Business Update

Pennpetro Energy PLC

05 June 2026

 

This announcement contains inside information for the purposes of Article 7 of the UK Market Abuse Regulation (UK MAR), and is disclosed in accordance with the Company's obligations under Article 17 of UK MAR. Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

  5 June 2026

Pennpetro Energy Plc

("Pennpetro" or the "Company")

Business Update

Disposal of Legacy US Assets

Update on Contributed Shares

Filing of Section 793 Notice

Pennpetro Energy plc ("Pennpetro" or the "Company"), the company focused on developing strategic energy projects, announces the strategic disposal of the Group's remaining interests in its US subsidiary entities, Pennpetro USA Corp, and its two wholly owned subsidiaries, Nobel Petroleum USA Inc. and Nobel Petroleum LLC (collectively, the "US Legacy Subsidiaries").

The Board, having reviewed its near-term and mid-term plans, believes that the costs in time and money, compared with other opportunities under consideration, do not warrant the Company continuing its ownership in the existing US assets. Petroquest Energy Limited ("Petroquest"), which agreed to the discharge of a c. USD$5m loan and to acquire a 51% interest in the US Legacy Subsidiaries on 30 March 2026, has agreed to acquire the Group's remaining 49% interest through an Agreement Amendment whereby "PPP transfers 100% of the issued stock in PPP USA to PQ."

The current board, supported by investment from RMD Group, is seeking to achieve maximum value for shareholders. In doing so, the Board has had to address a number of legacy issues, including the absence of production since 2024, delays in publishing financial statements, incomplete financial records which contributed to a disclaimer of opinion in the audit reports, and disputes with and between shareholders arising from share lending arrangements.

The Board has concluded that the interests of the Company and its shareholders will be best served by disposing of the US Legacy Subsidiaries and focusing on identifying, reviewing, and then acquiring one or more material oil and gas assets currently under consideration, in Canada and/or the United States, unconnected with the legacy activities of Pennpetro. When further information on these opportunities is available it will be disclosed to shareholders.

Update on contributed shares

The Board expects that in time for the next AGM, shareholders who are owed shares by the Company, in particular the 'Contributed Shares' loaned to the Company will, subject to being able to demonstrate that they are fully entitled to them, receive those shares and be eligible to vote for the first time in several years on the future of the Company.

As a reminder to all, it was they who trusted the Company to return those shares and assisted at the time they loaned them to enable the Company to raise funds when no headroom was available. This is not, for the avoidance of any doubt, "additional dilution" created today.

This dilution was created in 2024 when the shares were borrowed by a previous board at this Company and has been reflected in the 'Fully Diluted' position of the Company since the day they were transferred by their rightful owners to the Company at the Company's request.

Section 793 Process

The Company will, shortly, file a section 793 notice requiring information about interests in its shares from holders of those shares. In order to better communicate with and understand our shareholder base the board have instructed advisors to initiate a section 793 process. This will allow the Company to 'see behind' the nominee shareholder structures directly to those who hold shares in the Company.

Some shareholders may decide that they wish to remain anonymous or otherwise refuse to respond to the 793 notices, and that is their right.

However, for the avoidance of doubt, the board may, in accordance with its powers under the Companies Act 2006, apply restrictions to any shares in respect of which a satisfactory response to the Section 793 notice is not received.

The outcome of such action by the Board based on a failure to respond to the Section 793 request may be that those shares will not be included in voting at meetings of the Company until they do respond.

One advantage of this process is expected to be that a higher percentage of shareholders will be sufficiently well informed, in advance, by the Company, to be able to vote the shares that they hold with a greater degree of understanding and where they otherwise would have faced difficulties in making their votes count, the Company will support them whenever possible to do so, in future.

Shareholder call

The Company will host a shareholder call with management on 10^th June (19.00-20.00) UK time. To register for the meeting, please email [e-mail].

Richard Spinks, Executive Chairman of Pennpetro Energy plc, said: "The Board believes that transferring the remaining ownership of the US subsidiaries to Petroquest represents the most appropriate course of action for Pennpetro and its shareholders. The disposal allows us to further simplify the Group structure, remove residual legacy exposure in the United States and allow the Company to focus on opportunities which we believe offer the clearest route to value creation.

"The Board has devoted significant time and resources to the impaired legacy US operations, including efforts to return the A-1H well to production. However, given the untenable challenges involved, completely absent from the alternative opportunities in late-stage review in the United States and Canada, we believe a disposal represents the most effective path forward. We look forward to updating shareholders on the Company's new strategic direction in due course.

"Most importantly, now, for the first time in many years, shareholders and the Company are working together to return the business to trading. Better, stronger, and with a brighter future, through honest, transparent, good, old-fashioned hard work and mutual respect. We will now go further to increase visibility within the Company's shareholder base ensuring that we continue to inform on developments as soon as they happen. Onwards and Upwards. I look forward to answering further questions on our next shareholder call."

For further information, contact:

Pennpetro Energy Plc Richard Spinks | Mavriky Kalugin SPARK Advisory - Financial Advisor Andrew Emmott | James Keeshan	c/o Camarco [phone]
Oak Securities - Broker Jerry Keen, Head of Corporate Broking	[phone]
Camarco - Financial PR Andrew Turner | Fergus Young	[phone] [e-mail]

 

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