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6-K

Caledonia Mining Corp Plc (CMCL)

6-K 2025-08-11 For: 2025-08-11
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Added on April 11, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Of the Securities Exchange Act of 1934

For the month of August 2025 Commission File Number: 001-38164

CALEDONIA MINING CORPORATION PLC (Translation of registrant's name into English)

B006 Millais House Castle QuaySt Helier Jersey JE2 3EF (Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F [ X ]      Form 40-F [   ]

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CALEDONIA MINING CORPORATION PLC
(Registrant)
Date: August 11, 2025 /s/ JOHN MARK LEARMONTH
John Mark Learmonth
CEO and Director

EXHIBIT INDEX

Exhibit Number Description
99.1 Press Release dated August 11, 2025

EdgarFiling

EXHIBIT 99.1

Caledonia Mining Corporation Plc: Results for the Quarter endedJune 30, 2025

Details of Management Conference Call

Strong Performance Driven by Record Q2 Production and Higher Gold Prices

ST HELIER, Jersey, Aug. 11, 2025 (GLOBE NEWSWIRE) -- Caledonia Mining Corporation Plc (“Caledonia” or “the Company”) (NYSE AMERICAN: CMCL; AIM: CMCL; VFEX: CMCL) announces its operating and financial results for the quarter ended June 30, 2025 (“Q2 2025” or the “Quarter”). Further information on the financial and operating results for the Quarter can be found in the Management Discussion and Analysis (“MD&A”) and the unaudited condensed consolidated interim financial statements, which are available on the Company’s website and are being filed on SEDAR+.

Q2 2025 HIGHLIGHTS

Financial Highlights:

  • Gold revenue of $65.0 million (second quarter of 2024 (“Q2 2024”): $50.1 million, +30%)
  • Gross profit of $33.8 million (Q2 2024: $22.9 million, +48%)
  • EBITDA of $39.5 million (including one off profit on sale of solar plant in April 2025 of $8.5m) (Q2 2024: $20.4 million, +94%)
  • Net profit attributable to shareholders of the Company of $20.5 million (Q2 2024: $8.3 million, +147%)
  • Adjusted EPS of 113.9 cents (Q2 2024: 44.6 cents, +155%)
  • Net cash from operating activities of $28.1 million (Q2 2024: $19.1 million, +47%)
  • Net cash position (including fixed term deposits) improved to $26.2 million (Q2 2024: negative $1.4 million)
  • A dividend of 14 cents per share was declared today, August 11, 2025
  • Completion of the solar plant sale (through the sale of the Zimbabwe subsidiary owning the plant) to CrossBoundary Energy Holdings for $22.35 million which was paid in cash

Operational Highlights:

  • Production at Blanket Mine of 21,070 ounces (Q2 2024: 20,773 ounces, +1.4%)
  • Production guidance at Blanket Mine for 2025 increased to 75,500 - 79,500 ounces of gold
  • On-mine cost per ounce of $1,123 (Q2 2024: $1,013, +10.9%)
  • All-in sustaining cost (“AISC”) per ounce of $1,805 (Q2 2024: $1,485, +21.5%)
  • Average realised gold price of $3,188 per ounce (Q2 2024: $2,302, +38.5%)
  • Continued progress on Bilboes feasibility study and Motapa exploration programme
  • Continued exploration at Blanket to upgrade inferred resources and explore new areas within the mining lease area.

Mark Learmonth, Chief Executive Officer, commented:

“Caledonia has delivered another strong quarter, highlighted by record second-quarter gold production atBlanket and a substantial increase in profitability, reflecting strong operational performance and a higher gold price environment. Iwould like to thank the team for their hard work and contribution.

“The successful sale of our solar plant in April has strengthened our balance sheet and ensures a reliable,long-term renewable energy supply for Blanket Mine.

“Our ongoing drilling campaign at Blanket Mine continues to demonstrate encouraging results, further improvingour confidence in the mineral resource and pointing to additional future mineral resource growth. The grades and widths we are seeingfrom this drilling campaign are as good as and, in some cases, considerably better than results from previous drilling campaigns.

“We are encouraged by the progress on the Bilboes feasibility study, and we continue to evaluate opportunitiesthat could materially improve project economics. At the same time, our exploration programme at Motapa is advancing well, with a clearfocus on identifying both sulphide and oxide resources that could support near-term production and longer-term growth.

“Looking ahead, we remain focused on delivering our increased production guidance at Blanket, and advancingour growth pipeline in a way that maximises long-term value for shareholders. With a strong operational base and a clear strategic roadmap,Caledonia is well positioned to continue building on this positive momentum.”

Revenue and Profit

Revenue for the Quarter was $65.0 million, a 30% increase from $50.1 million in Q2 2024. This improvement was driven by higher gold prices and slightly higher production. Gross profit increased to $33.8 million (Q2 2024: $22.9 million).

Net profit attributable to shareholders of the Company more than doubled to $20.5 million (Q2 2024: $8.3 million), while adjusted EPS rose to 113.9 cents from 44.6 cents in Q2 2024.

Costs

Consolidated on-mine cost per ounce increased by 10.9% to $1,123 (Q2 2024: $1,013), primarily due to higher labour and consumables costs at Blanket Mine. Labour costs increased due to a higher headcount, inflationary salary increases, bonuses paid for higher production, and overtime worked. Consumable costs per ounce at Blanket increased due to higher repair and maintenance activities at the metallurgical plant and on underground trackless mining machinery in the Quarter.

Consolidated AISC rose to $1,805 per ounce (Q2 2024: $1,485); this was as expected due to higher on-mine costs and increased sustaining capital expenditure (as planned).

Full year sustaining capital expenditure remains on target.

Cash Generation

During the half year ended 30 June 2025, Caledonia generated operating cash inflows of $41.3 million (Q2 2025: $28.1 million), driven by higher production at Blanket and a favourable gold price environment.

An additional $22.35 million (pre-tax) was received in the Quarter from the sale of the solar plant, further strengthening the group’s cash position.

This strong cash generation supported continued investment in strategic growth. The group invested $17.7 million during the half year (Q2 2025: $10.5 million) in property, plant, and equipment on key infrastructure at Blanket. A further $3.1 million during the half year (Q2 2025: $1.8 million) was allocated to exploration and evaluation activities, primarily at Bilboes and Motapa.

To optimise short-term returns and strengthen the balance sheet, $18.0 million was placed into fixed-term deposits during the Quarter.

Financing activities had a net outflow of $6.0 million during the half year (Q2 2025: $6.9 million), with three key drivers being net proceeds from loans and bond issuance for supporting capital projects making a positive contribution of $3.2 million (Q2 2025: $0.8 million) and an outflow of $9.0 million (Q2 2025: $7.6 million) returned to Caledonia and Blanket minority shareholders through dividends. Additionally, $0.1 million (Q2 2025: $0.1 million) paid lease liabilities in the period.

As a result of all the key movements above, cash and cash equivalents increased by $16.9 million during the half year (Q2 2025: $12.8 million) to $8.2 million. This reflects Caledonia’s prudent treasury management and balanced approach to deploying capital for both growth and shareholder returns.

OPERATIONAL REVIEW

Blanket Mine

Blanket Mine produced 21,070 ounces of gold in Q2 2025, a 1.4% increase from 20,773 ounces in Q2 2024. The increase was due to higher grades and better plant recoveries. As announced on July 16, 2025, Blanket's annual production guidance for 2025 was increased to 75,500 - 79,500 ounces, reflecting a strong operational performance.

The plant recovery rate in the Quarter was 94.4%, which represents a new record. The improved recovery was due to the introduction of an additional tank in the carbon-in-leach circuit, closer attention to dosage levels of reagents and improved process controls. The improved recovery rate in the Quarter compared to the average recovery of 93.6% in 2024 resulted in approximately 175 ounces of additional gold production in the Quarter. In the absence of unforeseen changes to the ore feed grade or mineralogy, it is anticipated that the recovery rate achieved in the Quarter can be sustained. The metallurgical team at Blanket continues to evaluate opportunities to achieve further improvements in recovery.

Exploration at Blanket is ongoing with encouraging high grade results. The programme is aimed at evaluating the continuity of the mineralised zones on the Blanket, Eroica and Lima orebodies (which comprise three of the main orebodies at Blanket Mine). The objectives of the programme are to increase the confidence levels of the existing mineral resource and to grow the mineral resource estimate below the 34 level (1,110 metres) of the mine.

Results from 6,976 metres of underground drilling from January 2024 to the end of April 2025 indicate that the existing Blanket and Eroica orebodies have grades and widths which are generally better than expected, while the Lima orebody is shown to continue below 22 level (750 metres). A new potential orebody has been intersected in the Blanket orebody area of the mine, with impressive grades and widths.

Solar Plant Sale Summary

On 11 April, 2025, Caledonia sold its Zimbabwe subsidiary, Caledonia Mining Services (Private) Limited (“CMS”), to CrossBoundary Energy Holdings for $22.35 million in cash. CMS owns the 12.2MWac solar plant powering Blanket Mine, which will continue supplying energy under an exclusive agreement.

Bilboes Project

The feasibility study for the Bilboes sulphide project is progressing well and we continue to evaluate new opportunities which may enhance the economics of the project and the potential for near-term, low capital revenue opportunities elsewhere in Caledonia's asset portfolio to contribute to funding the Bilboes project.

In the Quarter, 372 ounces of gold were produced from the Bilboes oxide mine.

Motapa Exploration

After the encouraging results from the 2024 exploration programme, a $2.8 million exploration programme is underway at Motapa for 2025, targeting sulphide and oxide resources across the Motapa property. With Motapa's location adjacent to Bilboes, significant synergies could be obtained should a viable resource be identified through the planned exploration programme.

To the end of June 2025, a total of 1,788 meters of diamond drilling and 9,638 meters of reverse circulation drilling has been completed. A full overview of activities and results are expected to be provided during the second half of 2025.

LEADERSHIP CHANGES

Mr. Johan Holtzhausen retired from the Board and as chair of the Audit Committee in May 2025.

Ms. Tariro Gadzikwa was appointed as chair of the Audit Committee.

REPORTING CHANGES

Caledonia will no longer publish financial statements and management’s discussion and analysis (MD&A) reports on a quarterly basis in accordance with Canadian securities regulations. This decision aligns with applicable exemptions under Canadian securities regulations, including National Instrument 71-102 – Continuous Disclosure and Other Exemptions Relating to ForeignIssuers, and reflects our status as an SEC foreign issuer with equivalent disclosure obligations outside Canada.

We remain fully committed to transparent and timely disclosure of material information through the publication of our annual and half-yearly financial statements and via recognised regulatory channels, and, going forwards, we anticipate publishing revenue, costs and production results for the quarters for which we do not release detailed financial results (namely, the first and third quarters). This change does not affect our obligation to disclose any significant developments or risks that may materially impact the group’s financial position or performance. We will continue to provide comprehensive MD&A commentary as part of our annual and semiannual reporting cycle.

OUTLOOK AND GUIDANCE

Blanket is on track to achieve production within its updated guidance range of 75,500 to 79,500 ounces^1^ for 2025, while continuing to modernise operations and improve mining and operational cost efficiencies.

Further exploration is being undertaken at Blanket, aiming to upgrade existing inferred mineral resources to measured and indicated categories, with the goal of extending the mine’s life. In addition, exploration is ongoing in target areas outside the current mine footprint within the Blanket mining lease area.

Work continues on the feasibility study for the Bilboes sulphide project, including the assessment of new factors that may enhance the project’s economics. At Motapa, exploration efforts are progressing through a $2.8 million programme focused on both oxide and sulphide resources.

INVESTOR CONFERENCE CALL

Details of Investor and Analyst Presentation

Conference Call Details

A presentation for investors and analysts will be held as follows:

When: August 13, 2025 at 2:00pm London time

Topic: Q2 2025 Results Call for Investors

Register in advance for this webinar: https://brrmedia.news/CMCL_Q225

________________________

^1^ Refer to the technical report entitled "NI 43-101 Technical Report on the Blanket Gold Mine, Zimbabwe" with effective date December 31, 2023 prepared by Caledonia Mining Corporation Plc and filed by the Company on SEDAR+ (https://www.sedarplus.ca) on May 15, 2024.

Craig James Harvey, MGSSA, MAIG, Caledonia Vice President, Technical Services, has reviewed and approved the scientific and technical information contained in this news release. Craig James Harvey is a "Qualified Person" as defined by each of (i) the Canadian Securities Administrators' National Instrument 43-101 - Standards of Disclosure for Mineral Projects and (ii) sub-part 1300 of Regulation S-K of the U.S. Securities Act.

Enquiries:

Caledonia Mining Corporation Plc
Mark Learmonth Tel: +44 1534 679 800
Camilla Horsfall Tel: +44 7817 841 793
Cavendish Capital Markets Limited (Nomad and Joint Broker)
Adrian Hadden Tel: +44 207 397 1965
Pearl Kellie Tel: +44 131 220 9775
Panmure Liberum (Joint Broker)
Scott Mathieson Tel: +44 20 3100 2000
Camarco, Financial PR/ IR (UK)
Gordon Poole Tel: +44 20 3757 4980
Elfie Kent
Fergus Young
3PPB (Financial PR, North America)
Patrick Chidley Tel: +1 917 991 7701
Paul Durham Tel: +1 203 940 2538
Curate Public Relations (Zimbabwe)
Debra Tatenda Tel: +263 77802131
IH Securities (Private) Limited (VFEX Sponsor - Zimbabwe)
Lloyd Mlotshwa Tel: +263 (242) 745 119/33/39

This announcement contains inside information which is disclosed in accordance with the Market Abuse Regulation(EU) No. 596/2014 (“MAR”) as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 and isdisclosed in accordance with the Company's obligations under Article 17 of MAR.

Cautionary Note Concerning Forward-Looking Information

Information and statements contained in this news release that are not historical facts are "forward-looking information"within the meaning of applicable securities legislation that involve risks and uncertainties relating, but not limited to Caledonia'scurrent expectations, intentions, plans, and beliefs. Forward-looking information can often be identified by forward-lookingwords such as "anticipate", "believe", "expect", "goal", "plan", "target", "intend", "estimate", "could", "should", "may" and "will" orthe negative of these terms or similar words suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions,intentions or statements about future events or performance. Examples of forward-looking information in this news release include: productionguidance, expected recovery rates, our plans and timing regarding further exploration and drilling and development, future costs, thedevelopment of Bilboes and Motapa, the amount and funding of capital costs and the publication of the Bilboes feasibility study. Thisforward-looking information is based, in part, on assumptions and factors that may change or prove to be incorrect, thus causing actualresults, performance or achievements to be materially different from those expressed or implied by forward-looking information. Suchfactors and assumptions include, but are not limited to: failure to establish estimated resources and reserves, the grade and recoveryof ore which is mined varying from estimates, success of future exploration and drilling programs, reliability of drilling, sampling andassay data, assumptions regarding the representativeness of mineralization being inaccurate, success of planned metallurgical test-work,capital and operating costs varying significantly from estimates, delays in obtaining or failures to obtain required governmental, environmentalor other project approvals, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projectsand other factors.

Security holders, potential security holders and other prospective investors should be aware that these statementsare subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from thosesuggested by the forward-looking statements. Such factors include, but are not limited to: risks relating to estimates ofmineral reserves and mineral resources proving to be inaccurate, fluctuations in gold price, risks and hazards associated with the businessof mineral exploration, development and mining, risks relating to the credit worthiness or financial condition of suppliers, refinersand other parties with whom the Company does business; inadequate insurance, or inability to obtain insurance, to cover these risks andhazards, employee relations; relationships with and claims by local communities and indigenous populations; political risk; risks relatedto natural disasters, terrorism, civil unrest, public health concerns (including health epidemics or outbreaks of communicable diseasessuch as the coronavirus (COVID-19)); availability and increasing costs associated with mining inputs and labour; the speculative natureof mineral exploration and development, including the risks of obtaining or maintaining necessary licenses and permits, diminishing quantitiesor grades of mineral reserves as mining occurs; global financial condition, the actual results of current exploration activities, changesto conclusions of economic evaluations, and changes in project parameters to deal with unanticipated economic or other factors, risksof increased capital and operating costs, environmental, safety or regulatory risks, expropriation, the Company's title to propertiesincluding ownership thereof, increased competition in the mining industry for properties, equipment, qualified personnel and their costs,risks relating to the uncertainty of timing of events including targeted production rate increase and currency fluctuations, risks relatedto potentially being unable to remedy the deficiency in control over accounting for deferred tax liabilities and risks related to potentiallybeing unable to prevent financial statements misstatements in the future . Security holders, potential securityholders and other prospective investors are cautioned not to place undue reliance on forward-looking information. By itsnature, forward-looking information involves numerous assumptions, inherent risks and uncertainties, both general and specific, that contributeto the possibility that the predictions, forecasts, projections and various future events will not occur. Caledonia undertakesno obligation to update publicly or otherwise revise any forward-looking information whether as a result of new information, future eventsor other such factors which affect this information, except as required by law.

This news release is not an offer of the shares of Caledonia for sale in the United States or elsewhere. This newsrelease shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the shares of Caledonia,in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualificationunder the securities laws of such province, state or jurisdiction.

Consolidated statements of profit or loss and other comprehensive income*(in thousands of United States Dollars, unless indicated otherwise)*
For the Three months ended June 30 Six months ended<br>June 30
Unaudited 2025 2024 2025 2024
Restated^*^ Restated^*^
Revenue 65,309 50,107 121,487 88,635
Royalty (3,507 ) (2,475 ) (6,278 ) (4,409 )
Production costs (23,954 ) (20,460 ) (46,576 ) (39,420 )
Depreciation (4,042 ) (4,239 ) (7,901 ) (8,058 )
Gross profit 33,806 22,933 60,732 36,748
Net foreign exchange loss (1,026 ) (2,182 ) (2,278 ) (7,064 )
Administrative expenses (4,363 ) (3,664 ) (8,961 ) (6,275 )
Fair value loss on derivative financial instrument - (174 ) (1,592 ) (476 )
Equity-settled share-based expense (226 ) (305 ) (82 ) (506 )
Cash-settled share-based (expense) / credit (285 ) (4 ) (443 ) (57 )
Other expenses (1,103 ) (664 ) (1,946 ) (1,264 )
Other income 75 185 141 349
Profit on the sale of non-current assets held for sale 8,540 - 8,540 -
Operating profit 35,418 16,125 54,111 21,455
Finance income 121 3 127 9
Finance cost (602 ) (797 ) (1,502 ) (1,529 )
Profit before tax 34,937 15,331 52,736 19,935
Tax expense (11,341 ) (5,151 ) (17,977 ) (7,681 )
Profit for the period 23,596 10,180 34,759 12,254
Other comprehensive income
Items that are or may be reclassified to profit or loss
Exchange differences on translation of foreign operations 239 178 446 34
Total comprehensive income for the period 23,835 10,358 35,205 12,288
Profit attributable to:
Owners of the Company 20,487 8,283 29,402 9,769
Non-controlling interests 3,109 1,897 5,357 2,485
Profit for the period 23,596 10,180 34,759 12,254
Total comprehensive income attributable to:
Owners of the Company 20,726 8,461 29,848 9,803
Non-controlling interests 3,109 1,897 5,357 2,485
Total comprehensive income for the period 23,835 10,358 35,205 12,288
Earnings per share
Basic earnings per share (cents) 105.7 41.6 150.3 48.9
Diluted earnings per share (cents) 105.7 41.6 150.3 48.9
Adjusted earnings per share
Basic earnings per share (cents) 113.9 44.6 172.4 54.2
Dividends per share (cents) 14.0 14.0 28.0 28.0

* Refer to note 27.

Summarised Consolidated Statements of Financial Position <br>(in thousands of United States Dollars, unless indicated otherwise)
Unaudited Jun 30 Dec<br> 31 Dec<br> 31
As at 2025 2024 2023
*Restated
Total non-current assets 300,646 287,046 274,074
Income tax receivable 106 355 1,120
Inventories 29,528 23,768 20,304
Derivative financial assets - - 88
Trade and other receivables 9,364 12,675 9,952
Prepayments 11,663 6,748 2,538
Fixed term deposit 18,000 - -
Cash and cash equivalents 19,860 4,260 6,708
Assets held for sale - 13,512 13,519
Total assets 389,167 348,364 328,303
Total non-current liabilities 73,741 68,505 63,970
Cash-settled share-based payment 751 634 920
Income tax payable 9,122 2,958 10
Lease liabilities 278 95 167
Loans and borrowings 1,741 1,174 -
Loan note instruments 1,093 855 665
Trade and other payables 29,137 26,647 20,503
Overdrafts 11,649 12,928 17,740
Liabilities associated with assets held for sale - 104 128
Total liabilities 127,512 113,900 104,103
Total equity 261,655 234,464 224,200
Total equity and liabilities 389,167 348,364 328,303
Consolidated statements of cash flows*(in thousands of United States Dollars, unless indicated otherwise)*
--- --- --- --- --- --- --- --- ---
Unaudited Three months ended June 30, Six months ended June 30,
2025 2024 2025 2024
Cash inflow from operations 34,111 20,988 52,668 27,523
Interest received 11 3 17 9
Finance costs paid (623 ) (710 ) (1,166 ) (1,283 )
Tax paid (5,415 ) (1,195 ) (10,246 ) (2,276 )
Net cash inflow from operating activities 28,084 19,086 41,273 23,973
Cash flows used in investing activities
Acquisition of property, plant and equipment (10,511 ) (6,897 ) (17,761 ) (10,638 )
Expenditure on exploration and evaluation assets (1,831 ) (733 ) (3,060 ) (1,163 )
Proceeds from sale of non-current asset held for sale (net of selling costs) 21,966 - 21,966 -
Proceeds from the sale of property plant and equipment 17 - 17 -
Acquisition of put options - (168 ) (1,592 ) (408 )
Investment in fixed term deposits (18,000 ) - (18,000 ) -
Net cash used in investing activities (8,359 ) (7,798 ) (18,430 ) (12,209 )
Cash flows from financing activities
Dividends paid (7,606 ) (2,912 ) (8,993 ) (5,632 )
Payment of lease liabilities (104 ) (38 ) (133 ) (75 )
Proceeds from loans and borrowings 1,259 2,032 1,259 2,032
Repayments of loans and borrowings (472 ) - (472 ) -
Bonds - solar bond issue receipts (net of transaction cost) - 1,939 2,387 1,939
Net cash (used in) / from financing activities (6,923 ) 1,021 (5,952 ) (1,736 )
Net increase in cash and cash equivalents 12,802 12,309 16,891 10,028
Effect of exchange rate fluctuations on cash and cash equivalents (19 ) 485 (12 ) (362 )
Net cash and cash equivalents at the beginning of the period (4,572 ) (14,160 ) (8,668 ) (11,032 )
Net cash and cash equivalents at the end of the period 8,211 (1,366 ) 8,211 (1,366 )