Final Results and Notice of AGM

25 March 2025

TMT INVESTMENTS PLC

("TMT" or the "Company")

Results for the year ended 31 December 2024 and Notice of AGM

TMT Investments Plc (AIM: TMT), the venture capital company investing in high-growth technology companies, is pleased to announce its audited final results for the year ended 31 December 2024.

Highlights:

· NAV per share of US$6.55 (US$6.62 as of 31 December 2023)

· Total NAV of US$205.9million (US$208.1 million as of 31 December 2023)

· IRR from inception to 31 December 2024 of 14.5% per annum (16.0% from inception to 31 December 2023)

· US$5.9 million of additional investments in 2024 (US$4.7 million in 2023)

· US$5.9 million of cash disposals during the period (US$4.2 million in 2023)

· US$4.8 million in cash and cash equivalent reserves as of 24 March 2025

Alexander Selegenev, Executive Director of TMT, commented:

"In 2024, TMT's net asset value remained stable, despite the continuing divergence between good and poor performers within the Company's portfolio. This was consistent with the increased international macroeconomic and political instability during the period, as well as generally subdued tech venture capital, IPO, and M&A activity during the year.

TMT's portfolio benefited from positive revaluations of twelve of its investee companies (Praktika.AI, Scentbird, Phoenix, OneNotary, MedVidi, Affise, Laundryheap, Educate Online, CyberWrite, 3S Money, Rain Technologies Inc and Mainframe).

These positive revaluations have been counterbalanced by full and partial write-downs in the value of fifteen of the Company's investments (Backblaze, Accern, Muncher, MTL Financial, ShareThis, Adwisely, Hinterview, Femtech, Aurabeat, Qumata, Estateguru, eAgronom, Bairro, Moeco, and GameOn), in line with TMT's highly prudent approach.

The largest write-down as of 31 December 2024 related to NASDAQ-traded Backblaze Inc., whose share price was highly volatile in 2024. Nevertheless, Backblaze, Inc. continues to deliver strong growth in revenues and has a market capitalisation in excess of US$250 million. As part of its active portfolio management, TMT successfully capitalised on the periods of strength and liquidity in Backblaze's share price by disposing of Backblaze shares for a total of US$3.8 million in net cash proceeds during the period.

The majority of TMT's portfolio companies continue to demonstrate good business progress and are adapting well to the challenges of the current environment. Despite the reduced revenue growth rates for some investees in this challenging environment, many of them have managed to reach profitability or positive operating cash flow levels. Notwithstanding these positive developments, we highlight that the well-demonstrated divergence between good and less fortunate performers is likely to continue.

We continue to see a number of promising companies that are growing in the current market environment and are attracting funding thanks to their strong business models and large market potential, including those in the currently popular AI segment. We have therefore continued to make investments selectively in such companies where we see attractive valuation entry points.

With cash and cash equivalent reserves of US$4.8 million as of 24 March 2025, TMT is still well positioned to ride out the current market volatility and to continue making selective investments in companies that meet our investment criteria, while disposing of investments, in whole or in part, where there is an opportunity to maximise shareholder value.

We look forward to keeping shareholders updated on relevant developments in due course."

Notice of AGM

The Company's Annual General Meeting will be held on 20 May 2025 at 13 Castle Street, St. Helier, Jersey, JE1 1ES at 14:30 (BST).

Copies of the Annual Report and Accounts for the year ended 31 December 2024 ("Annual Report"), together with the formal Notice of AGM and form of proxy, will shortly be available on the Company's website at www.tmtinvestments.com.

For further information contact:

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended by virtue of the Market Abuse (Amendment) (EU Exit) Regulations 2019.

About TMT Investments Plc

TMT Investments Plc invests in high-growth technology companies globally across a number of core specialist sectors. Founded in 2010, TMT has a current investment portfolio of over 50 companies and net assets of US$206 million as of 31 December 2024. The Company's objective is to generate an attractive rate of return for shareholders, predominantly through capital appreciation. The Company is traded on the AIM market of the London Stock Exchange. www.tmtinvestments.com.

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EXECUTIVE DIRECTOR'S STATEMENT

In 2024, the venture capital segment, along with the broader markets, continued to experience a higher degree of volatility.

In line with the market, TMT's portfolio has continued to see an increased divergence between its stronger and weaker performers. Despite the ongoing challenges in the macroeconomic and political environment in 2024 (which became the third "stress year" for the venture capital industry following the tech market correction in early 2022), investors in 2024 continued to back fast-growing, high-quality digital technology companies, especially in the currently popular AI segment, although at notably much more subdued levels. As a result, we were pleased to see OneNotary, Praktika.AI, Phoenix, Educate Online, MedVidi, Cyberwrite, Laundryheap, 3S Money, Rain Technologies Inc and Affise receive further validation of their progress by raising fresh capital at valuation levels that have resulted in positive revaluations for TMT as of 31 December 2024.

In particular, TMT's investment in Praktika.AI, made in December 2023, has delivered the Company's fastest significant revaluation of a portfolio company in TMT's history, generating a 12.4-times return in only five months. This revaluation delivers a perfect example of the exceptional venture capital opportunity presented by those start-ups whose business models and products are based on genuine technologies and applications.

In parallel, TMT continues to apply a highly prudent approach to valuing its portfolio investments and therefore regularly reviews and writes down investments that are not showing the progress TMT believes is required to justify the previously reported valuation level. As a result, during the period, TMT partially or fully wrote down the value of fifteen of its investments. This resulted in US$16 million of partial and full write-downs (excluding write-downs related purely to exchange rate fluctuations).

As a NASDAQ-traded company, the value of TMT's equity stake in cloud storage company Backblaze (www.backblaze.com) is valued in accordance with its prevailing share price, which varied significantly during the year, partly driven by the volatility in the share prices of many US listed publicly traded technology companies. Based on Backblaze's closing mid-market price of US$6.02 per share as of 31 December 2024, TMT's stake in Backblaze recorded a US$3.6 million decrease in value compared to 29 December 2023. Backblaze's business has been developing well, recording US$127.6 million in revenue in 2024, an increase of 25% compared to 2023. In 2024, Backblaze improved its positive adjusted EBITDA margin, and the company remained well capitalised, with a Company estimated net debt position of approximately US$25.4 million as of 31 December 2024. TMT availed itself of the opportunity provided by Backblaze's improved share price, mainly in the first quarter of 2024, to dispose of Backblaze shares for a total net cash consideration of US$3.8 million. Backblaze's closing mid-market price on 21 March 2025 was US$5.40 per share, and during the year 2024 the shares traded in a range of US$4.91 to US$12.65. 

NAV per share

The Company's NAV per share of US$6.55 as of 31 December 2024 was notably driven by the downward revaluation of Backblaze and Accern, as well as a significant negative currency exchange impact at the year-end.

Operating expenses

In 2024, the Company's administrative expenses of US$1.4 million were broadly in line with the corresponding 2023 levels (2023: US$1.3 million), reflecting the Company's subdued level of investment and business development activities during the year.

Financial position

As of 31 December 2024, the Company had no financial debt and cash and cash equivalent reserves of US$5.2 million (31 December 2023: US$6.6 million). As of 24 March 2025, the Company had cash and cash equivalent reserves of US$4.8 million.

Outlook

TMT has a globally diversified investment portfolio of over 50 companies, focused primarily on Big Data/Cloud, SaaS (software-as-a-service), Mobility, and FinTech.

Despite the ongoing market and political volatility, investors continue to invest in high-quality technology businesses at the appropriate valuation levels. TMT is continuing to identify such opportunities very selectively, whilst employing a generally very cautious investment approach. With no financial debt and cash and cash equivalent reserves of US$4.8 million as of 24 March 2025, TMT is well positioned to ride out the current market volatility and to continue making investments and realising full and partial disposals when the right opportunities present themselves.

Alexander Selegenev

Executive Director

24 March 2025

PORTFOLIO DEVELOPMENTS

The following developments have had an impact on, and are reflected in, the Company's NAV and/or unaudited financial statements as of 31 December 2024 in accordance with applicable accounting standards.

Profitable full and partial cash exits, and positive revaluations:

· TMT received an additional US$1.7 million in dividends from Hugo, as part of the consideration for Hugo's disposal of its food delivery and quick commerce business in Central America to Delivery Hero completed in 2022.

· TMT disposed of a part of its shares in NASDAQ-traded Backblaze for a total net consideration of US$3.8 million.

· TMT received US$30,407 for the disposal of its shares in previously written-off Mainframe Group, Inc.

The following of the Company's portfolio investments were positively revalued as of 31 December 2024:

* - incl. foreign exchange effect

Negative revaluations:

The following of the Company's portfolio investments were negatively revalued as of 31 December 2024:

* - incl. foreign exchange effect

In addition, the following of TMT's non-USD denominated investments decreased in value by a total of US$4,668,470 purely due to exchange rate fluctuations as of 31 December 2024: Bolt, Timbeter, Feel, Outvio, Sonic Jobs and Enty. Also, additional costs of US$69,828 were incurred and written off in relation to the previously written-off investment in Legionfarm.

Key developments for the five largest portfolio holdings in 2024 (source: TMT's portfolio companies):

Bolt (ride-hailing and food delivery service):

· Double-digit revenue growth

· Active in over 700 cities globally (up from over 550 cities as of 31 December 2023)

· Adjusted EBIT positive

Backblaze (cloud storage provider):

· 25% revenue growth

· US$35 million equity round raised in November 2024

· Adjusted EBITDA positive

3S Money (provider of global business accounts and payment solutions):

· A dip in revenue during the year was primarily related to delays in relaunching its USD product with a new partner bank supporting USD payment rails (infrastructure that connects banks and financial institutions to enable the transfer of funds)

· Later than planned commercial launch of operations in Luxembourg also contributed to lower EU revenues during the period

· Negative EBITDA for the year as a result of above items

· New funding round completed

Scentbird (Perfume, wellness and beauty product subscription service):

· Double-digit revenue growth

· Net Profit positive

PandaDoc (proposal automation and contract management software):

· Double-digit revenue growth

· Over 60,000 customers (from over 50,000 as of 31 December 2023)

· US$100 million annualised recurring revenue milestone reached

· EBITDA negative

Further investments:

Given the persistently high level of market uncertainty and volatility, TMT continued to be more selective and made the following investments in 2024 (excluding capitalised transaction costs):

New investments during the reporting period:

· US$1,000,000 in Propertymate Inc., trading as Jome, a marketplace for newly built homes in the USA (www.jome.com);

· €400,000 in Entytech OÜ, an all-in-one tool for managing back-office tasks and B2B payments for European SMEs (www.enty.io);

· US$487,352 in Scale AI Inc., an artificial intelligence data labelling company (www.scale.com);

· US$1,000,000 in For Good AI Inc., trading as ZenCoder, an AI coding agent platform that empowers software developers to ship products faster (www.zencoder.ai);

· US$600,000 in Rhinocorn Inc., trading as Rhino, a provider of first-class armoured car rides in Latin America (www.vamosrhino.com/en); and

· US$500,000 in Expert Remote Inc., trading as Global Work AI, an AI-powered job sourcing tool for freelancers (https://globalwork.ai).

Follow-on investments during the reporting period:

· £140,263 in MTL Financial Ltd, trading as Outfund, a provider of revenue-based financing and fixed-term loans to SMBs (www.out.fund);

· €50,000 in Timbeter OÜ, a timber supply management software company (www.timbeter.com);

· US$185,000 in Lulu Systems, Inc., trading as Mobilo, a smart digital business card solution (www.mobilocard.com); and

· £737,185 in 3S Money Club, a provider of global business accounts and payment solutions (www.3s.money).

New investments after the reporting period:

· US$500,000 in Spendbase Inc., a SaaS subscription management and software cost optimisation platform (www.spendbase.co);

Other Post Period Events:

In January 2025, TMT received a US$30,000 cash consideration for the disposal of its entire equity stake in Accern.

TMT disposed of additional shares in NASDAQ-traded Backblaze for a total net consideration of US$0.4 million.

CORPORATE GOVERNANCE STATEMENT

The Board fully endorses the importance of good corporate governance and has adopted the 2018 Quoted Companies Alliance Corporate Governance Code for Small and Mid-Sized Companies (the "QCA Code"), which the Board believes to be the most appropriate corporate governance code given the Company's size, stage of development and AIM-traded status. The QCA Code is a practical, outcome-oriented approach to corporate governance that is tailored for small and mid-size quoted companies in the UK and which provides the Company with the framework and effective oversight to help ensure that a strong level of governance is maintained.

Following extensive consultations with stakeholders, in November 2023 the QCA published a revised version of its 2018 Code in order to continue providing clear and practical guidance for small and medium sized public companies and help them achieve sound corporate governance. At its recent Board meeting held on 24 March 2025, TMT chose to adopt the 2023 QCA Code and has begun preparations to review and update its corporate governance procedures where required. The QCA allows for a transition period for companies to adjust to the revised 2023 QCA Code and in line with the QCA's guidance TMT will publish its updated corporate governance procedures and report against the 2023 QCA Code in its 2025 Annual Report. This 2024 Annual Report is therefore the last year in which TMT will be reporting against the 2018 QCA code.

In accordance with the QCA Code and AIM Rule 26, the report below provides a high-level overview of how TMT has applied the principles of the QCA Code and any areas in which the Company's governance structures and practices depart from or differ from the expectations of the QCA Code.

DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2024

The Directors present their report and audited financial statements of the Company for the year ended 31 December 2024.

Principal activity and review of the business

TMT Investments Plc ("TMT" or the "Company") was incorporated under the laws of Jersey. The Company has been established for the purpose of making investments in the TMT sector where the Directors believe there is a potential for growth and the creation of shareholder value. The Company primarily targets companies operating in markets that the Directors believe have strong growth potential and having the potential to become multinational businesses. The Company can invest in any region of the world.

Results and dividends

The loss for the year amounted to US$2,198,061 (2023: profit of US$6,377,773), which includes a loss on changes in fair value of financial assets at Fair Value through profit and loss ("FVPL") of US$1,078,442 (2023: profit of US$7,341,554).

Further information on the Company's results and financial position is included in the financial statements.

The board has decided that it will not recommend a final dividend (2023: nil).

Company listing

TMT is traded on the AIM market of the London Stock Exchange ("AIM"). The Company's ticker is TMT. Information required by AIM Rule 26 is available in the 'Investor Relations' section of the Company's website at www.tmtinvestments.com.

Board meetings

Three Board meetings and one meeting of the Audit Committee were held in 2024. The number of meetings attended by the Directors is set out below.

Changes in share capital

The Company has one class of ordinary share that carries no right to fixed income, and each share carries the right to one vote at general meetings of the Company. As at 31 December 2024 and the date of this report, the Company's issued share capital consisted of 31,451,538 ordinary shares of no par value each in the Company.

Substantial shareholdings

The Directors are aware of the following shareholdings of 3% or more of the issued share capital of the Company as of 24 March 2025.

Concert Party

A concert party, as defined in the City Code on Takeovers and Mergers (the "Code"), currently exists, consisting of the following shareholders:

Since September 2013, when the Company became subject to the Code, the concert party has been interested in, in aggregate, more than 50% of the Company's issued share capital at all times.

The total direct and indirect interest in TMT by the concert party's beneficial holders are as follows:

NOTES:

The majority of the ordinary shares held by Eclectic were previously held by Menostar, who invested in the Company at the time of admission of its ordinary shares to trading on AIM ("Admission"). The beneficial owner of Eclectic is Nika Kirpichenko who is the wife of Dmitry Kirpichenko, the beneficial owner of Menostar. Wissey and Menostar both invested in the Company on its Admission and, along with Eclectic, have invested in and/or been otherwise involved with other business ventures associated with the two founders of the Company Alexander Morgulchik and German Kaplun.

The Company will update this disclosure in future annual financial reports and, if relevant, via RNS announcements.

Directors

During the financial year the following Directors held office:

Yuri Mostovoy Non-executive Chairman

Alexander Selegenev Executive Director

James Joseph Mullins Independent Non-Executive Director

Andrea Nastaj Independent Non-Executive Director

The Directors' fees for 2024 and 2023 were as follows:

Subsequent events post the period end

TMT invested US$500,000 in Spendbase Inc., a SaaS subscription management and software cost optimisation platform (www.spendbase.co).

In January 2025, TMT received a US$30,000 cash consideration for the disposal of its entire equity stake in Accern.

Post the period end, TMT disposed of additional shares in NASDAQ-traded Backblaze for a total net consideration of US$0.4 million.

Statement of Directors' responsibilities in respect of the annual report and the financial statements

The Directors are responsible for preparing the Annual Report and Accounts in accordance with applicable law and UK-adopted International Financial Reporting Standards ("IFRSs").

The Companies (Jersey) Law 1991 (as amended) ("Companies Law") requires the Directors to prepare financial statements for each financial year. The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that its financial statements comply with the Companies Law. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.

The Directors are responsible for the preparation of the Directors' report and corporate governance statement. The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in Jersey governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

The Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss for that period. In preparing these financial statements, the Directors are required to:

· select suitable accounting policies and then apply them consistently;

· make judgements and accounting estimates that are reasonable and prudent;

· state whether applicable UK-adopted IFRSs have been followed, subject to any material departures disclosed and explained in the financial statements; and

· prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

Directors' responsibility statement

Each of the Directors, whose names are listed in the Directors section above confirm that, to the best of each person's knowledge and belief:

· the financial statements, prepared in accordance with UK-adopted IFRSs, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and

· the Directors' report contained in the annual report includes a true and fair review of the development and performance of the business and the position of the Company.

Going concern

The Directors confirm that, after giving due consideration to the financial position and expected cash flows of the Company; they have a reasonable expectation that the Company will have adequate cash resources to continue in operational existence for the foreseeable future, and for at least one year from the date of approval of these financial statements and they have therefore adopted the going concern basis in preparing the financial statements.

Disclosure of information to auditors

Each of the persons who is a Director at the date of approval of this annual report confirms that:

· so far as the Directors are aware, there is no relevant audit information of which the Company's auditors are unaware; and

· the Directors have taken steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditors are aware of that information.

The Company's auditors will be proposed for reappointment at the Company's next scheduled AGM.

On behalf of the Board of Directors

Alexander Selegenev

Executive Director

24 March 2025

INDEPENDENT AUDITOR REPORT

TO THE SHAREHOLDERS OF TMT INVESTMENTS PLC

FOR THE YEAR ENDED 31 DECEMBER 2024

Opinion

We have audited the financial statements of TMT Investments PLC (the 'Company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, statement of financial position, statement of cash flows, statement of changes in equity, and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation of the financial statements is UK adopted International Accounting Standards, as applied in accordance with the provisions of the Companies (Jersey) Law 1991.

In our opinion, the financial statements:

· give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of the Company's loss for the year then ended; and

· have been properly prepared in accordance with UK adopted International Accounting Standards; and

· have been prepared in accordance with the requirements of the Companies (Jersey) Law 1991.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the Directors' assessment of the Company's ability to continue to adopt the going concern basis of accounting included:

· Analysing the financial performance and financial strength of the business based on recently audited annual results; and

· Assessment of the liquidity of the business, including analysis of the quantum of investments that are readily realisable for cash; and

· Evaluating the on-going liabilities profile of the business not including performance-based expenses such as bonus fees; and

· Analysis of the share price over the past 12 months to ensure there have been no significant movements that suggest the Company's reputation in the marketplace presents a material threat to going concern; and

· Review of events and transactions subsequent to the balance sheet date that present a material threat to going concern.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.

Our application of materiality

We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. We consider materiality to be the magnitude by which misstatements, including omissions, could influence the economic decisions of reasonable users that are taken on the basis of the financial statements.

In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole.

Based on our professional judgement, we determined materiality for the financial statements as a whole and performance materiality as follows:

We reported all audit differences found in excess of our triviality threshold of $205,900 (2023: $203,529) to the directors and the management board.

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. In particular, we looked at where the directors made subjective judgements, for example in respect of significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain. As in all of our audits we also addressed the risk of management override of internal controls, including evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

Our approach to the audit

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. In particular, we looked at where the directors made subjective judgements, for example in respect of significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain.

We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial statements as a whole, taking into account an understanding of the structure of the Company, its activities, the accounting processes and controls, and the industry in which it operates. Our planned audit testing was directed accordingly and was focused on areas where we assessed there to be the highest risk of material misstatement.

The audit testing included substantive testing on significant transactions, balances and disclosures, the extent of which was based on various factors such as our overall assessment of the control environment, the effectiveness of controls and the management of specific risk.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant findings, including any significant deficiencies in internal control that we identify during the audit.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. This matter was addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Including going concern above, this is not a complete list of all risks identified by our audit.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed noncompliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies (Jersey) Law 1991 requires us to report to you if, in our opinion:

· Proper accounting records have not been kept by the company, or proper returns adequate for our audit have not been received from branches not visited by us; or

· The financial statements are not in agreement with the accounting records and returns; or

· Certain disclosures of directors' remuneration specified by law are not made; or

· We have not received all the information and explanations we require for our audit.

Responsibilities of directors

The directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Capability of the audit in detecting irregularities, including fraud

Based on our understanding of the company and industry, and through discussion with the directors and other management (as required by auditing standards), we identified that the principal risks of non-compliance with laws and regulations related to anti-bribery. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies (Jersey) Law 1991. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to management bias in accounting estimates and judgemental areas of the financial statements such as the valuation of investments. Audit procedures performed by the engagement team included:

· Discussions with management and assessment of known or suspected instances of non-compliance with laws and regulations and fraud, and review of the reports made by management; and

· Assessment of identified fraud risk factors; and

· Identifying and assessing the design effectiveness of controls that management has in place to prevent and detect fraud; and

· Review of the integrity of banking records; and

· Challenging assumptions and judgements made by management in its significant accounting estimates; and

· Performing analytical procedures to identify any unusual or unexpected relationships, including related party transactions, that may indicate risks of material misstatement due to fraud; and

· Confirmation of related parties with management, and review of transactions throughout the period to identify any previously undisclosed transactions with related parties outside the normal course of business; and

· Reading minutes of meetings of those charged with governance; and

· Review of the valuation methodology and associated assumptions for investments held; and

· Review of significant and unusual transactions and evaluation of the underlying financial rationale supporting the transactions; and

· Use of data analytics in identifying and testing journal entries, in particular any manual entries made at the year end for financial statement preparation.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.

As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

· Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

· Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.

· Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

· Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

· Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

· Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Company audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Use of our Report

This report is made solely to the company's members, as a body, in accordance with Article 113A of the Companies (Jersey) Law 1991. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Anne Dwyer BSc(Hons) FCA (Senior Statutory Auditor)

For and on behalf of

Kreston Reeves LLP

Chartered Accountants

Statutory Auditor

London

Date: 24 March 2025

FINANCIAL STATEMENTS

Statement of Comprehensive Income

Statement of Financial Position

Company registration number: 106628 (Jersey)

Statement of Cash Flows

Statement of Changes in Equity

For the years ended 31 December 2023 and 31 December 2024

The financial statements were approved by the Board of Directors on 24 March 2025 and were signed on its behalf by:

Alexander Selegenev

Executive Director

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

1. Company information

TMT Investments Plc ("TMT" or the "Company") is a company incorporated in Jersey with its registered office at 13 Castle Street, St Helier, Jersey, JE1 1ES, Channel Islands.

The Company was incorporated and registered on 30 September 2010 in Jersey under the Companies (Jersey) Law 1991 (as amended) with registration number 106628 under the name TMT Investments Limited. The Company obtained consent from the Jersey Financial Services Commission pursuant to the Control of Borrowing (Jersey) Order 1985 on 30 September 2010. On 1 December 2010 the Company re‑registered as a public company and changed its name to TMT Investments Plc. The Company's ordinary shares were admitted to trading on the AIM market of the London Stock Exchange on 10 December 2010.

The memorandum and articles of association of the Company do not restrict its activities and therefore it has unlimited legal capacity. The Company's ability to implement its Investment Policy and achieve its desired returns will be limited by its ability to identify and acquire suitable investments. Suitable investment opportunities may not always be readily available.

The Company seeks to make investments in any region of the world. The Company invests in high‑growth technology companies globally across a number of core specialist sectors. The Company's objective is to generate an attractive rate of return for shareholders, predominantly through capital appreciation.

Financial statements of the Company are prepared by and approved by the Directors in accordance with International Financial Reporting Standards, UK‑adopted International Accounting Standards and their interpretations issued or adopted by the International Accounting Standards Board ("IFRSs"). The Company's accounting reference date is 31 December.

2. Summary of significant accounting policies

2.1. Basis of presentation

The principal accounting policies applied by the Company in the preparation of these financial statements are set out below and have been applied consistently.

The financial statements have been prepared on a going concern basis, under the historical cost basis as modified by the fair value of financial assets at FVPL, as explained in the accounting policies below, and in accordance with IFRS. Historical cost is generally based on the fair value of the consideration given in exchange for assets.

The preparation of financial statements, in compliance with UK adopted International Accounting Standards, requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 2.12).

2.2. Going concern

The Directors confirm that, after giving due consideration to the financial position and expected cash flows of the Company and due to availability of highly liquid investments readily realisable for cash should this be needed; they have a reasonable expectation that the Company will have adequate cash resources to continue in operational existence for the foreseeable future, and for at least one year from the date of approval of these financial statements and they have therefore adopted the going concern basis in preparing the financial statements.

2.3. Segmental reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision‑maker who is responsible for allocating resources and assessing performance of the operating segments and which has been identified as the Board that make strategic decisions. For the purposes of IFRS 8 'Operating Segments' the Company currently has one segment, being 'Investing in the TMT sector'.

Even though the Company only invests in the TMT sector, there are still geographical disclosures that need to be made to comply with IFRS 8 'Operating Segments'.

2.4. Foreign currency translation

Functional and presentation currency

Items included in the financial statements of the Company are measured in United States Dollars ('US dollars', 'USD' or 'US$'), which is the Company's functional and presentation currency.

Transactions and balances

Foreign currency transactions are translated into US$ using the exchange rates prevailing at the dates of the transactions. Foreign currency monetary items are translated using the closing rate (i.e. mid‑market price investments).

Non‑monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured. (i.e. comparable company analysis and cost‑based investments as these are effectively re‑fair valued at each year‑end).

Exchange differences arising from the translation at the year‑end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of comprehensive income.

2.5. Cash and cash equivalents

Cash and cash equivalents consist of cash at bank and in hand, deposits held at call with banks, and other short‑term highly liquid investments with maturities of three months or less from the date of acquisition.

2.6. Financial assets and liabilities

Recognition and measurement

The Company recognises financial assets and liabilities when it becomes party to the contractual provisions of the instrument. Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires. Financial assets are initially measured at fair value adjusted for transaction costs (where applicable). Financial assets are classified into the following categories:

· amortised cost;

· fair value through profit or loss (FVPL); and

· fair value through other comprehensive income (FVOCI).

In the periods presented, the Company did not have any financial assets categorised as FVOCI. The classification is determined by both:

· the entity's business model for managing the financial asset; and

· the contractual cash flow characteristics of the financial asset.

Subsequent measurement

FVPL

All financial investments of the Company are measured at fair value through profit or loss and are subject to a fair value revaluation at year end date.

The Company manages its investments with a view of profiting from the receipt of dividends and changes in fair value of equity investments. Financial assets of the Company comprise of listed and unlisted equity investments, convertible promissory notes and SAFEs. All the financial assets are not for trading and are classified as financial assets at FVPL. Directly attributable transaction costs are recognised in profit or loss as incurred. Financial assets at fair value through profit or loss are measured at fair value, and changes therein are recognised in profit or loss.

When measuring the fair value of a financial instrument, the Company uses relevant transactions during the year or shortly after the year end, which gives an indication of fair value and considers other valuation methods to provide evidence of value. The "price of recent investment" methodology is used mainly for venture capital investments, and the fair value is derived by reference to the most recent financing round or sizeable partial disposal. Fair value change is only recognised if that round involved a new external investor. From time to time, the Company may assess the fair value in the absence of a relevant independent transaction by relying on other market observable data and valuation techniques, such as the analysis of comparable companies and/or comparable transactions. The nature of such valuation techniques is highly judgmental and dependent on the market sentiment at the time of the analysis.

Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

Level 1: The fair value of financial instruments traded in active markets is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the Company is the mid‑market price at the time. These instruments are included in level 1.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity specific estimates. Specific valuation techniques used to value financial instruments include the use of quoted market prices or dealer quotes for similar instruments.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

Transfers between levels of the fair value hierarchy, for the purpose of preparing these financial statements, are deemed to have occurred at the beginning of the reporting period.

Where an active market is established for an investment it is classified to level 1 with a mid‑market price valuation methodology applied. Where observable market data becomes available for an investment, including for comparable companies within an active market, it is classified to level 2 with comparable company analysis used as the valuation methodology. The investment otherwise remains classified to level 3, with the cost of investment or price of recent investment valuation methodology applied.

Financial assets that qualify as an associate, as 20% or more of the voting rights are held by the company, are exempt from IAS 28 'Investments in Associates', as TMT is a venture capital organisation. Such investments are therefore treated as financial assets at FVPL.

Financial assets at amortised cost

Financial assets are measured at amortised cost if the assets meet the following conditions:

· they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows; and

· the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding.

After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and other receivables fall into this category of financial instruments.

Impairment of Financial Assets

In relation to the impairment of financial assets, IFRS 9 requires an expected credit loss model to be applied. The expected credit loss model requires the Company to account for expected credit losses and changes in those expected credit losses at each reporting date to reflect changes in credit risk since initial recognition of the financial assets. IFRS 9 requires the Company to recognise a loss allowance for expected credit losses on receivables. In particular, IFRS 9 requires the Company to measure the loss allowance for a financial instrument at an amount equal to the lifetime expected credit losses (ECL) if the credit risk on that financial instrument has increased significantly since initial recognition, or if the financial instrument is a purchased or originated credit‑impaired financial asset. However, if the credit risk on a financial instrument has not increased significantly since initial recognition, the Company is required to measure the loss allowance for that financial instrument at an amount equal to 12 months ECL.

Income

Interest income from convertible notes receivable is recognised as it accrues by reference to the principal outstanding and the effective interest rate applicable, which is the rate that exactly discounts the estimated future cash flows through the expected life of the financial asset to the asset's carrying value.

2.7. Net finance income

Net finance income comprises interest income on deposits, bank balances and other cash equivalents. Interest income is recognised as it accrues in the statement of comprehensive income, using the effective interest method.

2.8. Taxation

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax is provided in full using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that, at the time of the transaction, affects neither accounting nor taxable profit or loss. Deferred tax is determined using tax rates that are expected to apply when the related deferred tax asset is realised or when the deferred tax liability is settled. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised.

The Company is incorporated in Jersey. There are not any tax expenses recognised in the Statement of comprehensive income as the Company's current income tax rate in Jersey is 0%.

2.9. Equity instruments

Ordinary shares are classified as equity. Costs directly attributable to the issue of new shares are shown in equity as a deduction from the proceeds.

2.10. New IFRSs and interpretations

The following standards and amendments became effective from 1 January 2024 , but did not have any impact on the Company:

· Amendments to IFRS 16 - Leases on sale and leaseback;

· Amendments to IAS 1 - Non‑current liabilities with covenants;

· Amendments to IAS 7 and IFRS 7 ‑ Supplier finance.

2.11. Future IFRS changes

The following table summarises changes to IFRS adoption which is mandatory for periods beginning in 2025 and beyond:

These changes are not expected to have any impact on the Company in 2025 and beyond.

2.12. Accounting estimates and judgements

Estimates and judgements need to be regularly evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, rarely equal the related actual results.

The estimates and underlying assumptions are reviewed on an on‑going basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

The estimates significant to the financial statements during the year and at the year‑end is the consideration of the fair value of financial assets at FVPL as set out in the relevant accounting policies shown above. A number of the financial assets at FVPL held by the Company are at an early stage of their development. The Company cannot yet carry out regular reliable fair value estimates of some of these investments. Future events or transactions involving the companies invested in may result in more accurate valuations of their fair values (either upwards or downwards) which may affect the Company's overall net asset value. 

As summarised in note 10 the Company has investments held at year‑end of US$97,634,716 (2023: US$96,422,492) classified as level 2 in the fair value hierarchy, valued on a comparable company analysis basis. The Company has a further US$85,808,119 (2023: US$80,653,740) classified as level 3, valued at cost or price of recent investment (less any currency exchange‑related impairment charges). Generally, when impairments are used in the comparable company valuation methodology, impairments are allocated on a 50%‑66% basis when management determine that there is increased uncertainty over the investee's business prospects and/or exit strategy, or a 100% basis when management determine that the investment is unlikely to be recovered. Readers of these financial statements should consider the inherent uncertainty principle involved when considering these investment valuations.

3. (Losses)/ Gains on investments

During the year ended 31 December 2024, impairment losses related to receivables for previously disposed investments of US$70,504 were recognised (2023: US$52,510).

4. Segmental analysis

Geographic information

The Company has investments in the following geographic areas: the USA, Canada, Estonia, the United Kingdom, and the Cayman Islands.

Non‑current financial assets

5. Administrative expenses

Administrative expenses include the following amounts:

6. Staff expenses

Fees and salaries shown above include fees and salaries relating to the year ended 31 December 2024.

The Directors' fees for 2024 were as follows:

The Directors' fees shown above are all classified as 'short term employment benefits' under International Accounting Standard 24. The Directors do not receive any pension contributions or other benefits. The average number of staff employed (excluding Directors) by the Company during the year was 7 (2023: 7).

Key management personnel of the Company are defined as those persons having authority and responsibility for the planning, directing and controlling the activities of the Company, directly or indirectly. Key management of the Company are therefore considered to be the Directors of the Company. There were no transactions with the key management, other than their fees and reimbursement of business expenses.

Under the Company's Bonus Plan, subject to achieving high watermark conditions, the team receives an annual cash bonus equal to 10% of the net increases in the Company's NAV, adjusted for any changes in the Company's equity capital resulting from issuance of new shares, dividends, share buy‑backs and similar corporate transactions. The Company`s bonus year runs from 1 January to 31 December. As the Company's adjusted NAV did not exceed the previously achieved high watermark during the financial year, no bonus accrued for the year ended 31 December 2024.

7. Net finance income

8. Income tax expense

The Company is incorporated in Jersey. No tax reconciliation note has been presented as the Company's current income tax rate in Jersey is 0%.

9. (Loss)/ Gain per share

The calculation of basic gain per share is based upon the net losses for the year ended 31 December 2024 attributable to the ordinary shareholders of US$2,198,061 (2023: net gain US$6,377,773) and the weighted average number of ordinary shares outstanding calculated as follows:

The weighted average number of ordinary shares outstanding was calculated as follows:

10. Non‑current financial assets

Reconciliation of fair value measurements of non‑current financial assets:

Impairment losses above represent cost value of investments fully impaired during 2024. The difference between cost and fair value before impairment in the amount of US$250,650 (gain) is shown as unrealised gains movement. Total amount of fully impaired investments during 2024 was US$4,107,468 and presented within the column "Write-offs" in the movement for each individual investment below.

Reconciliation of investments, if held under the cost and price of recent investment model:

The estimates significant to the financial statements during the year and at the year‑end is the consideration of the fair value of financial assets at FVPL as set out in the relevant accounting policies shown above. A number of the financial assets at FVPL held by the Company are at an early stage of their development. The Company cannot yet carry out regular reliable fair value estimates of some of these investments. Future events or transactions involving the companies invested in may result in more accurate valuations of their fair values (either upwards or downwards) which may affect the Company's overall net asset value. 

Valuation methodologies can be changed from time to time, the following table shows the changes made for 2024 compared to 2023. These investments were held at cost or price of recent investments of the total value of US$9,996,813 as of 31 December 2023:

The following table shows the changes made for 2023 compared to 2022. These investments were held at cost or price of recent investments of the total value of US$7,876,217 as of 31 December 2022:

The list of fully impaired investments, in which the Company still maintained ownership as of 31 December 2024, was as follows:

Financial assets at fair value through profit or loss are measured at fair value, and changes therein are recognised in profit or loss.

When measuring the fair value of a financial instrument, the Company uses relevant transactions during the year or shortly after the year end, which gives an indication of fair value and considers other valuation methods to provide evidence of value. The "price of recent investment" methodology is used mainly for venture capital investments, and the fair value is derived by reference to the most recent financing round or sizeable partial disposal. Fair value change is only recognised if that round or partial disposal involved a new external investor. From time to time, the Company may assess the fair value in the absence of a relevant independent transaction by relying on other market observable data and valuation techniques, such as the analysis of comparable companies and/or comparable transactions. The nature of such valuation techniques is highly judgmental and dependent on the market sentiment at the time of the analysis.

(i) Equity investments as at 31 December 2024:

(ii) Convertible loan notes as at 31 December 2024:

(iii) SAFEs as at 31 December 2024: