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CGN RESOURCES LIMITED — Interim / Quarterly Report 2026
Feb 9, 2026
64643_rns_2026-02-09_9fc18d14-9e14-4a40-ba4c-1ea2725aa585.pdf
Interim / Quarterly Report
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CGN RESOURCES LIMITED ABN 51 122 958 810
INTERIM FINANCIAL REPORT
FOR THE HALF-YEAR ENDED 31 DECEMBER 2025
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CONTENTS
Page Directors’ Report ...................................................................................2 Auditor’s Independence Declaration ................................................... 10 Statement of Profit or Loss and Other Comprehensive Income .......... 11 Statement of Financial Position........................................................... 12 Statement of Changes in Equity ........................................................ 13 Statement of Cash Flows .................................................................... 14 Notes to the Financial Statements ...................................................... 15 Directors’ Declaration .......................................................................... 20 Independent Auditor’s Review Report................................................. 21
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DIRECTORS’ REPORT
The Directors present their report together with the financial report on CGN Resources Limited ("CGN Resources" or "the Company") for the half-year ended 31 December 2025.
DIRECTORS
The Directors of the Company during or since the end of the half-year are:
-
Daniel (Stan) Wholley
-
Darryl Harris
-
Grant Mooney
The above-named directors held office during and since the end of the half-year, unless otherwise stated.
OPERATING RESULTS
The loss from ordinary activities of the Company for the half-year ended 31 December 2025 after income tax was $897,326 (December 2024: $1,211,056).
REVIEW OF OPERATIONS
During the first half of FY25–26, the Company executed a disciplined and high-impact exploration strategy focused on advancing priority assets and generating new, district-scale opportunities. Early in the period, work was concentrated on the Webb Project in the East Pilbara of Western Australia, targeting iron oxide copper-gold (IOCG), gold and critical minerals within a highly prospective geological setting. In parallel, the Company continued to build momentum at its Christmas Well and Panhandle Gold Projects near Leonora, one of Australia’s most prolific gold districts, while also successfully securing the new Broadhurst Project in the Paterson Province. Together, these projects provide the Company with a diversified and highly prospective exploration portfolio across three of Western Australia’s most endowed mineral provinces (Figure 1).
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Figure 1. CGN Resources Project Location Plan
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DIRECTORS’ REPORT (Continued)
Webb Project
The Webb Project is in the East Pilbara region of Western Australia, within the Aileron Province of the West Arunta Orogen. The project comprises nine granted exploration licences covering approximately 961 km² (Figure 2). The region is recognised by the Company, neighbouring explorers and Geoscience Australia as highly prospective for large-scale magmatic mineral systems, including IOCG-style mineralisation, critical minerals, gold and nickel.
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Figure 2. Webb Project location plan
The tenement package is considered highly prospective. During the half, the Company’s activities were focused on completing the 2025 drilling programs, together with core logging, sampling, geochemical analysis, geochronology and target ranking, to underpin high-confidence targets for the 2026 exploration campaigns.
Building on the high-quality geological and targeting work completed to date, the Company undertook deep diamond drilling at the Kandula K4 and K5 targets, designed to test for large magmatic mineral systems, and RC drilling at the Shep target, targeting orogenic gold mineralisation (Figure 3). The drilling confirmed the presence of highly diverse and complex geology across the tested areas. While no economic mineralisation was intersected, the programs provided strong evidence of magmatic input, including multiple zones of pyrite mineralisation with associated carbonate and silica alteration at both K5 and Shep. These areas will be further explored in subsequent exploration campaigns.
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DIRECTORS’ REPORT (Continued)
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Figure 3. Webb Project key target areas (Background is surface topography in grey and 1Vd of Falcon Gravity data)
The northern portion of the Webb tenure is interpreted to represent a distinct geological domain from the southern areas of the project, with magnetic signatures comparable to those observed to the north within WA1’s project area. Integrated gravity and magnetic inversion modelling, combined with detailed structural interpretation, has generated a suite of high-ranking exploration targets to be tested in 2025, encompassing IOCG, carbonatite and orogenic gold styles of mineralisation.
Leonora Projects
During the half, the Company maintained a strong exploration and project growth focus and significantly enhanced the scale and prospectivity of its Christmas Well and Panhandle Projects in the highly endowed Leonora Gold District of Western Australia. Following a comprehensive regional review of geology, geophysics and historical drilling datasets, CGN Resources increased the Company’s Leonora landholding to 241 km², now comprising seventeen prospecting licences and eight exploration licences (Figure 4).
The regional data review confirms that the project tenure is strategically located along the highly prospective geological contact between the Raeside Batholith and the Eastern Goldfields Superterrane. This structural and lithological setting is recognised as one of the most productive gold corridors in the district and hosts several major gold deposits, including the ~8 Moz Gwalia Mine, Tower Hill, Harbour Lights, Kailis and the King of the Hills operation (Figure 4).
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DIRECTORS’ REPORT (Continued)
The Company’s projects cover extensive portions of this gold-endowed structural corridor. Historical drilling within parts of the tenure has intersected gold mineralisation proximal to the interpreted contact zone, providing encouragement for further exploration. Previous exploration across the area has been limited and locally ineffective, largely due to prospective target lithologies being concealed beneath variable thicknesses of transported cover. CGN Resources considers this under-explored setting to present a compelling opportunity for modern, systematic exploration. The Company anticipates the granting of the remaining tenements mid-year and is advancing the design of first-pass exploration programs for execution in the second half of the financial year. Conceptual target areas have already been interpreted, providing a strong foundation to follow up historical work and generate new drill targets once access is granted. In support of target refinement at the Christmas Well Project, the Company completed a highresolution aeromagnetic survey over the entire tenure package. The survey was flown on east– west lines with 50 m line spacing and is expected to deliver high-quality data to improve geological and structural interpretations. The processed dataset is anticipated imminently and will be integrated with existing datasets to refine priority drill targets and finalise hole locations ahead of planned RC drilling programs.
Broadhurst Project
The Broadhurst Project represents a highly prospective new copper exploration opportunity in the northern Pilbara, within the world-class Paterson Province. The Company has applied for two exploration licences, E45/7128 and E45/7129, covering a combined area 543 km² of strategically located ground (Figure 5). The tenure overlies significant portions of the Broadhurst Formation, a highly mineralised sedimentary unit that hosts several major copper deposits including Nifty, Maroochydore, and Yeneena B1, as well as numerous advanced exploration prospects.
During the December Quarter, CGN Resources compiled multiple generations of geophysical datasets and commenced detailed modelling, integrating aeromagnetic, gravity and electromagnetic data. The Company is also compiling historical exploration data from the DEMIRS WAMEX database, which will be combined with the geophysical datasets to complete a regional-scale geological interpretation.
Work completed to date has been encouraging, with several compelling structural and geophysical features considered prospective for base-metal mineralisation already identified. Previous exploration by Encounter Resources and IGO has also reported base-metal intersections within the Project area, further supporting its prospectivity.
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DIRECTORS’ REPORT (Continued)
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Figure 4. Leonora Project location plan
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DIRECTORS’ REPORT (Continued)
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Figure 5 . Broadhurst Project tenure Location plan
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DIRECTORS’ REPORT (Continued)
Significant Activities Completed in H1:
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Completion of Webb Project drilling campaign 2025
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Core sampling, geochemical analyses and age dating
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Project review and targeting across all project areas
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Received EIS grant funding to test target E3 at Webb using diamond drilling
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Pegged additional new tenure at Christmas well and Panhandle
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Executed a land access agreement with the Darlot group for covering the Leonora tenure
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Completed high resolution aeromagnetic survey covering the entire Christmas Well tenement package.
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Executed access agreements with Genesis Minerals and Murrin Murrin where – miscellaneous leases overlap CGN Resources exploration tenure.
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Pegged the highly prospective new Broadhurst Project in the Paterson Provence
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Completed a geophysical modelling and project review at Broadhurst
Planned Activities for H2 FY25-26:
The Company will continue to prioritise exploration across our highly prospective project portfolio during H2. Our focus will remain on making a significant mineral discovery by testing the new mineral system targets delineated during H1. The Company will focus our efforts on the Leonora assets early in the H2 and transition to exploration at Webb and Broadhurst later in the year.
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Completed a Heritage Survey over key target areas at the Leonora Projects.
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Finalise RC drilling contracts and programs.
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Completed all required access compliance matters.
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Commence earthmoving requirements for new access tracks and drilling pads.
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Mobilise and commence RC drilling at key target areas at Christmas Well and Panhandle.
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Stakeholder engagement to secure tenure at Leonora.
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Commence permitting programs for the new Leonora tenements, initially surface geochemistry and first pass aircore drilling of conceptual target zones.
Corporate Activities
The key corporate activities undertaken during H1 were:
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Project generation and project expansion at Leonora and Broadhurst.
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Negotiated acquisition of new tenure package from Patronus executed in late January 2026 (refer to Events after balance date).
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Annual General Meeting at which all resolutions were passed.
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DIRECTORS’ REPORT (Continued)
EVENTS AFTER BALANCE DATE
On 28 January 2026 the Company announced a binding agreement with Patronus Resources Ltd to acquire the Desdemona project which adjoins CGN’s Leonora Gold Project. The purchase consideration is made up of:
- 5,000,000 ordinary shares which will be escrowed for 12 months.
Additional payments:
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Milestone 1 - $250,000 cash on declaration of JORC 2012-compliant mineral resource exceeding 100,000 ounces of gold (Au)
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Milestone 2 - $500,000 cash on decision to mine
Other than above, there were no other matters or circumstance subsequent to the end of the half-year that have significantly affected the operations of the Company, the results of operations or the state of affairs in future financial years.
Signed on 10th February 2026 in accordance with a resolution of the directors made pursuant to Section 306(3) of the Corporations Act 2001 .
On behalf of the Directors:
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Stan Wholley Managing Director 10th February 2026
Competent Person’s Statement
The information in this announcement that relates to Exploration Results for the Webb, Leonora and Broadhurst Projects is based on, and fairly represents, information compiled by Mr Daniel Wholley, a Competent Person who is a Member of the Australian Institute Geoscientists (AIG). Mr Wholley is a fulltime employee of CGN Resources Limited. Mr Wholley has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration, and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the JORC Code. Mr Wholley consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
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AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the review of the financial report of CGN Resources Limited for the half-year ended 31 December 2025, I declare that to the best of my knowledge and belief, there have been no contraventions of:
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a) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
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b) any applicable code of professional conduct in relation to the review.
Perth, Western Australia N G Neill 10 February 2026 Partner
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STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE HALF-YEAR ENDED 31 DECEMBER 2025
| Note Drilling grant income Other income Total Revenue Exploration ASX fees Depreciation Directors’ fees Employee benefits Rental expenses Share-based payments 10 Other administration and overheard expenses Total Expenses Loss before income tax Income tax expense Loss for the period Other comprehensive income Total comprehensive loss for the period Loss per share: Basic loss per share (cents per share) 11 Diluted loss per share (cents per share) 11 |
Half-Year Ended 31 Dec 2025 Half-Year Ended 31 Dec 2024 $ $ - 126,312 34,501 132,265 |
|---|---|
| 34,501 258,577 |
|
| (577,720) (994,131) (30,264) (35,439) (24,299) (28,498) (197,308) (205,000) (23,140) (7,383) (4,176) (9,291) (12,802) - (62,118) (189,891) |
|
| (931,827) (1,469,633) |
|
| (897,326) (1,211,056) - - |
|
| (897,326) (1,211,056) |
|
| - - |
|
| (897,326) (1,211,056) |
|
| Cents Cents (0.81) (1.10) (0.81) (1.10) |
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.
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STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2025
| Note CURRENT ASSETS Cash and cash equivalents 4 Other receivables 5 Other current assets TOTAL CURRENT ASSETS NON-CURRENT ASSETS Property, plant and equipment Right of use assets 6 TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables 7 Employee entitlements Lease liabilities 8 TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Lease liabilities 8 TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Issued capital 9 Share option reserve 10 Accumulated losses TOTAL EQUITY |
31 Dec 2025 30 June 2025 $ $ 2,906,823 4,124,789 48,732 117,703 28,566 27,451 |
|---|---|
| 2,984,121 4,269,943 |
|
| 145,972 161,578 13,039 21,733 |
|
| 159,011 183,311 |
|
| 3,143,132 4,453,254 |
|
| 39,205 465,398 18,331 8,883 13,280 17,706 |
|
| 70,816 491,987 |
|
| - 4,427 |
|
| - 4,427 |
|
| 70,816 496,414 |
|
| 3,072,316 3,956,840 |
|
| 16,251,565 16,251,565 883,482 870,680 (14,062,731) (13,165,405) |
|
| 3,072,316 3,956,840 |
The above statement of financial position should be read in conjunction with the accompanying notes.
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STATEMENT OF CHANGES IN EQUITY FOR THE HALF-YEAR ENDED 31 DECEMBER 2025
| Balance at 1 July 2025 Loss for the period Other comprehensive income Total comprehensive loss for the half-year Options expensed Balance at 31 December 2025 Balance at 1 July 2024 Loss for the period Other comprehensive income Total comprehensive loss for the half-year Balance at 31 December 2024 |
Issued Capital $ Share Option Reserve $ Accumulated Losses $ Total $ 16,251,565 870,680 (13,165,405) 3,956,840 - - (897,326) (897,326) - - - - |
|---|---|
| - - (897,326) (897,326) - 12,802 - 12,802 |
|
| 16,251,565 883,482 (14,062,731) 3,072,316 |
|
| Issued Capital $ Share Option Reserve $ Accumulated Losses $ Total $ 16,251,565 845,500 (10,304,516) 6,792,549 - - (1,211,056) (1,211,056) - - - - |
|
| - - (1,211,056) (1,211,056) |
|
| 16,251,565 845,500 (11,515,572) 5,581,493 |
The above statement of changes in equity should be read in conjunction with the accompanying notes.
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STATEMENT OF CASH FLOWS FOR THE HALF-YEAR ENDED 31 DECEMBER 2025
| CASH FLOWS FROM OPERATING ACTIVITIES Receipts from Exploration Incentive Scheme Payments to suppliers and employees - exploration Payments to suppliers and employees - admin Interest received NET CASH FLOWS (USED IN) OPERATING ACTIVITIES CASH FLOWS FROM INVESTING ACTIVITIES Purchase of plant and equipment NET CASH FLOWS (USED IN) INVESTING ACTIVITIES CASH FLOWS FROM FINANCING ACTIVITIES Repayment of lease liabilities Payments for security bond NET CASH FLOWS (USED IN) FINANCING ACTIVITIES Net (decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the period CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD |
Half-Year Ended 31 Dec 2025 Half-Year Ended 31 Dec 2024 $ $ 22,745 138,943 (939,858) (1,414,616) (325,497) (297,242) 35,192 137,452 |
|
|---|---|---|
| (1,207,418) (1,435,463) |
||
| - (403) |
||
| - (403) |
||
| (10,548) (9,629) - (13,568) |
||
| (10,548) (23,197) |
||
| (1,217,966) (1,459,063) 4,124,789 7,016,988 |
||
| 2,906,823 5,557,925 |
The above statement of cash flows should be read in conjunction with the accompanying notes.
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NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2025
NOTE 1. CORPORATE INFORMATION
The interim financial report of CGN Resources Limited (“the Company”) for the half year ended 31 December 2025 was authorised for issue in accordance with a resolution of Directors on XX February 2026. CGN Resources Limited is a public company limited by shares, which is listed on the ASX. The principal activities of the Company were mineral exploration and development.
NOTE 2. MATERIAL ACCOUNTING POLICIES
(a) Statement of compliance
These interim financial statements are general purpose financial statements prepared in accordance with the requirements of the Corporations Act 2001 , applicable accounting standards including AASB 134 ‘ Interim Financial Reporting’ , Accounting Interpretations and other authoritative pronouncements of the Australian Accounting Standards Board (‘AASB’).
This condensed half-year financial statements do not include full disclosures of the type normally included in an annual financial report. Therefore, it cannot be expected to provide as full an understanding of the financial performance, financial position and cash flows of the Company as in the full financial report.
It is recommended that these financial statements be read in conjunction with the annual financial report for the year ended 30 June 2025.
(b) Basis of preparation
The interim financial statements have been prepared on a historical cost basis. Cost is based on the fair value of the consideration given in exchange for assets. The Company is domiciled in Australia and all amounts are presented in Australian dollars, unless otherwise noted.
For the purpose of preparing the interim report, the half-year has been treated as a discrete reporting period.
The accounting policies and methods of computation adopted are consistent with those of the previous financial year and corresponding interim reporting period.
(c) Changes in accounting policies
The accounting policies adopted in the preparation of the interim financial statements are consistent with those followed in the preparation of the Company’s annual financial statements for the year ended 30 June 2025.
The Company has adopted all mandatory new and amended standards and interpretations applicable for the current period. The adoption of these standards and interpretations had no material impact on these financial statements or on the financial position or performance of the Company.
The Company has not elected to early adopt any other new standards or amendments that are issued but not yet effective. Certain amounts in the comparative financial statements have been reclassified to conform to the current period presentation.
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NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2025
NOTE 2. MATERIAL ACCOUNTING POLICIES (CONTINUED)
(d) Significant accounting judgements and key estimates
The preparation of interim financial reports requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expense. Actual results may differ from these estimates.
In preparing this interim financial report, the significant judgments made by management in applying the Company’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the financial report for the year ended 30 June 2025.
NOTE 3. SEGMENT REPORTING
Operating segments are identified on the basis of internal reports about components of the Company that are reviewed by the chief operating decision maker in order to allocate resources to the segment and assess its performance. The chief operating decision maker of CGN Resources Limited reviews internal reports prepared as financial statements and strategic decisions of the Company are determined upon analysis of these internal reports. During the period, the Company operated predominately in one business and geographical segment being the minerals exploration sector in Western Australia. Accordingly, under the ‘management approach’ outlined only one operating segment has been identified and no further disclosure is required in the notes to the financial statements.
NOTE 4. CASH AND CASH EQUIVALENTS
| Cash at bank Term deposits NOTE 5. OTHER RECEIVABLES BAS receivable EIS grant receivable Interest income accrual Other debtors NOTE 6. RIGHT-OF-USE ASSETS Cost Accumulated depreciation Reconciliation Opening Balance Additions Depreciation expense |
31 Dec 2025 30 June 2025 $ $ 194,882 816,312 2,711,941 3,308,477 2,906,823 4,124,789 31 Dec 2025 30 June 2025 $ $ 28,377 73,704 - 22,744 6,788 7,478 13,567 13,777 48,732 117,703 31 Dec 2025 30 June 2025 $ $ 40,568 40,568 (27,529) (18,835) 13,039 21,733 Half-Year ended 31 Dec 2025 Year ended 30 June 2025 21,733 32,565 - (2,139) (8,694) (8,693) |
|
|---|---|---|
| 13,039 21,733 |
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NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2025
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NOTE 7. TRADE AND OTHER PAYABLES
| 31 Dec 2025 | 30 June 2025 | 30 June 2025 | ||
|---|---|---|---|---|
| $ | $ | |||
| Trade creditors | 10,124 | 160,744 | ||
| Other creditors | 29,081 | 304,624 | ||
| 39,205 | 465,398 | |||
| NOTE 8. LEASE LIABILITIES |
||||
| 31 Dec 2025 | 30 June 2025 | |||
| $ | $ | |||
| Current liabilities | 13,280 | 17,706 | ||
| Non-current liabilities | - | 4,427 | ||
| 13,280 | 22,133 | |||
| Reconciliation | ||||
| Half-Year ended | Year ended 30 | |||
| 31 Dec 2025 | June 2025 | |||
| Opening Balance | 22,133 | 33,018 | ||
| Additions | 24,548 | 12,403 | ||
| Lease payments | (33,401) | (23,288) | ||
| 13,280 | 22,133 | |||
| NOTE 9. ISSUED CAPITAL |
||||
| 31 Dec 2025 | 30 June 2025 | |||
| $ | $ | |||
| Issued and paid-up capital | 16,251,565 | 16,251,565 | ||
| Movements during the period | $ | No of Shares | ||
| Opening balance 1 July 2025 | 16,251,565 | 110,173,191 | ||
| Movements | - | - | ||
| Closing balance 31 December 2025 | 16,251,565 | 110,173,191 | ||
| Number of shares issued under escrow at the date of this report Nil (June | 2025: 14,745,000) | |||
| NOTE 10. SHARE OPTION RESERVE | ||||
| Half-Year ended | Year ended | |||
| 31 Dec 2025 | 31 Dec 30 June 30 June |
|||
| 2025 | 2025 2025 |
|||
| Number | $ Number |
$ | ||
| Balance at the beginning of the period | 29,166,666 | 870,680 29,166,666 845,500 |
||
| Options issued/expensed | - | 12,802 1,000,000 25,180 |
||
| Options lapsed | - | - (1,000,000) |
- | |
| Balance at the end of the period | 29,166,666 | 883,482 29,166,666 870,680 |
.
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NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2025
NOTE 10. SHARE OPTION RESERVE (CONTINUED)
At the date of this report the unissued ordinary shares of the Company under option are as follows:
| Grant Date Date of Expiry Exercise Price $ 01/07/2023 18/08/2026 0.25 01/07/2023 30/06/2026 0.25 01/07/2023 18/08/2026 0.25 01/07/2023 18/08/2026 0.30 01/07/2023 18/08/2026 0.35 31/07/2023 31/07/2026 0.25 31/07/2023 31/07/2026 0.25 09/04/2025 24/04/2028 0.20 |
Expensed or Capitalised value $ Outstanding at 1 July 2025 (Lapsed)/ (Cancelled) or issued Outstanding at 31 December 2025 66,800 4,000,000 - 4,000,000(1) - 4,166,666 - 4,166,666(2) 327,900 4,000,000 - 4,000,000(3) 193,800 3,000,000 - 3,000,000(4) 257,000 5,000,000 - 5,000,000(5) - 4,600,000 - 4,600,000(6) - 3,400,000 - 3,400,000(7) 37,982 1,000,000 - 1,000,000(8) |
|---|---|
| 883,482 29,166,666 - 29,166,666 |
-
(1) 4,000,000 options issued to lead manager of IPO, with exercise price and expiry date as per table above.
-
(2) 4,166,666 options issued as free attaching options to shareholders. Expiry date 30/6/2026
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(3) 4,000,000 options issued in total to Directors, 1,000,000 of these options were issued to an entity associated with Darryl Harris, 1,500,000 of these options were issued to Grant Mooney and 1,500,000 of these options were issued to the spouse of Daniel (Stan) Wholley. The exercise price and expiry date are per table above.
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(4) 3,000,000 options issued in total to Directors, 1,500,000 of these options were issued to an entity associated with Darryl Harris, and 1,500,000 of these options where issued to the spouse of Daniel (Stan) Wholley. The exercise price and expiry date are per table above.
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(5) 5,000,000 options issued in total to Directors, 2,000,000 of these options were issued to an entity associated with Darryl Harris, and 3,000,000 of these options were issued to the spouse of Daniel (Stan) Wholley. The exercise price and expiry date are per table above.
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(6) 4,600,000 options issued to seed investors on 2:1 basis. These were free attaching options to shareholders at exercise price and expiry date are per table above.
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(7) 3,400,000 options issued to Directors and other investors who were seed investors on 2:1 basis. A company associated with Darryl Harris received 500,000 options, Grant Mooney received 250,000 of these options, a company associated with Grant Mooney also received 250,000 of these options and the spouse of Daniel (Stan) Wholley received 500,000 of these options. These were free attaching options to shareholders at exercise price and expiry date are per table above.
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(8) 1,000,000 options were issues to a consultant with 500,000 immediately vesting, 250,000 vesting after 6 months, and the remaining 250,000 vesting after 12 months. The options have an exercise price of $0.20 and expiry date of 24/04/2028. There is $8,918 total value yet to be expensed on these options.
NOTE 11. LOSS PER SHARE
| NOTE 11. LOSS PER SHARE | ||
|---|---|---|
| 31 Dec 2025 | 31 Dec 2024 | |
| $ | $ | |
| Loss from continuing operations | (897,326) | (1,211,056) |
| Weighted number of average shares | 110,173,191 | 110,173,191 |
| Cents | Cents | |
| Loss per share | (0.81) | (1.10) |
NOTE 12. EXPLORATION COMMITMENTS
The Company has $624,520 (June 2025: $386,000) of commitments for expenditure for tenements granted and held at balance date.
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NOTE 13. SUBSEQUENT EVENTS
On 28 January 2026 the Company announced a binding agreement with Patronus Resources Ltd to acquire the Desdemona project which adjoins CGN’s Leonora Gold Project. The purchase consideration is made up of:
- 5,000,000 ordinary shares which will be escrowed for 12 months.
Additional payments:
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Milestone 1 - $250,000 cash on declaration of JORC 2012-compliant mineral resource exceeding 100,000 ounces of gold (Au)
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Milestone 2 - $500,000 cash on decision to mine
Other than above, there were no other matters or circumstance subsequent to the end of the half-year that have significantly affected the operations of the Company, the results of operations or the state of affairs in future financial years.
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DIRECTORS’ DECLARATION
In the opinion of the directors of CGN Resources Limited (“the Company”):
-
The attached financial statements and notes thereto are in accordance with the Corporations Act 2001 including:
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a. complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and
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b. giving a true and fair view of the Company’s financial position as at 31 December 2025 and of its performance for the half-year then ended.
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There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
This declaration is signed in accordance with a resolution of the Board of Directors made pursuant to s.303(5) of the Corporations Act 2001 .
On behalf of the Directors
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Daniel (Stan) Wholley Director
Dated in Perth this 10[th] day of February 2026.
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INDEPENDENT AUDITOR’S REVIEW REPORT
To the Members of CGN Resources Limited
Report on the Interim Financial Report
Conclusion
We have reviewed the interim financial report of CGN Resources Limited (“the Company”), which comprises the statement of financial position as at 31 December 2025, the statement of profit or loss and other comprehensive income, the statement of changes in equity and the statement of cash flows for the half-year ended on that date, selected explanatory notes, and the directors’ declaration.
Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the accompanying interim financial report of CGN Resources Limited does not comply with the Corporations Act 2001 including:
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(a) giving a true and fair view of the Company’s financial position as at 31 December 2025 and of its performance for the half-year ended on that date; and
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(b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
Basis for Conclusion
We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity . Our responsibility is further described in the Auditor’s Responsibility for the Review of the Financial Report section of our report. We are independent of the company in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards ) (the “Code”) that are relevant to audits of the financial report of public interest entities in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
Responsibility of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the interim financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the interim financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
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Auditor’s Responsibility for the Review of the Financial Report
Our responsibility is to express a conclusion on the interim financial report based on our review. ASRE 2410 requires us to conclude whether we have become aware of any matter that makes us believe that the interim financial report is not in accordance with the Corporations Act 2001 including giving a true and fair view of the Company’s financial position as at 31 December 2025 and its performance for the half-year ended on that date, and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
A review of an interim financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Independence
In conducting our review, we have complied with the independence requirements of the Corporations Act 2001.
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HLB Mann Judd Chartered Accountants
N G Neill Partner
Perth, Western Australia 10 February 2026
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