June 30, 2025

    11,390,016

    39,458,539

    91,770,980

    10,229,201

    11,340,150

    164,188,886

    Accumulated Depreciation

    Balance at January 1, 2025

    9,838,778

    28,694,749

    47,869,544

    4,544,719

    -

    90,947,790

    Charge for the period

    572,728

    1,820,267

    5,629,798

    430,481

    -

    8,453,274

    Assets retired during the period

    (1,491,944)

    (806,944)

    (4,714,961)

    -

    -

    (7,013,849)

    Balance at June 30, 2025

    8,919,562

    29,708,072

    48,784,381

    4,975,200

    -

    92,387,215

    Carrying amounts at June 30, 2025

    2,470,454

    9,750,467

    42,986,599

    5,254,001

    11,340,150

    71,801,671

    (1) Drill rigs include drill rigs components and rebuilds which are depreciated at the appropriate rates in accordance with the Group's accounting policies.

  2. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

2024 Capital Work in

Motor

Vehicles US$

Plant &

Equipment US$

Drill

Rigs (1) US$

Land & Leasehold

Improvements US$

Progress (CWIP)

US$

Total US$

Cost

Balance at January 1, 2024

11,893,196

34,182,385

80,833,363

9,714,005

10,011,355

146,634,304

Additions

-

-

-

-

21,228,902

21,228,902

Reclassifications from CWIP

782,798

2,929,944

8,355,244

1,374,678

(13,442,664)

-

Assets retired during the year

(599,113)

(691,635)

(3,286,993)

(966,502)

-

(5,544,243)

Balance at December 31, 2024

12,076,881

36,420,694

85,901,614

10,122,181

17,797,593

162,318,963

Accumulated Depreciation

Balance at January 1, 2024

9,456,635

26,615,816

43,605,178

4,697,732

-

84,375,361

Charge for the year

981,256

2,770,568

7,551,359

813,489

-

12,116,672

Assets retired during the year

(599,113)

(691,635)

(3,286,993)

(966,502)

-

(5,544,243)

Balance at December 31, 2024

9,838,778

28,694,749

47,869,544

4,544,719

-

90,947,790

Carrying amounts

at December 31, 2024

2,238,103

7,725,945

38,032,070

5,577,462

17,797,593

71,371,173

(1) Drill rigs include drill rigs components and rebuilds which are depreciated at the appropriate rates in accordance with the Group's accounting policies.

  1. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

    Depreciation has been charged in comprehensive income as follows:

    Three month period Six month period

    ended June 30, ended June 30,

    2025

    US$

    2024

    US$

    2025

    US$

    2024

    US$

    Cost of sales

    4,079,999

    2,746,390

    8,056,272

    5,646,228

    Selling, general and administrative expenses

    124,535

    217,726

    397,002

    364,073

    4,204,534

    2,964,116

    8,453,274

    6,010,301

    As at June 30, 2025, property, plant and equipment with a carrying amount of US$32,659,068 (December 31, 2024: US$23,649,178) have been pledged as security for certain loans (Note 14).

  2. RIGHT-OF-USE ASSETS

    June 30, 2025

    US$

    December 31, 2024

    US$

    Cost

    Balance at January 1,

    2,014,710

    3,085,878

    Additions

    490,906

    1,339,897

    Disposals

    (77,527)

    (2,411,065)

    Balance at the end of the period

    2,428,089

    2,014,710

    Accumulated Depreciation

    Balance at January 1,

    703,313

    2,379,358

    Charge for the period

    480,550

    702,208

    Assets expired in the period

    (77,527)

    (2,378,253)

    Balance at the end of the period

    1,106,336

    703,313

    Carrying amounts

    at the end of the period

    1,321,753

    1,311,397

    The amount of depreciation recognized as an expense in the three and six months ended June 30, 2025 was US$249,882 and US$480,550 respectively (three and six months ended June 30, 2024: US$166,730 and US$305,324 respectively).

  3. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

    The Group classifies listed equity investments that are held for trading as financial assets at fair value through profit or loss (FVTPL). Movements are shown in the table below:

    June 30, 2025 December 31, 2024 US$ US$

    Balance at January 1, 6,469,704 174,631

    Additions 49,953 9,208,881

    Disposals (3,012,861) (497,803)

    Gain / (loss) through profit and loss 2,054,974 (2,416,005)

    Balance at end of the period 5,561,770 6,469,704

  4. INVENTORIES

    June 30, 2025 December 31, 2024 US$ US$

    Inventories on hand 36,148,350 36,699,827

    Inventories in transit 1,313,963 1,389,296

    Provision for obsolescence (1,864,013) (1,401,989)

    35,598,300 36,687,134

    The amount of inventories recognized as expense in the three and six months ended June 30, 2025 is US$13,948,923 and US$27,890,423, respectively (three and six months ended June 30, 2024: US$11,110,395 and US$21,537,989, respectively).

    As at June 30, 2025, inventories with a carrying amount of US$16,000,000 (December 31, 2024: US$10,500,000) have been pledged as security for certain loans (Note 14).

  5. TRADE AND OTHER RECEIVABLES

June 30, 2025

US$

December 31, 2024

US$

Trade receivables

47,478,759

25,824,977

Expected life time credit losses

(2,118,825)

(1,901,540)

Net trade receivables

45,359,934

23,923,437

Sundry receivables

6,903,602

6,314,158

52,263,536

30,237,595

As at June 30, 2025, trade receivables with a carrying amount of US$17,386,966 (December 31, 2024: US$11,349,811) have been pledged as security for certain loans (Note 14).

Credit risk is the risk of financial loss to the Group if a customer fails to meet its contractual obligations. The Group's customers are given 30 to 60 day credit periods for services rendered. Certain customers take longer than 60 days to settle their accounts.

12. TRADE AND OTHER RECEIVABLES (CONTINUED)

The Group provides for expected credit losses for trade receivables based on the aging of trade receivables as described in Notes 2 and 3. As at June 30, 2025, an amount of US$5.1M or 11% of the trade accounts receivable are aged over 90 days. As at June 30, 2025 the Group has approximately US$2.0M in provisions against its greater than 90 day category of trade receivables.

As at June 30, 2025, the aging of the trade receivable balances aged over 90 days has increased from December 31, 2024 as follows:

June 30, 2025 December 31, 2024

US$ Gross

US$ Net of ECL

US$ Gross

US$ Net of ECL

Less than 30 days

26,472,346

26,466,051

9,220,130

9,217,882

31 - 60 days

8,144,941

8,140,998

9,528,527

9,523,928

61 - 90 days

7,767,540

7,617,829

2,178,707

2,136,802

91 days and greater

5,093,932

3,135,056

4,897,613

3,044,825

47,478,759

45,359,934

25,824,977

23,923,437

The movements in the expected lifetime credit losses is as follows:

June 30, 2025

US$

December 31, 2024

US$

Balance at January 1

1,901,540

5,481,683

Movement in expected lifetime credit losses in the period

217,285

(3,580,143)

Balance at end of period

2,118,825

1,901,540

During the six months ended June 30, 2025, the Group recovered US$39,632 in bad debts previously written off, resulting in an expected lifetime credit loss in the statement of comprehensive income of US$177,653.

13 NON-CONTROLLING INTERESTS

June 30, 2025

US$

December 31, 2024

US$

Recon Drilling Chile SPA (5%)

(390,693)

(288,714)

Recon Drilling S.A.C. (5%)

(142,763)

(92,393)

Geo-Drill SARL (5%)

31,886

31,573

Balance at end of period

(501,570)

(349,534)

  1. LOANS PAYABLE

    June 30, 2025 December 31, 2024 US$ US$

    US$10M Revolving Line of Credit (i) 8,000,000 6,000,000

    US$7.5M Medium Term Loan (ii) 6,125,000 2,250,000

    Equipment Loan (iii) 1,374,692 1,657,099

    US$9.5M Medium Term Loan (iv) - -

    US$4.0M Medium Term Loan (v) - 333,333 Total 15,499,692 10,240,432

    Current portion of loans 12,102,673 7,910,585

    Non-current portion of loans 3,397,019 2,329,847

    1. US$10.0M Revolving Line of Credit

      The Group has a US$10.0M Revolving Line of Credit (the "US$10.0M Revolving Line of Credit") with Ecobank Ghana Limited until October 31, 2025. Interest is repayable monthly and principal is repayable one year after drawdown. The US$10.0M Revolving Line of Credit bears interest at the applicable 3 months Secured Overnight Financing Rate (SOFR) plus a margin of 3.91% per annum on any utilized portion and is subject to periodic review in line with market conditions. The US$10.0M Revolving Line of Credit is secured by certain assets of the Group (Note 8, Note 11 and Note 12). The US$10.0M Revolving Line of Credit may be repaid prior to maturity by the Group without penalty or other costs other than interest accrued to the date of such repayment. The US$10.0M Revolving Line of Credit is subject to, and as at June 30, 2025, the Group was in compliance with normal course covenants. As at June 30, 2025, the Group has outstanding US$8.0M on the US$10.0M Revolving Line of Credit leaving US$2.0M still available for drawdown.

    2. US$7.5M Medium Term Loan

      The Group has a US$7.5M Medium Term Loan (the "US$7.5M Medium Term Loan") with Ecobank Ghana Limited until December 31, 2025. Multiple drawings are permitted under the US$7.5M Medium Term Loan and principal amounts are repayable quarterly over twelve quarters whereas interest is repayable monthly. The US$7.5M Medium Term Loan bears interest at the applicable 3 months Secured Overnight Financing Rate (SOFR) plus a margin of 3.91% per annum on any utilized portion and is subject to periodic review in line with market conditions. Any unutilized amounts after six months from January 1, 2025 bear a commitment fee of 0.15% per annum. The US$7.5M Medium Term Loan is secured by certain assets of the Group (Note 8, Note 11 and Note 12). The US$7.5M Medium Term Loan may be repaid prior to maturity by the Group subject to a 5% penalty on principal and interest accrued to the date of such repayment. The effective interest rate of the US$7.5M Medium Term Loan is 9.5%. The US$7.5M Medium Term Loan is subject to, and as at June 30, 2025, the Group was in compliance with normal course covenants. As at June 30, 2025, the Group had drawn US$7.5M on the US$7.5M Medium Term Loan.

    3. Equipment Loan

      The Group has a Term Loan Facility Agreement ("Equipment Loan") with Sandvik Financial Services AB (PUBL) ("Sandvik") for up to US$2.0M relating to the purchase of a drill rig. The Equipment Loan requires the repayment of the loan over a period of 36 months with payments being made monthly. The Equipment Loan bears interest at 8.7% per annum, includes an arrangement fee and stipulates that final title to the rig will only pass once all payments have been made. All other risks and rewards of ownership lie with the Group. The effective interest rate of the Equipment Loan is 8.9%.

      1. LOANS PAYABLE (CONTINUED)
    4. US$9.5M Medium Term Loan

      The Group has a US$9.5M Medium Term Loan (the "US$9.5M Medium Term Loan") with Ecobank Ghana Limited until December 31, 2025. Multiple drawings are permitted under the US$9.5M Medium Term Loan and principal amounts are repayable quarterly over twelve quarters whereas interest is repayable monthly. The US$9.5M Medium Term Loan bears interest at the applicable 3 months Secured Overnight Financing Rate (SOFR) plus a margin of 3.91% per annum on any utilized portion and is subject to periodic review in line with market conditions. The US$9.5M Medium Term Loan is secured by certain assets of the Group (Note 8, Note 11 and Note 12). The US$9.5M Medium Term Loan may be repaid prior to maturity by the Group subject to a 5% penalty on principal and interest accrued to the date of such repayment. The effective interest rate of the US$9.5M Medium Term Loan is 8.8%. The US$9.5M Medium Term Loan is subject to, and as at June 30, 2025, the Group was in compliance with normal course covenants. As at June 30, 2025, the Group had not yet drawn on the US$9.5M Medium Term Loan leaving US$9.5M still available for drawdown.

    5. US$4.0M Medium Term Loan

The Group had a US$4.0M Medium Term Loan (the "US$4.0M Medium Term Loan") with Ecobank Ghana Limited until May 31, 2025. No further drawings were permitted under the US$4.0M Medium Term Loan and principal amounts were repayable quarterly over twelve quarters whereas interest was repayable monthly. The US$4.0M Medium Term Loan bore interest at the applicable 3 months Secured Overnight Financing Rate (SOFR) plus a margin of 3.91% per annum and was subject to periodic review in line with market conditions. The US$4.0M Medium Term Loan was secured by certain assets of the Group (Note 8, Note 11 and Note 12). The US$4.0M Medium Term Loan could have been repaid prior to maturity by the Group without penalty or other costs other than interest accrued to the date of such repayment. The effective interest rate of the US$4.0M Medium Term Loan was 8.3%. The US$4.0M Medium Term Loan was subject to normal course covenants. As at June 30, 2025, the Group had fully repaid the US$4.0M Medium Term Loan.

  1. TRADE AND OTHER PAYABLES

    June 30, 2025 December 31, 2024 US$ US$

    Trade payables 15,126,095 11,794,864

    Other creditors and accrued expenses 16,454,928 11,531,653

    VAT liability 2,332,109 1,686,548

    33,913,132 25,013,065

  2. FAIR VALUES OF FINANCIAL INSTRUMENTS

    The carrying values of cash, trade and other receivables, trade and other payables and related party payables approximate their fair value due to the relatively short period to maturity of the instruments. The carrying value of loans payable approximates their fair value as the fixed rate loans have been acquired recently and their carrying value continues to reflect fair value. The fair value of financial assets held at fair value through profit and loss are measured using quoted market prices.

    There were no financial instruments classified as level 2 or 3 in the fair value hierarchy at June 30, 2025 and December 31, 2024.

  3. RELATED PARTY TRANSACTIONS

    Related party

    Relationship

    Location

    2025

    2024

    Geodrill Mauritius Limited

    Subsidiary

    Mauritius

    100%

    100%

    Geodrill Ghana Ltd

    Subsidiary

    Ghana

    100%

    100%

    Geodrill Cote d'Ivoire SARL

    Subsidiary

    Cote d'Ivoire

    100%

    100%

    Drilling Services Malta Limited

    Subsidiary

    Malta

    100%

    100%

    Vannin Resources, Unipessoal Limitada

    Subsidiary

    Madeira

    100%

    100%

    Geodrill Sondagens LTDA

    Subsidiary

    Brazil

    100%

    100%

    Subsidiary

    Egypt

    100%

    100%

    Subsidiary

    Egypt

    100%

    100%

    Silver Back Egypt for Mining and Drilling Services S.A.E.

    Geodrill for Leasing and

    Specialized Services Freezone LLC

    Geodrill Leasing Company Limited

    Subsidiary

    Isle of Man

    100%

    100%

    Geodrill Senegal SARL

    Subsidiary

    Senegal

    100%

    100%

    Company AL-TANQIB AL-MUTAKHIS For Mining LLC

    Subsidiary

    Saudi Arabia

    100%

    100%

    Recon Drilling S.A.C.

    Subsidiary

    Peru

    95%

    95%

    Geo-Drill SARL

    Subsidiary

    Mali

    95%

    95%

    Recon Drilling Chile SPA

    Subsidiary

    Chile

    95%

    95%

    Geodrill BF

    Branch

    Burkina Faso

    100%

    100%

    Geodrill Mali

    Branch

    Mali

    100%

    100%

    Geodrill Limited Zambia

    Branch

    Zambia

    100%

    100%

    Geodrill Mauritius Limited Egypt

    Branch

    Egypt

    100%

    100%

    The Harper Family Settlement

    Significant shareholder

    Isle of Man

    -

    -

    GTS Drilling Ltd

    Common Control

    Ghana

    -

    -

    1. Transactions with related parties

      Transactions with companies within the Group have been eliminated on consolidation.

      The Harper Family Settlement owns 37.1% (December 31, 2024: 37.1%) of the issued share capital of Geodrill Limited.

      On October 1, 2024, Geodrill Ghana Ltd entered into new lease agreements with The Harper Family Settlement for the Anwiankwanta property and for the Accra property, both for a two year term and rent for the Anwiankwanta property of US$244,000 per annum and rent for the Accra property of US$99,000 per annum. The material terms of the two year lease agreements include: (i) the annual rent payable shall be reviewed on an upward only basis on or before October 1, 2026; and (ii) only Geodrill Ghana Ltd can terminate the leases by giving twelve months' notice. It was also agreed that all future rent increases will be based on USA inflation data.

      For the period ending June 30, 2025, the right-of-use assets relating to the properties above was US$400,452 (December 31, 2024: US$554,623) and the related lease liabilities were US$412,263 (December 31, 2024: US$560,849).

      17. RELATED PARTY TRANSACTIONS (CONTINUED)
    2. Key management personnel and directors' transactions

The Group's key management personnel, and persons connected with them, are also considered to be related parties for disclosure purposes. The definition of key management includes the close members of the family of key personnel and any entity over which key management exercises control. The key management personnel have been identified as directors of the Group and other management staff. Close members of family are those family members who may be expected to influence, or be influenced by that individual in their dealings with the Group.

Key management personnel and directors' compensation for the period comprised:

Three month period Six month period

ended June 30, ended June 30,

2025

US$

2024

US$

2025

US$

2024

US$

Short-term benefits

2,024,792

1,533,683

4,177,736

2,912,055

Share-based payment arrangements

33,328

50,189

600,361

187,579

2,058,120

1,583,872

4,778,097

3,099,634

18. COMMITMENTS

As at June 30, 2025, the Group had capital commitments of US$1,135,000 (December 31, 2024: US$nil) relating to the purchase of two drill rigs.

  1. SHARE CAPITAL AND RESERVES
    1. Share capital

      Shares have no par value and the number of authorized shares is unlimited.

      Share capital

      June 30, 2025

      December 31, 2024

      Shares issued and fully paid

      47,163,170

      47,163,170

      Shares reserved for share option plan

      4,716,317

      4,716,317

      Total shares issued and reserved

      51,879,487

      51,879,487

      Reconciliation of changes in issued shares

      June 30, 2025

      December 31, 2024

      Shares issued at January 1,

      47,163,170

      46,921,400

      Stock options exercised

      -

      241,770

      Shares issued at end of period

      47,163,170

      47,163,170

      All shares rank equally with regards to the Group's residual assets. The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at the shareholders' meetings of the Company.

      During the period ended June 30, 2025, the Company did not re-purchase nor cancel any shares under its NCIB (for the year ended December 31, 2024, the Company did not re-purchase nor cancel any shares under its NCIB).

    2. Share-based payment reserve

      The share-based payment reserve is comprised of the equity portion of the share-based payment transaction as per the Company's share option plan.

      The share-based payment expense for the three and six month period ended June 30, 2025 amounted to US$33,328 and US$600,361, respectively (June 30, 2024: US$50,189 and US$187,579, respectively) and was included in selling, general and administrative expenses in the Condensed Interim Consolidated Statements of Comprehensive Income.

    3. Retained earnings

      This represents the residual of cumulative profits of the Group. Total retained earnings of US$98,434,260 includes US$500,000 of undistributable reserves and US$97,934,260 available for distribution to shareholders.

  2. EARNINGS PER SHARE
    1. Basic earnings per share

      The calculation of basic earnings per share for the three and six month periods ended June 30, 2025 was based on the earnings attributable to ordinary shareholders of US$5,328,401 (2024: US$4,877,632) and US$10,900,162 (2024: US$6,979,802), respectively and on the weighted average number of ordinary shares outstanding of 47,163,170 (2024: 47,078,600) and 47,163,170 (2024: 46,999,566), calculated as follows:

      Three month period Six month period

      ended June 30, ended June 30,

      2025 2024 2025 2024

      US$ US$ US$ US$

      Income attributable to ordinary shareholders 5,328,401 4,877,632 10,900,162 6,979,802

      Weighted average number of ordinary shares

      Three month period Six month period

      ended June 30, ended June 30,

      2025

      Shares

      2024

      Shares

      2025

      Shares

      2024

      Shares

      Issued ordinary shares

      47,163,170

      47,078,600

      47,163,170

      46,999,566

      Earnings per share

      $0.11

      $0.10

      $0.23

      $0.15

      1. EARNINGS PER SHARE (CONTINUED)
    2. Diluted earnings per share

The calculation of diluted earnings per share for the three and six month period ended June 30, 2025 was based on the earnings attributable to ordinary shareholders of US$5,328,401 (2024: US$4,877,632) and US$10,900,162 (2024: US$6,979,802), respectively and on the weighted average number of ordinary shares after adjustment for the effects of all dilutive potential ordinary shares outstanding of 48,049,125 (2024: 47,424,240) and 48,119,733 (2024: 47,180,958), respectively, calculated as follows:

Three month period

ended June 30,

Six month period

ended June 30,

2025 2024

2025

2024

US$ US$

US$

US$

Income attributable to ordinary shareholders 5,328,401 4,877,632 10,900,162 6,979,802

Weighted average number of ordinary shares - diluted

Three month period Six month period

ended June 30, ended June 30,

2025

Shares

2024

Shares

2025

Shares

2024

Shares

Weighted average number of

ordinary shares - basic

47,163,170

47,078,600

47,163,170

46,999,566

Effect of share options in issue

885,955

(1)

345,640

(2)

956,563

(3)

181,392

(4)

48,049,125

47,424,240

48,119,733

47,180,958

Diluted earnings per share

$0.11

$0.10

$0.23

$0.15

  1. For the three months ended June 30, 2025, 3,420,000 options in issue were dilutive but they did not have an effect on the calculation of the diluted earnings per share.

  2. For the three months ended June 30, 2024, 2,220,000 options in issue were dilutive but they did not have an effect on the calculation of the diluted earnings per share.

  3. For the six months ended June 30, 2025, 3,420,000 options in issue were dilutive but they did not have an effect on the calculation of the diluted earnings per share.

  4. For the six months ended June 30, 2024, 1,530,000 options in issue were dilutive but they did not have an effect on the calculation of the diluted earnings per share.

  1. DIVIDENDS

    No dividends were paid in 2025 or 2024, and no dividends were declared through to August 9, 2025.

  2. EQUITY-SETTLED SHARE-BASED PAYMENTS Share Option Plan ("SOP")

    The Company has established a SOP, which is intended to aid in attracting, retaining and motivating the

    Group's employees, directors, consultants and advisors through the granting of stock options.

    The maximum aggregate number of Ordinary Shares reserved for issuance pursuant to the SOP shall not exceed 10% of the total number of Ordinary Shares then outstanding. The maximum number of Ordinary Shares reserved for issuance pursuant to the SOP and any other security based compensation arrangements of the Company is 10% of the total number of Ordinary Shares then outstanding.

    June 30, 2025 December 31, 2024

    Number of shares

    subject to option

    Weighted average

    exercise price

    Number of shares

    subject to option

    Weighted average

    exercise price

    Balance beginning, Jan. 1

    3,780,000

    CAD$2.13

    3,275,000

    CAD$2.17

    Total granted in the period

    390,000

    CAD$3.05

    780,000

    CAD$1.71

    Total cash-settled options in the period

    (750,000)

    CAD$1.71

    -

    -

    Total options exercised in the period

    -

    -

    (225,000)

    CAD$1.36

    Total equity-settled options in the period

    -

    -

    (50,000)

    CAD$1.36

    Balance ending

    3,420,000

    CAD$2.33

    3,780,000

    CAD$2.13

    The following table summarizes the options outstanding at June 30, 2025:

    Options

    Exercise prices

    Number of options

    outstanding

    Weighted average

    remaining contractual life

    Number of options

    exercisable

    Granted on March 15, 2021

    CAD$1.94

    690,000

    9 mos

    690,000

    Granted on May 16, 2022

    CAD$2.20

    780,000

    1 Yr & 11 mos

    780,000

    Granted on March 13, 2023

    CAD$3.05

    780,000

    2 Yrs & 9 mos

    780,000

    Granted on March 11, 2024

    CAD$1.71

    780,000

    3 Yrs & 9 mos

    520,000

    Granted on March 10, 2025

    CAD$3.05

    390,000

    4 Yrs & 9 mos

    130,000

    The fair values of options granted were calculated using the Black-Scholes option pricing model with the following assumptions:

    Granted on March 15, 2021 May 16, 2022 March 13, 2023 March 11, 2024 March 10, 2025

    Risk free interest rate

    1.02%

    2.73%

    2.90%

    3.42%

    2.63%

    Expected dividend yield

    1%

    3%

    3%

    2%

    1%

    Stock price volatility

    40%

    38%

    39%

    42%

    37%

    Expected life of options

    5 years

    5 years

    5 years

    5 years

    5 years

    Forfeiture rate

    30%

    30%

    30%

    30%

    30%

    Where relevant, the expected life used in the model used to determine the accounting value attributable to the options has been adjusted based on management's best estimate of the effects of non-transferability, exercise restrictions (including the probability of meeting market conditions attached to the option), and behavioural considerations. Expected volatility is based on historical share price volatility over relevant periods.

  3. CONTINGENCY

    The Burkina Faso tax authority has assessed that Geodrill had a permanent establishment in Burkina Faso for the years 2016 through 2018 and that Geodrill was subject to direct taxes, penalties and interest in the amount of CFA5,232,253,593 (US$9.4M). Geodrill maintained that it did not have a permanent establishment in Burkina Faso in the years of the assessment and that it operated in Burkina Faso as a non-resident tax-payer and that its taxes were paid to the tax authorities directly from Geodrill's clients on Geodrill's behalf. In 2021, Geodrill filed its discharge for the amounts owing under the assessment with the administrative courts in Burkina Faso and in 2023, Geodrill received the ruling from the administrative court dismissing the entire assessment and was also awarded an amount of CFA1,500,000 for expenses incurred. The Burkina Faso tax authority, however, has not paid the CFA1,500,000 and has appealed the ruling. In 2023, due to security concerns, the Group wound up its operations in Burkina Faso and redeployed all of its equipment to other countries, ceasing to operate in Burkina Faso. As at August 9, 2025, the administrative courts have not responded to the appeal, nor have they set a trial date.

  4. EVENTS OCCURING AFTER THE REPORTING PERIOD

On July 18, 2025, the Group repaid US$2.0M on the US$10.0M Revolving Line of Credit. As at August 9, 2025, the Group had outstanding US$6.0M on the US$10.0M Revolving Line of Credit leaving US$4.0M still available for drawdown.