Company Update

Pennpetro Energy PLC

24 July 2026

 

24 July 2026

Pennpetro Energy Plc

("Pennpetro" or the "Company")

Company Update

Pennpetro Energy plc (PPP), the company focused on developing strategic energy projects, is pleased to provide an update on the workstreams currently being progressed by the Board and its advisers, including the initiation of a Competent Person's Report ("CPR") in respect of the proposed acquisition of the Limnytska licence in Ukraine, and the Company's ongoing review of the historic arrangements relating to shares loaned to the Company by certain shareholders.

Competent Person's Report

The Company confirms that it has initiated the preparation of a Competent Person's Report in relation to the Limnytska licence area in western Ukraine, which the Board has identified as the Company's confirmed target asset for its proposed reverse takeover. The CPR is expected to be completed in September 2026.

The CPR is an important step in the Company's review process and is intended to support the technical assessment of the Limnytska asset as Pennpetro continues to progress its proposed reverse takeover.

Update on historic contributed share arrangements

The Company also confirms that it has received legal advice from not only its legal advisors, DMH Stallard, but additionally, from leading Counsel, Erskine Chambers, widely recognised as the pre-eminent barristers set in London, in relation to historical arrangements under which certain shareholders contributed shares to the Company, and the requirements for the Company to satisfy its legal obligation to issue replacement shares to those rightly entitled to them.

The Board has previously stated that it intends to settle these (rather unusual) arrangements in a lawful and orderly manner, where shareholders are able to demonstrate their entitlement and this step was taken in order that, finally, this stain can be removed from the Company's reputation.

The legal advice received confirmed the corporate steps required before the Company can complete the settlement of such arrangements. There are broadly two groups of share contributions to settle (as not all share contribution agreements were drafted identically).

In respect of the first group of "Contributed Shares", counsel was robust in confirming that the Replacement Shares can be issued to their respective and rightful owners on the basis of the Companies Act provisions for shares issued for non-cash consideration subject to an independent valuation to be published at Companies House, . The valuation process is already underway.

With regard to the second group of Contributed Shares, counsel has advised that the Replacement Shares can only be issued on the basis of the Companies Act provisions for shares issued for cash consideration, for which the Company needs to obtain shareholder approval to dis-apply pre-emption rights.  We will seek this approval at the upcoming AGM, again and would encourage our shareholders to support this resolution.

Further updates will be provided when appropriate.

Richard Spinks, Executive Chairman of Pennpetro, said:

"The Board is acutely aware that shareholders want clarity on the work being carried out behind the scenes and on the steps required to move Pennpetro forward. We have been working hard with our advisers to address historic matters, progress the technical and regulatory workstreams required for the Company's proposed RTO pathway and ensure that shareholders are kept informed when there are meaningful developments to report.

"The initiation of the CPR and the receipt of leading Counsel's advice on the historic contributed share arrangements all represent important steps in that process. There remains considerable work to do, but we are focused on resolving legacy issues in a lawful and orderly manner and on positioning Pennpetro for its next phase."

For further information, contact:

Pennpetro Energy Plc Richard Spinks | Mavriky Kalugin	c/o Camarco
SPARK Advisory Partners Limited - Financial Adviser Andrew Emmott | James Keeshan	[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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