Audited Results for FY2025 & Notice of AGM

Jubilee Metals Group PLC

Registration number (4459850)

AIM share code: JLP

Altx share code: JBL

ISIN: GB0031852162

('Jubilee' or 'the Company' or 'the Group')

Dissemination of a Regulatory Announcement that contains inside information according to UK Market Abuse Regulations. Not for release, publication or distribution in whole or in part in, into or from any jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction.

Audited Results for the year ended 30 June 2025

Notice of Annual General Meeting

Jubilee, the Zambia copper focused producer, is pleased to announce its audited annual results for the year ended 30 June 2025. The proposed sale of Jubilee's chrome and PGM operations in South Africa (Disposal) is still anticipated to completed by the end of December 2025.

The Company is presenting the results of the Disposal in accordance with IFRS 5: Non-current assets held for sale and discontinued operations (IFRS 5). The assets and liabilities of the Disposal Group have been classified as held for sale at 30 June 2025. In accordance with IFRS 5, the results for the previous financial year which ended on 30 June 2024 (FY2024) are re-presented for the Group statements of comprehensive income and cash flows as if the Disposal took place in FY2024. As a result, the earnings and cashflows for the Group for both the 2024 and 2025 financial years are reported on for continuing operations only with the earnings and cash flows from the Disposal Group presented as one line item on the face of the Group statements of comprehensive income cash flows.

The Group statement of financial position for FY2024 is not re-presented. It presents the assets and liabilities of the discontinued operations as held for sale in compliance with IFRS 5. The assets and liabilities of the Disposal Group are presented on separate line items on the face of the Group statements of financial position for the 2025 financial year only.

The continuing operations for the Group represent the results from the Company's Zambian operations, its investment in the Tjate Project, and its corporate overheads.

Highlights for the year ended 30 June 2025

· Major focus point for the copper operations has been to advance the Company's Three-Pillar Strategy through a structured investment program and to lay the foundation for copper growth. The investment specifically targeted the Roan operations and the Molefe Mine's expanded Pit 2. The investment program that impacted copper production over the period, has already delivered significant performance during Q1 FY2026

o  Success of the capital investments already reflecting in the operational results for Q1 FY2026 with production up by 65.5% from Q4 FY2025 to 938t of copper units

o  Successful completion of Pit-2 at Molefe Mine with commencement of operations in Q1 FY2026 allowing the staggered increase in the delivery of high-grade ROM to Sable from 3 500tpm to 4 500tpm during November and targeting an 8 500tpm run rate from Q3 FY2026

o  Operational performance at Roan concentrator has stabilised with a 65.1% increase in copper output compared with the previous quarter, meeting its current feed rate target of 30 000tpm with the option to increase throughput to 45 000tpm post the current rainy season. The copper feed grade to Roan has maintained the targeted grade of an average of 1.6% copper (Cu)

· Executed the sale of one of the Company's non-core waste assets outside of its large copper tailings for a combined consideration of US$12.3 million

o  The consideration has been largely excluded from the FY2025 results under IFRS15 with only US$1.4 million reflected in the results

o  Revenue from the contract will be recognised during the current financial period 

· Executed the sale of 10Mt of copper bearing material from the Large Waste Project for a consideration of US$6.75 million

o  The Group has secured a binding customer contract the revenue of which will be recognised progressively over an estimated period of 18 months from signature as the contracted material is reclaimed

o  To date approximately 19 000 truck loads have been reclaimed, with Jubilee also benefiting from the assays and data generated completed on the sold material.

· Accordingly, copper revenue for the period under review excludes the revenue to be recognised on the two executed revenue contracts above totalling US$17.9 million that will largely be recognised during the current financial period

· Excluding the revenue from the two sale contracts, copper revenue decreased by 17.9% to US$15.2 million* (FY2024: US$18.5 million), due mainly to lower copper production during the investment program

· Proposed disposal of the South African chrome and PGM operations announced, with an enterprise value of value of US$147 million dollars (including US$56.8 million debt settlement) with a minimum net cash realisation of US$87 million (maximum of US$90 million), which when completed provides capital to pursue exciting growth plans in Zambia

· Chrome operations reached a new production high of chrome concentrate for the year reaching 1.9Mt (FY2024: 1.5Mt) up 24.8% from FY2024

· PGM operations produced 38 579oz of PGM, up 6.0% from FY2024

*  % movements throughout this announcement may be different to those presented in the tables due to rounding of numbers.

Highlights post the year-end

· Executed a co-operation and project development agreement with Galileo Resources plc (Galileo), for the implementation of an accelerated resource exploration program and the development of Jubilee's Molefe Mine in Zambia

o  Galileo has the right to earn up to 23.75% of the issued capital of Munkoyo Mine Limited, a subsidiary of Jubilee, with Jubilee retaining a 71.25% shareholding and the remaining 5% held by a local Zambian firm

· Copper production for Q1 FY2026 totalled 938t, up 65.1% (Q4 FY2025: 568t) with no material power outages affecting operations

· Following significant capital investment during the financial year, the Company's copper strategy through its Three-Pillar Strategy continues to be executed, with a focus on feed rate, yields and cost control:

o  Pillar 1 - Processing of third party copper feedstock: Roan

§ Roan production for Q1 FY2026 increased by 65.5% to 917t (Q4 FY2025: 554t) of copper contained in copper sulphide and oxide concentrates

§ Power supply agreements delivered consistently throughout the period with no material power outages for the quarter allowing Roan to operate more stably which is reflected in the improved performance

§ Roan's filtering capacity currently being expanded by approximately 30% to accelerate drying of concentrates prior to transporting to Sable refinery and offer the potential to further increase the throughput at Roan

o  Pillar 2 - Integrated mine-to-metals business: Sable and mining operations

§ Following the expansion of Pit 2, Molefe Mine operations re-commenced operations on-schedule with high-grade Cu ore deliveries to Sable during September 2025 following the successfully expanded Pit 2

§ Post Q1 FY2026 Molefe Mine reached its targeted 3 500t per month of high-grade Cu ore on grade delivered to Sable in October 2025 and reached 4 500t of high-grade Cu ore in November 2025

§ In-fill drilling of the current Pit 2 is underway

o  Pillar 3 - Processing of surface stockpiles and tailings: Large Waste Project

§ An independent resource review of the near 240Mt Large Waste Project is progressing on target with further infill drilling expected to commence during Q3 FY2026 as part of the development of the detailed ore reclamation plan

§ External project leaders have been appointed to drive the project implementation with near final designs on track for completion by end of Q3 FY2026

§ Jubilee has agreed with a potential project partner to commence with a large scale trial on the stockpiles and tailings to confirm final proposed commercial terms. The trial is expected to be concluded during Q3 FY2026.

· The South African Competition Tribunal approved the proposed disposal of the chrome and PGM operations, with completion of the disposal expected by end-December 2025

Copper production guidance for FY2026

Copper unit production guidance for FY2026 is expected to be within the range of 4 500t to 5 100t depending on the extent of the current rainy season (FY2025 production: 2 211t)

Statement from Leon Coetzer, Chief Executive Officer

"The financial year to end-June was one of momentous change for Jubilee Metals. Very soon, the Company will become a pure play copper producer, generating our revenue from an exciting suite of copper growth assets situated on one of the richest copper belts on earth.

Our Three-Pillar Strategy is the culmination of our success achieved in South Africa and lessons learnt from our in country Zambian presence to design a robust diversified copper growth strategy against which the Company's progress can now be measured - one, a business focused on third party processing at Roan; two, a fully integrated mine-to-metals business where the Molefe Mine feeds the Sable refinery; and three, unlocking the Large Waste Project through financing and partnerships.

Our investment program over the past period was specifically targeted to lay the foundation for the targeted copper growth from our Three-Pillar Strategy. Although copper production was significantly impacted over the period, the results from the investment are already delivering results at both our Roan operations and our exciting Molefe mining venture as demonstrated by the step up in our Q1 FY2026 production to 938t, up 65.1% from Q4 FY2025.

We have worked hard to secure the key ingredients for our growth strategy, most critical of which has been a stable and reliable power supply agreement for both our Roan and Sable operations. We are paying a premium for the security of power but this is offset by the sharp improvement in production of copper.

The hard work in Zambia is beginning to show tangible results, and we remain focused, disciplined, and confident in our strategy as it continues to translate into steady operational performance for the year ahead."

Key operational performance indicators

1: Year-on-year copper production in tonnes decreased by 35.4% with copper sales in tonnes decreasing by 23.0%. This is due mainly to lower production as a result of the upgrade of Roan and completion of successful trials during Q3 and Q4 of FY2025.

2: Year-on-year chrome production was up 24.8% and chrome sales were up 27.9% due mainly to increased production from the Thutse operations.

3: Copper revenue per tonne increased by 6.6% despite lower production which was largely offset by the sale of non core waste assets

4: Copper cost per tonne increased by 81.1% from US$4 294/t to US$7 776/t owing mainly to lower production and dilution of fixed costs

5: Certain operating costs were re-allocated between two of Jubilee's PGM operating plants and two Inyoni chrome processing plants to reflect the costs more accurately for each operation in relation to output. The costs re-allocated amounted to US$7.9 million (FY2024: US$9.9 million). 

Operational and financial highlights

Ø Zambia

· Safety performance improved with 123 consecutive days achieved without a lost time injury (LTI-free) in the current fiscal year, compared to 488 LTI-free days in FY2024, and commensurately realising a reduction in the LTI Frequency Rate (LTIFR) to 1.24 (FY2024:0)

· Roan remains on target to be an independent, cash-generating processing facility of waste, tailings, and previously mined material stepping up production of copper on the back of the investment program

· The project for the addition of a dedicated copper leach circuit at Roan to target the super fine oxide copper is progressing positively. The project specifically targets the recovery of the very fine fraction of material that accounts for the majority of the copper losses

· Copper revenue decreased by 17.9% to US$15.2 million (FY2024: US$18.5 million) driven mainly by:

o  lower production from copper operations which was partially offset by the sale of waste assets (US$1.4 million included in revenue)

o  the average copper unit revenue received decreased by 6.6% to US$7 421/t (FY2024: US$6 964/t)

· Copper cathode and copper sulphide in concentrate (copper units) production for the financial year decreased by 35.4% to 2 211t (FY2024: 3 422t) due mainly to the upgrade of Roan and completion of the successful trials and ramp-up during Q3 and Q4 of FY2025

· The decrease in copper units production over this period resulted in an effective increase of copper unit cost per tonne by 81.1% to US$7 776/t (FY2024: US$4 294/t) due to the reduction in fixed cost dilution over the period

· Accordingly, copper EBITDA decreased by 172.6% from US$7.1 million to a loss of US$5.2 million driven mainly by the decrease in copper production during the Roan upgrades resulting in an effective increase in the cost per copper tonne

· Capital investment reached US$20.8 million (FY2024: US$17.6 million), principally focused on the Roan upgrade

· The average LME copper price increased by 15.7% to US$10 040/t (FY2024: US$8 678/t)

Ø South Africa

· Operations achieved 245 LTI-free days (FY2024: 88 LTI-free days), reflecting a consistent LTIFR rate of 1.33 (FY2024: 1.62), in line with performance from the previous year

· Chrome concentrate produced for FY2025 increased by 24.8% year-on-year to 1 932 798t (FY2024: 1 548 205t) exceeding full-year revised guidance of 1 800 000tpa

· Chrome concentrate cost per tonne increased by 23.8% to US$104/t (FY2024: US$84/t) driven mainly by additional chrome material sourced from own operations

· Chrome EBITDA decreased by 30.9% to US$12.3 million (FY2024: US$17.8 million) due mainly to softer chrome prices

· Average CIF chrome price decreased by 10.5% to US$265/t (FY2024: US$296/t)

· PGM production for FY2025 increased by 6.0% to 38 579oz (FY2024: 36 411oz) supported by increased PGM feed grades delivered from higher chrome recoverable material being prioritised

· PGM cost per ounce decreased by 14.8% to US$604 (FY2024: US$709) due mainly to increased PGM feed cost

· PGM EBITDA increased by 110.4% to US$14.1 million (FY2024: US$6.7 million) due mainly to the allocation of certain operating costs between two of Jubilee's PGM operating plants and two Inyoni chrome processing plants to reflect the costs more accurately for each operation in relation to output

· The average PGM basket price was up 12.0% to US$1 130/oz (FY2024: US$1 009/oz)

· Capital investment reached US$10.6 million (FY2024: US$22.3 million), focused on the expansion of chrome operations

· Revenue from South African operations increased by 41.6% to US$264.7 million (FY2024: US$186.9 million)

Disposal of the chrome and PGM operations

On 12 June 2025, the Company received a binding offer from One Chrome for the sale of its South African Chrome and PGM Operations. On this date, the assets and liabilities of the Disposal Group were classified as held for sale. The results from the discontinued operations are reported in accordance with IFRS5: Non-current Assets Held for Sale and Discontinued Operations (IFRS5). At 30 June 2025, the Disposal met all the criteria for the assets and liabilities of the Disposal Group to be classified as held for sale. The assets and liabilities were measured at the lower of its carrying amount and its fair value less costs to sell at the date of classification.

In valuing the fair value of the purchase consideration, management considered the deferred elements of the consideration and applied a discount rate of 7.32% based on the entity's incremental borrowing rate or a rate reflecting the risk profile of the buyer and the nature of the receivable. At the year-end, the fair value of the cash portion of the purchase consideration (US$25 million) and the deferred payments (US$65 million) were discounted to a present value of US$79.0 million. The present value (US$79.0 million) less the costs to sell of US$1.3 million resulted in a fair value of US$77.7 million for the Disposal Group at year-end.

The difference between the carrying value of the Disposal assets and liabilities (US$90.0 million) at year-end and the fair value of the purchase consideration (US$77.7 million), was recognised as a fair value adjustment in profit or loss (US$12.3 million) in compliance with the requirements of IFRS5. The amount so recognised is included in the net loss from discontinued operations of US$4.5 million as presented in the statement of comprehensive income for the year ended 30 June 2025. The profit from the discontinued operations for the year ended 30 June 2025, before the fair value adjustment, was US$7.8 million.

On 7 August 2025, the Company executed a sale and purchase agreement (SPA), in terms of which One Chrome acquired the Company's Chrome and PGM Operations for a purchase consideration of up to US$90 million, which was approved by Jubilee shareholders at a General Meeting held on 28 August 2025. The Company expects the Disposal to be completed by the end of the calendar year 2025, subject to satisfaction of the suspensive conditions to the SPA. On Friday 14 November 2025 the Company received unconditional approval for the Disposal from the South African Competition Tribunal.

Post the year-end, the difference between the purchase consideration (US$90.0 million) and its discounted fair value (US$79.0) equalling US$11.0 million represents an unwinding of discount, which will be recognised as finance income over the period of the deferred purchase consideration, once the Disposal is completed. The finance income so recognised will, as the deferred payments are received, neutralise the impact of the fair value adjustment at 30 June 2025.

The purchase consideration of up to US$90 million is payable as follows:

Completion is subject to the following suspensive conditions being satisfied or waived in accordance with the sale agreement.

· Consent of any financiers of the companies within the disposal group to the extent that such consent is required in respect of a change of control;

· Passing of a shareholders' resolution on the part of One Chrome approving the transaction; and

· Execution and implementation of the Windsor SOB.

Ø Use of proceeds from the disposal

The use of proceeds from the payment consideration net of transaction costs will, together with existing resources and operating cash flows, be employed towards working capital for the Company's current copper projects in Zambia and also for the development and implementation of its copper strategy, and more specifically the following projects:

· Molefe Mine operations

An on-site processing plant is being planned at Molefe Mine. This plant will be designed for the low-grade ROM that incorporates a copper leaching, solid-liquid separation, and copper precipitation circuit. To date, approximately 2.2Mt of lower-grade material have already been stockpiled at Molefe Mine in anticipation of the processing units being implemented. The implementation of the first copper processing unit at Molefe Mine is targeted for the end of Q4 FY2026 and offers an increase in copper units of a further 120tpm to reach 320tpm (3 840tpa) prior to any further expansion of the mining operations

· Project G

Implementation of a more detailed exploration program to better inform optimal open pit design and completion of the on-site ore upgrade facility prior to refining at Sable Refinery

· Sable Refinery expansion

The expansion of the Sable refinery to meet the capacity demands from both the expanded Molefe Mine and Project G operations.

· Roan concentrator

Roan is targeted as an independent processing facility that produces both copper oxide and copper sulphide concentrate from waste, tailings, and previously mined material. The copper sulphide concentrate is sold via off-take agreements and the copper oxide concentrate is delivered to Sable for the production of copper cathode. The Company targets to install a copper refining stage at Roan to offer greater flexibility and further enhance margins. The refining step will also seek to recover the copper lost in the super fine fraction.

Roan's filtering capacity is currently being expanded by approximately 30% to accelerate drying of concentrates prior to transporting to Sable refinery and offer the potential to further increase the throughput at Roan

· Large Waste project

The Company has prioritised the Large Waste project (in excess of 240Mt). Jubilee is looking to roll out a series of 25 000tpm modular processing units on-site, based on the design implemented at Roan. The Company targets to achieve 5 000tpa of copper units through the initial rollout of modular processing units.

Sustainability

As part of its sustainability efforts, Jubilee embraces an innovative approach that redefines traditional mining practises by reprocessing previously processed material, previously mined material and open-pit mining materials, thereby creating sustainable solutions for resource utilisation.

The sustainability journey is ongoing - marked by challenges, learnings, and achievements. In FY2026, the focus will be to:

· Advance towards carbon neutrality, supported by renewable energy integration in Zambia.

· Strengthen biodiversity reporting, including the rehabilitation of historical mining sites.

· Embed innovation and digitalisation into ESG monitoring, reporting, and operational efficiency.

· Continue transparent stakeholder communication to build trust and accountability.

Through these steps, Jubilee reaffirms that responsible business practices and sustainable development go hand in hand, delivering long-term value for our stakeholders and for the environment.

Ø Zambia

· Safety Performance

o  The Zambian operations achieved a LTIFR of 1.24 (FY2024: 0), with the last LTI occurring in February 2025.

· Environmental Performance

o  Scope 1 emissions for FY 2025 totalled 3,789 tonnes of CO2 an increase from 645 tonnes in FY2024

o  Scope 2 emissions increased to 301 tonnes compared to 110 tonnes in FY2024.

· Electricity Usage

o  A three-year renewable power purchase agreement was signed with Lunsemfwa Hydro Power Company, effective 1 September 2024, securing reliable hydro and solar supply. Total electricity use increased to 26,940 MWh (FY2024: 18,343 MWh). Electricity consumption increased by 56% to 12,185 kWh per tonne of copper produced (FY2024: 5,360 kWh per tonne of copper produced).

· Water Usage

o  Total primary water use was 1.537 million m³ (FY2024: 1.556 million m³).

· Corporate social responsibility

o  A total of US$10.4 million was spent towards local procurement. Key projects included water access, sanitation programmes, road improvements, and educational support.

Ø South Africa

· Safety Performance

o  South African operations recorded an LTIFR of 1.33 (FY2024: 1.62), with three LTIs and six medical treatment cases. Enhanced digital access control improved reporting accuracy.

· Environmental Performance

o  Emissions intensity improved to 0.038 t CO₂e/t Cr (FY2024: 0.042). Dust challenges increased exceedances to 38 (FY2024: 23), linked to ROM quality and water constraints.

· Electricity Consumption

o  Electricity usage increased to 55,960 MWh (FY2024: 51,986 MWh) due to higher production. Diesel generator hours totalled 6,077, contributing to Scope 1 emissions. Efficiency gains were achieved through AVA tracking and the implementation of Level 9 autonomous braking systems, thereby reducing the number of surface mobile equipment operating on-site. Electricity consumption decreased by 24% to 29 kWh per tonne of chrome produced (FY2024: 34 kWh per tonne of chrome produced).

Management's overview of the financial results for the year ending 30 June 2025

Management's overview of the financial information is presented differently to the presentation of the statutory statements of comprehensive income, financial position and cash flows. The information is presented with a focus on the income statements, balance sheets and cash flows of the continuing operations for the period under review.

Exchange rates and their impact on the results

Jubilee subsidiaries are incorporated in multiple jurisdictions including South Africa (ZAR), Zambia (ZMW), Mauritius (US$), the United Kingdom (GBP), and Australia (AUD). For the year ended 30 June 2025, the Group's operating subsidiaries were in Zambia and South Africa. Costs incurred in South Africa are in ZAR.

In South Africa revenues are invoiced mainly in US$ and costs are incurred in ZAR. In Zambia, revenues are invoiced in US$ and costs incurred in both ZMW and US$. The functional currency for South Africa is ZAR and for Zambia ZMW, while the Group's reporting currency is US$.

Changes in the currency rates must be considered when comparing year-on-year results. During the year, spot and average exchange rates moved as illustrated below:

Income statements

The table below sets out the income statements for the continuing operations followed by the income statements for the discontinued operations, reconciling to the Group earnings reported in the statutory Statements of Comprehensive Income.

Balance sheets

The balance sheets below are presented for the continuing operations with the disposal group assets and liabilities presented as one line item named non-current assets held for sale. The prior period figures have been re-presented to provide a meaningful comparison of the two years' financial position of continuing operations.

Continuing operations

Property, plant and equipment  increased by 25.6% due mainly to US$15 million invested towards the completion of the Company's copper projects in Ndola and its investment of US$2.5 million towards the Molefe Mining operation during the period under review

Intangible assets decreased by 3.8% due mainly to movements in foreign exchange

Other financial assets - non-current increased by 8.4% due mainly to fair value adjustments of US$0.7 million (FY2024: US$0.1 million) and interest of US$0.9 million (FY2024: US$1.1 million)

Deferred tax - non-current increased by 28.4% to US$7.2 million (FY2024: US$ 5.6 million) due mainly to a reduction in assessed tax losses available for offset against future taxable income

Short term inventories decreased by 53.8% due mainly to decreased copper production during the period under review

Trade and other receivables increased by 85.6% to US$34.7 million (FY2024: US$18.7 million) due mainly to prepayments of US$7.7 million relating to the Company's Project G and other prepayments for copper ore

Cash and cash equivalents decreased by 19.4% to US$4.6 million. Capital expenditure in Zambia reached US$20.8 million for the period under review (FY2024: US$17.6 million)

Share capital and shares in issue

At year-end, the Group's shares in issue were 3 146 295 996 shares (FY2024: 3 005 659 155) and the weighted average number of shares in issue were 3 034 474 865 shares (FY2024: 2 856 010 000 shares). The Company reported a tangible net asset value of US$5.13 cents per share (FY2024: US$5.07 cents per share)

Trade payables increased by 102.5% due mainly to an increase in accruals of US$6.2 million relating to the upgrade of Roan as well as an increase in prepayments of US$1.5 million in relation to waste and copper tailings sold

Metal trade facilities increased by 207.1% due to increased copper trade facilities.

Bank facilities  increased by 164.6% due to utilisation of the full facility during the period under review to support working capital requirements in Zambia

Cash flows

The cash flow statements are presented for continuing operations with the cash balance from discontinued operations removed from the net cash as a separate line item.

Net cash generated from operating activities totalled US$12.0 million (FY2024: US$17.7 million), impacted predominantly by increased finance costs and increased sales provisions at the year-end, the cash of which will only be received post the period end. The Group's net debt position increased to US$15.8 million (FY2024: US$11.9 million), funding the Group's working capital requirements in the current financial year. The Group had a cash position at 30 June 2025 of US$4.6 million (FY2024: US$5.7 million) from continuing operations.

Capital allocation

The Company invested US$21.1 million (FY2024: US$17.6 million) into its continuing operations for the year under review. This includes the upgrade and expansion of its copper processing facilities and open-pit mining operations in Zambia. The Company invested US$10.7 million (FY2024: US$22.3 million) to expand the discontinued operations during the period under review.

Directorship changes

During November 2024 Jonathan Morley-Kirk was appointed Finance Director and Dr Reuel Khoza was appointed as independent non-executive director. In April 2025 Ollie Oliviera retired from the board and was succeeded by Dr Mathews Phosa as Chairperson. In June 2025 Tracey Kerr retired from her position as independent non-executive director.

AIM listing

The financial information for the year ended 30 June 2025 does not constitute statutory accounts as defined in sections 435(1) and 435(2) of the UK Companies Act 2006 (Companies Act 2006) but has been derived from those accounts. Statutory accounts for the year ended 30 June 2024 have been delivered to the Registrar of Companies and those for 2025 will be delivered following the release of the Company's audited annual results for the year ending 30 June 2025. 

Audit Opinion

The audit report for 30 June 2025 was unqualified, did not include a reference to any matters to which auditors draw attention by way of emphasis of matter, and did not contain a statement under section 498(2) or 498(3) of the Companies Act 2006. These statutory accounts have been prepared in accordance with UK adopted International Accounting Standards and the Companies Act 2006.

Integrated Annual Report

The Integrated Annual Report for the year ended 30 June 2025, and the notice of annual general meeting are published on the Company's website at https://jubileemetalsgroup.com/investors/corporate-documents/ today, 17 December 2025. Physical copies of the annual report will be posted to shareholders who have elected to receive them.

Notice of Annual General Meeting

The Company also hereby gives notice of its 2025 Annual General Meeting (AGM), which will be held at 11 a.m. UK time (1p.m. SA time) on 14 January 2026 at Druces LLP, Sixth Floor, 99 Gresham Street, London, EC2V 7NG, to transact the business as stated in the notice of AGM.

Salient Dates

17 December 2025

For further information visit www.jubileemetalsgroup.com, follow Jubilee on X (@Jubilee_Metals) or contact:

Jubilee Metals Group PLC 

Leon Coetzer (CEO)/Jonathan Morley-Kirk (FD)

Tel: +27 (0) 11 465 1913 / Tel: +44 (0) 7797 775546

Nominated Adviser - SPARK Advisory Partners Limited 

Andrew Emmott/James Keeshan 

Tel: +44 (0) 20 3368 3555 

PR & IR Adviser - Tavistock 

Jos Simson/Gareth Tredway

Tel: +44 (0) 207 920 3150 

Joint Broker - Zeus Capital

Harry Ansell/Katy Mitchell

Tel: +44 (0) 20 7220 1670/+44 (0) 113 394 6618 

Joint Broker - Shard Capital Partners LLP

Erik Woolgar/Gareth Burchell

Tel +44 (0) 207 1869900 

JSE Sponsor - Questco Corporate Advisory Proprietary Limited 

Alison McLaren

Tel: +27 63 482 3802

Group statements of financial position at 30 June 2025

Group statements of comprehensive income for the year ended 30 June 2025

Group statements of changes in equity for the year ended 30 June 2025

Group statements of cash flows for the year ended 30 June 2025

Notes to the Group annual financial statements for the year ended 30 June 2025

1. Statement of accounting policies

Jubilee Metals Group PLC is a public Company listed on AIM of the LSE and AltX of the JSE, incorporated and existing under the laws of England and Wales, having its registered office at 1st Floor, 7/8 Kendrick Mews, London, SW7 3HG, United Kingdom. The Group and Company results for the year ended 30 June 2025 have been prepared in accordance with UK-adopted international accounting standards and the Companies Act 2006. The financial statements are presented in United States Dollars.

2. Earnings per share

Basic earnings per share is calculated by dividing the profit for the year attributable to equity holders of the parent by the weighted average number of ordinary shares outstanding during the year.

Per share information for the period under review

3. Dividend per share

No dividends were declared during the current reporting period to shareholders (FY2024: Nil).

4. Non-current assets held for sale and discontinued operations

On 7 August 2025, the Company executed a sale and purchase agreement (SPA), in terms of which One Chrome acquired the Company's Chrome and PGM Operations. In view of the size of the Disposal Group relative to the size of the Company, the Disposal constitutes a fundamental change of business for the Company in accordance with AIM Rule 15. This requires that the Disposal be approved by Jubilee shareholders. Following approval of the Disposal by Jubilee shareholders at a General Meeting held on 28 August 2025, the Company will not become a cash shell and will not be required to complete an acquisition which constitutes a reverse takeover under the AIM Rules.

The Board believes that the Disposal represents a compelling opportunity for the Company to realise value from its Chrome and PGM Operations and to redirect such realised value into the Company's Zambian copper business. The Company has not received any formal competing bids for its Chrome and PGM Operations and transactions of this nature within the chrome and PGM industry for the acquisition of processing assets in the absence of a large underlying resources, are extremely limited with no material transactions recorded over the past five years. Zambia presents a highly attractive platform for growth underpinned by strong copper market dynamics, expanding resource potential and meaningful economic upside.

The Company expects the Disposal to be completed by the end of calendar year 2025, subject to satisfaction of the suspensive conditions to the SPA. On Friday 14 November 2025 the Company received unconditional approval for the Disposal from the South African Competition Tribunal. If all of the suspensive conditions to the SPA are not satisfied or waived by 31 December 2025 then the SPA may be terminated by either party to the SPA.

The results from the discontinued operations are reported in accordance with IFRS5: Non-current Assets Held for Sale and Discontinued Operations. At 30 June 2025, the Disposal met all the criteria for the assets and liabilities of the Disposal Group to be classified as held for sale. The assets and liabilities were measured at the lower of its carrying amount and its fair value less costs to sell at the date of classification.

The results from the discontinued operations are presented as follows:

5. Share capital

The Company issued the following ordinary shares during the period:

The Company did not issue any new shares post the period under review. During the year, new share transaction costs accounted for as a deduction from the share premium account amounted to US$Nil (FY2024: US$0.94 million). The Company recognised a share-based payment expense in the share premium account in an amount of US$Nil million (FY2024: US$0.28 million) in accordance with section 610(2) of the United Kingdom Companies Act 2006.

6. Warrants

At year-end and at the last practicable date the Company had the following warrants outstanding:

7. Share-based payments

Reconciliation of the number of options in issue:

8. Cash generated from operations