Vaultz Capital Plc – Half-Year Report for the Six Months Ended 31 October 2025

Vaultz Capital plc
(«Vaultz Capital», «Vaultz» or the «Company»)

Half-Year Report for the Six Months Ended 31 October 2025

Vaultz Capital plc (AQSE: V3TC | FRA: VJ2 | OTCQB: VZTCF), a digital asset
operating company, presents its unaudited interim results for the six-month
period ended 31 October 2025.

Chairman’s Statement

I am pleased to present the Chairman’s Statement for the Company for the six
-month period from 1 May 2025 to 31 October 2025.

The Company established a Bitcoin Treasury and adopted a digital operating
strategy, as well as received approval to change its name to Vaultz Capital plc
on 18 June 2025.

During the period, Vaultz successfully raised a total of approximately £14.25
million to support its operational strategy through the issuance of ordinary
shares which strengthened our balance sheet and provided additional resources to
deploy in line with our Bitcoin treasury objectives.

In line with our strategy to build a meaningful presence in the Bitcoin
ecosystem, the Company continued to acquire Bitcoin throughout the period. These
acquisitions increased our holdings to a total of 135 Bitcoin. During the
period, Vaultz secured approximately 20 PH/s of deployed hash rate capacity,
equating to around 200 mining units, as part of its broader digital asset
infrastructure strategy. This capacity contributes to the validation of
transactions and the overall security and decentralisation of the Bitcoin
network, while positioning the Company with operational exposure to a core
component of the Bitcoin ecosystem.

During the period, the Company applied for its shares to trade and was
successfully admitted on the OTCQB, as well as the Frankfurt Stock Exchange. The
purpose of listing on these additional exchanges is to enhance the Company’s
visibility, broaden our global investor base and enhance the liquidity of the
Company’s shares.

Through partnerships with Xapo Bank and Bitgo, the Company has implemented a
multi-custodian framework in line with institutional best practice for digital
asset security. The use of multiple regulated and insured custodians reduces
reliance on any single provider and enhances the overall resilience of the
Company’s Treasury arrangements. This structure aligns with institutional
expectations and reflects the Board’s commitment to strong governance and risk
management.

During the period, Neil Ritson stepped down as a director of the Company. The
Board of the Company now consists of Charlie Wood, Fungai Ndoro and Eric Benz.
Aleks Nowack joined the team in August 2025 as Chief Operating Officer in a non
-board position.

For the months leading up to the end of 2025, Vaultz has been proactively
working to increase the profile of the Company and has been attending  various
leading industry events and conferences, including, TOKEN2049 in Singapore, the
Digital Asset Summit in London, Bitcoin MENA, Abu Dhabi Finance Week, and the
Tokenized Capital Summit. The team has engaged with investors and connected with
various influential figures in the space.

While the landscape for treasury-focused companies has evolved since the Company
adopted its Bitcoin strategy, the Board remains confident that the Bitcoin
position established during the period will play an important role in delivering
sustainable long-term value for shareholders. Looking ahead, the Board and
management remain focused on maximising shareholder value and maintaining strong
governance and operational discipline as market conditions continue to evolve.
The Board continues to evaluate a range of strategic options for the next phase
of the Company’s development, with the objective of extracting maximum value for
shareholders.

I would like to thank our shareholders for their continued support, and I extend
appreciation to our executive team and advisors for their efforts during this
transformational period. We look forward to updating the market on further
progress in due course.

Charlie Wood
Chairman
Vaultz Capital plc

The Directors of the Company accept responsibility for the contents of this
announcement. This announcement contains inside information for the purposes of
UK Market Abuse Regulation.

Enquiries:

For further information please contact:

Vaultz Capital plc Via Tancredi

Eric Benz
Cairn Financial Advisers LLP (AQSE Corporate Adviser) +44 (0)20 7213 0880

Liam Murray / Ludovico Lazzaretti / James Western
Global Investment Strategy UK Limited (Broker) +44 (0)20 7048 9000

Callum Hill
Tancredi Intelligent Communication [email protected]

(Financial Communications Adviser)

VAULTZ CAPITAL PLC (FORMERLY HELIUM VENTURES PLC) – CONDENSED INTERIM FINANCIAL
STATEMENTS

(AQSE: V3TC)

STATEMENT OF COMPREHENSIVE INCOME

FOR THE  SIX-MONTH PERIOD ENDED 31 OCTOBER 2025

Unaudited Period Unaudited Period
ended 31 October ended 31 October
2025 2024
Notes £ £
Revenue 72,015 –
Cost of Sales (87,647) –
Gross profit (15,632) –
Administrative expenses (1,267,390) (65,121)
Fair value through profit & loss 7 (3,166) (16,027)
Other income – –
Revaluation loss on 6 (335,383) –
cryptocurrencies
Operating loss (1,621,571) (81,148)
Finance income/(expense) – –
Loss before taxation (1,621,571) (81,148)
 Income tax –
Loss for the period from continuing (1,621,571) (81,148)
operations
Total loss for the year
attributable to equity holders of
the Company
Other comprehensive loss – –
Total comprehensive loss (1,621,571) (81,148)
attributable to equity holders of
the Company

Basic & dilutive earnings per 5 (2.31) (0.34)
ordinary share (pence)

The notes form an integral part of the Unaudited Condensed Interim Financial
Statements

VAULTZ CAPITAL PLC (FORMERLY HELIUM VENTURES PLC) – CONDENSED INTERIM FINANCIAL
STATEMENTS

(AQSE: V3TC)

STATEMENT OF FINANCIAL POSITION

AS AT 31 OCTOBER 2025

Note                          UnauditedAs at AuditedAs at
31 30 April
October 2025£ 2025£
NON-CURRENT
ASSETS
Investments 7 – –
held at fair
value
through
profit or
loss
Intangible 6 11,245,356 –
assets
TOTAL NON 11,245,356 –
-CURRENT
ASSETS

CURRENT
ASSETS
Cash and 219,158 27,000
cash
equivalents
Trade and 386,305 20,504
other
receivables
Investments 7 – 27,379
held at fair
value
through
profit or
loss
TOTAL 605,463 74,883
CURRENT
ASSETS
TOTAL ASSETS 11,850,819 74,883

EQUITY
 Share 8 2,129,910 239,025
capital
   Share 8 12,395,985 1,004,380
premium
account
   Share 269,850 8,521
based
payment
reserve
   Retained (3,199,954) (1,578,383)
deficit
TOTAL EQUITY 11,595,791 (326,457)

CURRENT
LIABILITIES
Trade and 255,028 401,340
other
payables
TOTAL 255,028 401,340
CURRENT
LIABILITIES
TOTAL 255,028 401,340
LIABILITIES
TOTAL EQUITY 11,850,819 74,883
AND
LIABILITIES

The notes form an integral part of the Unaudited Condensed Interim Financial
Statements.

VAULTZ CAPITAL PLC (FORMERLY HELIUM VENTURES PLC) – CONDENSED INTERIM FINANCIAL
STATEMENTS

(AQSE: V3TC)

STATEMENT OF CASHFLOWS

FOR THE  SIX-MONTH PERIOD ENDED 31 OCTOBER 2025

Unaudited Period Unaudited
to 31 October Period to
2025 31
October
2024
£ £
Cash flow from operating
activities
Loss before income tax (1,621,571) (81,148)
Adjustments for
Fair value adjustment 3,166 16,027
BTC revaluation 6  335,383 –
Share based payments 70,369 –
Changes in working
capital:
Decrease / (increase) in (341,291) (5,821)
other receivables
(Decrease) / increase in 116,623 51,682
other payables
Net cash (used in)/ from (1,437,321) (19,260)
in operating activities

Cash flows from investing –
activities
Cryptocurrency purchases (7,005,740) –
Net cash flow from (7,005,740) –
investing activities

Cashflows from financing
activities
Proceeds from issue of  8,635,219 –
ordinary shares net of
fees
Net cash flow from  8,635,219 –
financing activities

Net increase in cash and 192,158 (19,260)
cash equivalents
Cash and cash equivalents 27,000 56,215
at beginning of the period
Cash and cash equivalents 219,158 36,955
at end of the period

Ordinary Share Share Based Retained Total
Share Premium Payment deficit equity
capital Reserves
£ £ £ £ £
As at 30 April 239,025 1,004,380 18,615 (1,237,891) 24,129
2024
Comprehensive – – – – –
income for the
year
Loss for the year  – – – (350,586) (350,586)
Other – – – – –
comprehensive
income
Total – – – (350,586) (350,586)
comprehensive loss
for the year

Transactions with
owners
Ordinary Shares – – – – –
issued
Share Issue Costs  – – – – –
Lapsed Warrants – – (10,094) 10,094 –
Total transactions – – (10,094) 10,094 –
with owners
As at 30 April 239,025 1,004,380 8,521 (1,578,383) (326,457)
2025

VAULTZ CAPITAL PLC (FORMERLY HELIUM VENTURES PLC) – CONDENSED INTERIM FINANCIAL
STATEMENTS

(AQSE: V3TC)

STATEMENT OF CHANGES IN EQUITY

FOR THE  SIX-MONTH PERIOD ENDED 31 OCTOBER 2025

Ordinary Share Share Share Retained Total
capital Premium Based deficit equity
Payment
Reserves
£ £ £ £ £
As at 1 May 239,025 1,004,380 8,521 (1,578,383) (326,457)
2025
Comprehensive
income for
the
period
Loss for the – – – (1,621,571) (1,621,571)
period
Other – – –  –  –
comprehensive
income
Total – – – (1,621,571) (1,621,571)
comprehensive
loss for the
period

Transactions
with
owners
Ordinary        12,266,828 – – 14,155,713
Shares 1,888,885
issued
Issue of – – 269,850 – 269,850
warrants
Exercise of                 26,521 (8,521) – 20,000
warrants 2,000
Share Issue –  (901,744)  – –  (901,744)
Costs
Total  1,890,885  11,391,605  261,329  –   13,543,819
transactions
with owners
As at 31  2,129,910  12,395,985  269,850 (3,199,954) 11,595,791
October
2025

VAULTZ CAPITAL PLC (FORMERLY HELIUM VENTURES PLC) – CONDENSED INTERIM FINANCIAL
STATEMENTS

NOTES TO THE INTERIM FINANCIAL INFORMATION

FOR THE PERIOD FROM 1 MAY 2025 TO 31 OCTOBER 2025

The notes form an integral part of the Unaudited Condensed Interim Financial
Statements.

1. General information

The Company was incorporated on 23 April 2021 in England and Wales with
Registered Number 13355240 under the Companies Act 2006.

The address of its registered office is Eccleston Yards, 25 Eccleston Place,
London SW1W 9NF, United Kingdom.

The Company was incorporated to seek suitable investment opportunities in the
technology sector. During the period the Company changed its name to Vaultz
Capital plc and pivoted to bitcoin mining and other digital asset investments.
To further its stated ambition the Company formally adopted a Cryptocurrency
treasury function with a focus Bitcoin (BTC) accumulation.

The Company commenced trading on the Aquis Stock Exchange (AQSE) Growth Market
on 8 July 2021.

2. Accounting Policies

IAS 8 requires that management shall use its judgement in developing and
applying accounting policies that result in information which is relevant to the
economic decision-making needs of users, that are reliable, free from bias,
prudent, complete and represent faithfully the financial position, financial
performance and cash flows of the entity.

3. Basis of preparation

The Condensed Interim Financial Statements have been prepared in accordance with
the requirements of the AQSE Rules and International Accounting Standards in
conformity with the requirements of the Companies Act 2006 and the Companies Act
2006 applicable to companies reporting under IFRS.

The Condensed Interim Financial Statements have not been prepared in accordance
with IAS 34 «Interim Financial Statements.» The Condensed Interim Financial
Statements do not include all disclosures that would otherwise be required in a
complete set of financial statements but have been prepared in accordance with
the existing accounting policies of the Company.

The Interim Financial Statements for the period from 1 May 2025 to 31 October
2025 are unaudited.

The Company Financial Information has been prepared using the measurement bases
specified by IFRS for each type of asset, liability, income and expense.

The Historic Financial Information does not constitute statutory accounts within
the meaning of section 434 of the Companies Act 2006.

The Historic Financial Information is presented in £ unless otherwise stated,
which is the Company’s functional and presentational currency.

Going concern

The Directors have made an assessment of the Company’s ability to continue as a
going concern and are satisfied that the company has the adequate resources to
continue in operational existence for the foreseeable future. The Company,
therefore, continues to adopt the going concern basis in preparing its interim
financial statements.

Accounting policies

The same accounting policies, presentation and methods of computation have been
followed in these Condensed Interim Financial Statements as were applied in the
preparation of the Company’s historic financial information for the year ended
30 April 2025 except for the impact of the adoption of the Standards and
interpretations described below and new accounting policies adopted as a result
of changes in the Company.

New standards and interpretations not yet adopted

At the date of approval of these financial statements, the following standards
and interpretations which have not been applied in these financial statements
were in issue but not yet effective (and in some cases have not yet been adopted
by the UK):

Standard Impact on initial Effective date
application
Amendments to IAS21 Lack of exchangeability 1 January 2025
Amendments IFRS 9 and IFRS 7 – Classification and 1 January 2026
Financial instruments measurement of financial
instruments
IFRS 18 – Presentation and Presentation and Disclosure 1 January 2027
Disclosure in Financial of financial Statements
Statements

The effect of these new and amended Standards and Interpretations which are in
issue but not yet mandatorily effective is not expected to be material.

4. Critical accounting estimates and judgments

In preparing the Condensed Interim Financial Statements, the Directors have to
make judgments on how to apply the Company’s accounting policies and make
estimates about the future. Estimates and judgements are continuously evaluated
based on historical experiences and other factors, including expectations of
future events that are believed to be reasonable under the circumstances. In the
future, actual experience may deviate from these estimates and assumptions.

The key assumptions concerning the future and other key sources of estimation
uncertainty at the reporting date that have a significant risk of causing a
material adjustment to the carrying amounts of assets and liabilities within the
next financial year, are described below.

5. Earnings per Ordinary share

Unaudited Unaudited
31 October 2025 31 October 2024
Basic and dilutive earnings per Ordinary Share
Earnings attributable to Shareholders (1,621,571) (81,148)
Weighted average number of Ordinary Shares 69,853,177 23,902,500
Per share amount-(pence) (2.31) (0.34)

There is no difference between the diluted loss per share and the basic loss per
share presented. Share options and warrants could potentially dilute basic
earnings per share in the future but were not included in the calculation of
diluted earnings per share as they are anti-dilutive for the period presented.

6. Intangible asset

The Company holds a significant balance in cryptocurrencies, as detailed below.
The accounting for cryptocurrencies involves judgement, as there is currently no
specific IFRS standard that directly addresses their accounting treatment.

The Company has determined that its cryptocurrency holdings meet the definition
of intangible assets under IAS 38 Intangible Assets, as they are identifiable
non-monetary assets without physical substance and do not represent financial
instruments. Management has assessed that the cryptocurrencies are not held for
sale in the ordinary course of business and therefore are not classified as
inventory under IAS 2 Inventories.

Cryptocurrencies are initially recognised at cost. Subsequent measurement is
performed using a fair value model where an active market exists. Given the
nature of the assets and the Company’s operating strategy, all subsequent fair
value movements, including gains and losses, are recognised directly in the
profit and loss statement in the period in which they arise.

The assessment of whether an active market exists for a particular
cryptocurrency involves judgement and considers factors such as trading volumes,
bid-ask spreads, market liquidity, and the level of observable market activity.

As at 1 Additions Disposals Revaluations As at 31
May 2025 October
2025
£ £ £ £ £
Cryptocurrencies – 11,580,739 – (335,383) 11,245,356
Total – 11,580,739 – (335,383) 11,245,356

Cryptocurrencies Number Fair Value as at 31 October 2025
Bitcoin (BTC) 135.02 11,245,356
Total 135.02 11,245,356

7. Investments held at fair value through profit and loss

Current (Tier 1)

[][]
£
Cost at 30 April 2025[ 1] 219,949
Additions –
Disposals (219,949)
Cost at 31 October 2025 –

Fair value loss at 30 April 2025 (2,310)
Fair value loss at 31 October 2025 (3,166)

Fair value of Investment at 30 April 2025 27,379
Fair value of Investment at 31 October 2025 –

Non – Current  (Tier 3)

Cost at 31 October 2024 250,000
Additions –
Cost at 30 April 2025 250,000
Additions –
Cost at 31 October 2025 250,000

Impairment at 30 April 2025 [2] (250,000)
Impairment at 31 October 2025 –

Fair value loss at 30 April 2025 –
Fair value loss at 31 October 2025 –

Fair value of Investment at 30 April 2025 –
Fair value of Investment at 31 October 2025 –

1 – On 3 November 2021, the Company acquired an investment in ASX listed Blue
Star Helium Limited. The investment totalled AUD $400,000 at AUD 5.6 cents per
share and was part of a AUD $15 million fundraise.

The investment was initially recognised as a financial asset held at fair value
through profit and loss. During the period the full investment in Blue star was
sold and a realised loss of £3,166 was recorded through the profit and loss
statement.

2 – During the prior financial year, the Company invested £250,000 in Vestigo
Technologies, representing a 19.9% stake. At initial recognition the Company was
deemed not to have significant influence or control, and the investment was
therefore held at fair value and not consolidated. Given lack of information
with regards to  the fair value and initial uncertainty over Vestigo’s
prospects, the investment was held at cost. However, during the year ended 30
April 2025, a combination of geopolitical uncertainty and a material shareholder
dispute has significantly undermined the outlook for the investment. In
accordance with IAS 36 – Impairment of Assets, a formal impairment assessment
was performed, which concluded that both fair value less costs to sell and value
in use were negligible. As there is no active market, no observable transaction
prices, no credible forward cash flow projections, and no viable exit strategy,
the recoverable amount was determined to be £nil. As a result, the full £250,000
carrying value was impaired at  the previous year end, with the impairment
recognised immediately in profit or loss as an exceptional, non-cash item.  As
at 31 October 2025 the Company has not recovered any of the amount.

Accounting standards, including IFRS 13, prescribe a three-level hierarchy for
fair valuing financial

instruments. The investment in Blue Star Helium Limited has been measured and
recognised in the financial statements at Level 1 as the entity is publicly
quoted whilst the investment in Trackimo is considered level 3. The three levels
are described below:

Level 1: The fair value of financial instruments traded in active markets (such
as publicly traded derivatives, and equity securities) is based on quoted market
prices at the end of the reporting year. The quoted market price used for
financial assets held by the Company is the current bid price. These instruments
are included in level 1.

Level 2: The fair value of financial instruments that are not traded in an
active market (e.g. over-the counter derivatives) is determined using valuation
techniques that maximise the use of observable market data and rely as little as
possible on entity-specific estimates. If all significant inputs required to
fair value an instrument are observable, the instrument is included in level 2.

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

8. Share Capital & Share Premium
[][][][][][][]
Ordinary Share Capital Share Premium  Total
Shares
# £ £ £
At 1 May 23,902,500 239,025 1,004,380 1,243,405
2024
Movement – – – –
for the
year
At 30 23,902,500 239,025 1,004,380 1,243,405
April 2025
Share                            239,025  478,051
raise [1] 23,902,483 239,026
Fee                            594,457  1,188,913
shares[ 2] 59,445,650 594,456
Warrant                                          26,520  28,520
exercise 200,000 2,000
[3]
Share                               3,906,977  4,000,000
issue [4] 9,302,326 93,023
Share                                  935,484  1,000,000
issue[ 5] 6,451,613 64,516
Share                                  939,394  1,000,000
issue [6] 6,060,607 60,606
Share                         5,651,491  6,488,749
issue [7] 83,725,805 837,258
Share – – (901,743) (901,743)
issue cost
At 31 212,990,984 2,129,910 12,395,985 14,525,895
October
2025

1. On 30 May 2025 the Company issued 23,902,483 ordinary shares in the Company
at 2p per share raising £478,051 in gross proceeds.
2. At the Company’s General meeting on 18[th] June 2025 59,445,650 shares were
issued at 2p to settle historic liabilities with suppliers and directors of the
Company. Refer to note 9 for further information.
3. On 24 June the Company exercised 200,000 warrants in the Company at an
exercise price of 10p receiving gross proceeds of £20,000.
4. On 26 June 2025 the Company raised £4,000,000 in gross proceeds via the
issue of 9,302,326 of ordinary shares at 43p per share.
5. On 2 July 2025 the Company raised gross proceeds of £1,000,000 via the issue
of 6,451,613 shares at 15.5p per ordinary share.
6. On 14 July 2025 the Company raised gross proceeds of £1,000,000 via the
issue of 6,060,607 shares at 16.5p per ordinary share.
7. On 1 August 2025 the Company raised gross proceeds of approximately £6.3
million through the issue of 80,967,741 new ordinary shares at the issue price
as part of the Capital Raising. In addition, the Company issued 2,758,064 new
ordinary shares at the issue price in respect to commission for funds raised
under the subscription only.

9. Related Party Transactions

Provision of services:

Charlie Wood, a partner of Orana Corporate LLP, is also a director of the
Company. As a result, Orana Corporate LLP is considered a related party under
the applicable reporting framework due to the common directorship and influence
Charlie Wood has over both entities.

Orana Corporate LLP has a service agreement with the Company for the provision
of accounting, Company

secretarial and corporate finance services. In the period Orana Corporate LLP
accrued £83,071 (2024: £12,000) for these services from the Company. At the
general meeting on 18 June 2025, £51,356 of the amount payable was settled via
the issue of 2,567,800 shares in the Company.

Issue of options:

On 18 June 2025, the Company granted options over ordinary shares of 1p each to
certain directors under the Company’s Option Plan. The options were granted as
part of the Company’s long-term incentive arrangements and are intended to align
the interests of directors with those of shareholders.

The options had an exercise price of 17 pence per share and were subject to both
service and market-based performance conditions. Vesting was dependent on the
Company achieving specified five-day volume-weighted average share price hurdles
and on the options reaching their respective vesting dates between 18 December
2025 and 18 December 2027. Once vested, the options would have been exercisable
for a period of 36 months from the relevant vesting date.

Options granted to related parties during the period were as follows:

· Alex Appleton, Chief Executive Officer: 14,000,000 options
· Sarah Gow, Chief Operating Officer: 13,000,000 options
· Charlie Wood, Non-Executive Chairman: 4,000,000 options
· Fungai Ndoro, Non-Executive Director: 3,000,000 options

Alex Appleton and Sarah Gow resigned from the Company on 1 August 2025. In
accordance with the terms of the Option Plan, all options granted to them lapsed
immediately on resignation and none of these options vested or became
exercisable.

No amounts were paid by the directors for the grant of these options. The fair
value of the options granted has been recognised as a share-based payment
expense in accordance with IFRS 2, Share-based Payment, with any unvested
amounts reversed where the relevant service conditions were not satisfied.

Issue of equity

At the General Meeting held on 18 June 2025, shareholders approved the issue of
ordinary shares in connection with a conditional subscription and a creditor
settlement, which included the settlement of amounts owed to certain directors
and related parties.

Under the creditor settlement, Fungai Ndoro and Neil Ritson, both Non-Executive
Directors, each received 1,784,450 ordinary shares of 1p each in settlement of
fees of £35,689, Charlie Wood, Non-Executive Chairman, received 1,611,450
ordinary shares in settlement of fees of £32,229, and Orana Corporate LLP, a
related party , received 2,567,800 ordinary shares in settlement of fees of
£51,356. In addition, Charlie Wood subscribed for 438,233 ordinary shares under
the conditional subscription. All shares were issued on the same terms and at
the same price as those issued to other participating creditors and subscribers
and rank pari passu with existing ordinary shares.

10. Ultimate Controlling Party

As at 31 October 2025, there was no ultimate controlling party of the Company.

11. Post Balance Sheet Events

As at 27 January 2026 the value of the Company’s BTC holdings was £8,683,811
(USD 12,026,771).

There have been no other material events subsequent to period end.

12. Nature of the Interim Financial Statements

The Company Financial Information presented above does not constitute statutory
accounts for the period under review.

13. Approval of the Condensed Interim Financial Statements

The Condensed Interim Financial Statements were approved by the Board of
Directors on 28 January 2026.

This information was brought to you by Cision http://news.cision.com