Preliminary Results for the Year Ended 31 Dec 2025

Petrel Resources PLC

18 June 2026

 

18 June 2026

Petrel Resources plc

("Petrel" or the "Company")

Preliminary Results for the Year Ended 31^st December 2025

Petrel Resources, the hydrocarbon explorer with interests in Ghana and Iraq, today announces its preliminary results for the year ending 31 December 2025.

The Company expects to shortly publish its 2025 Annual Report & Accounts, which will be notified in due course.

For further information please visit http://www.petrelresources.com/  or contact:

Enquiries:

Petrel Resources
John Teeling, Director	[phone]
Strand Hanson Limited - Nominated & Financial Adviser Richard Johnson James Bellman	[phone]
AlbR Capital Limited - Broker  Colin Rowbury	[phone]
BlytheRay - PR Megan Ray	[phone]
Teneo Luke Hogg Molly Mooney Ciara McNamee	[phone]

CHAIRMAN'S STATEMENT

The year ended 31 December 2025 was one of both challenge and transition for Petrel Resources. While the Company continued to pursue opportunities across its portfolio in Iraq and Ghana, the year was overshadowed by the loss of our, Chairman and Chief Executive Officer, David Horgan, who passed away in October 2025.

David was a driving force behind Petrel Resources for more than four decades. His vision, determination and deep understanding of the international oil and gas industry shaped the Company from its inception and established its presence in some of the world's most prospective hydrocarbon regions. He was a tireless advocate for shareholders and a respected figure within the Irish and international resources sector. On behalf of the Board, I would like to express our sincere condolences to David's family and friends. His leadership, wisdom and friendship are greatly missed, and his contribution to Petrel Resources was immeasurable.

The Board remains committed to building upon the foundations that David established and to pursuing the opportunities that he believed could create substantial long-term value for shareholders.

Against a backdrop of geopolitical uncertainty, fluctuating energy prices and difficult capital markets conditions, the Company maintained its strategic focus throughout the year. Global energy markets continued to underline the importance of reliable oil and gas supplies, while many jurisdictions increasingly recognised the need to balance energy transition objectives with security of supply and economic growth.

In Iraq, discussions continued regarding several potential development and gas monetisation opportunities. Iraq remains one of the world's most resource-rich hydrocarbon provinces and continues to offer significant long-term potential. During the year, the Company maintained engagement with government and industry stakeholders. While progress in Iraq can be very slow and often requires considerable patience, we continue to believe that the opportunities available justify our ongoing commitment.

In Ghana, we continued discussions regarding the Tano 2A Block. Although the process has taken considerably longer than originally anticipated, engagement with the relevant authorities has continued and we believe that progress can be achieved towards a satisfactory outcome.

Throughout the year, the Board remained focused on preserving capital and maintaining financial discipline. As an exploration and development company without production revenues, prudent management of resources remains essential. The successful fundraising completed during the year strengthened the Company's financial position and ensured that Petrel retained the flexibility required to pursue existing opportunities while evaluating potential new ventures.

The Board also continued to review a range of additional opportunities within the broader energy and natural resources sectors. We believe that the current market environment may present attractive opportunities for companies with experience, technical expertise and a disciplined approach to capital allocation. In the event this leads to a transaction, the company expects to enhance the Board composition at that time.

The market environment for junior resource companies remains challenging but improving. Access to capital continues to be constrained, and investor sentiment towards the sector has yet to fully recover. Nevertheless, periods of uncertainty often provide the foundation for future value creation, and we believe that Petrel remains well positioned to benefit from improving conditions and from the advancement of its existing projects.

As we move forward, our priorities are clear. We will continue to pursue opportunities in Iraq and Ghana, evaluate additional opportunities capable of enhancing shareholder value and maintain strict financial discipline.

The directors and their supporters have continued funded working capital needs, and are prepared to participate in any necessary, future fundings.

I would like to thank our shareholders for their continued support and patience during what has been a difficult and transformative year. I also thank my fellow director, advisers and partners for their dedication and commitment. We remain focused on creating long-term value and believe that Petrel's portfolio continues to offer significant potential.

John Teeling

Chairman

 18 June 2026

PETREL RESOURCES PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2025

	2025 €	2024 €
Administrative expenses	(294,805)	(283,245)
Impairment of Exploration and Evaluation assets	(186,633)	(186,633)
Operating loss	(481,438)	(469,878)
Profit/(loss) due to fair value volatility of warrants	(17,576)	-
Loss before taxation	(499,014)	(469,878)
Income tax expense	-	-
Loss for the financial year	(499,014)	(469,878)
Other comprehensive income	-	-
Total comprehensive income for the financial year	(499,014)	(469,878)
Earnings per share attributable to the ordinary equity holders of the parent	2025 Cents	2024 Cents
Loss per share - basic and diluted	(0.25)	(0.26)

PETREL RESOURCES PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2025

	2025 €	2024 €
Assets
Non-current assets
Intangible assets	373,268	559,901
	373,268	559,901
Current assets
Trade and other receivables	11,796	9,852
Cash and cash equivalents	1,379	4,838
	13,175	14,690
Liabilities
Current liabilities
Trade and other payables	(1,204,311)	(1,165,124)
Total liabilities	(1,204,311)	(1,165,124)
Net liabilities	(817,868)	(590,533)
Equity
Share capital	2,596,017	2,298,398
Capital conversion reserve fund	7,694	7,694
Capital redemption reserve	209,342	209,342
Share premium	21,864,526	21,863,595
Share based payment reserve	-	26,871
Retained deficit	(25,495,447)	(24,996,433)
Total equity	(817,868)	(590,533)

PETREL RESOURCES PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2025

	Share Capital €	Share Premium €	Capital Redemption Reserve €	Capital Conversion Reserve Fund €	Share Based Payment Reserve €	Retained Deficit €	Total €
At 1 January 2024	2,235,898	21,819,781	209,342	7,694	26,871	(24,526,555)	(226,969)
Issue of shares	62,500	43,814	-	-	-	-	106,314
Total comprehensive income for the financial year	-	-	-	-	-	(469,878)	(469,878)
At 31 December 2024	2,298,398	21,863,595	209,342	7,694	26,871	(24,996,433)	(590,533)
Issue of shares	297,619	931	-	-	-	-	298,550
Share Options expired	-	-	-	-	(26,871)	-	(26,871)
Total comprehensive income for the financial year	-	-	-	-	-	(499,014)	(499,014)
At 31 December 2025	2,596,017	21,864,526	209,342	7,694	-	(25,495,447)	(817,868)

PETREL RESOURCES PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2025

	2025 €	2024 €
Cash flows from operating activities
Loss for the year	(499,014)	(469,878)
Impairment	186,633	186,633
Fair value movement of warrants	17,576	-
Share options expired	(26,871)	-
Foreign exchange	6,219	1,683
Operating cashflow before movements in working capital	(315,457)	(281,562)
Increase in trade and other payables	21,611	145,600
(Increase)/Decrease in trade and other receivables	(1,944)	502
Cash used in operations	19,667	146,102
Net cash used in operating activities	(295,790)	(135,460)
Investing activities
Payments for exploration and evaluation assets	-	-
Net cash used in investing activities	-	-
Financing activities
Shares issued	298,550	106,314
Net cash generated from financing activities	298,550	106,314
Net cash increase/(decrease) in cash and cash equivalents	2,760	(29,146)
Cash and cash equivalents at the beginning of year	4,838	35,667
Exchange gains / (loss) on cash and cash equivalents	(6,219)	(1,683)
Cash and cash equivalents at the end of the year	1,379	4,838

NOTES:

1.    ACCOUNTING POLICIES

There were no changes in accounting policies from those used to prepare the Group's Annual Report for financial year ended 31 December 2024.  The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and in accordance with the provisions of the Companies Act 2014.

2.    LOSS PER SHARE

Basic loss per share is computed by dividing the loss after taxation for the year attributable to ordinary shareholders by the weighted average number of ordinary shares in issue and ranking for dividend during the year. Diluted loss per share is computed by dividing the loss after taxation for the year by the weighted average number of ordinary shares in issue, adjusted for the effect of all dilutive potential ordinary shares that were outstanding during the year.

The following tables set out the computation for basic and diluted earnings per share (EPS):

	2025 €	2024 €
Numerator
For basic and diluted EPS Loss after taxation	(499,014)	(469,878)
Denominator	No.	No.
For basic and diluted EPS	203,441,271	183,803,307
Basic EPS	(0.25c)	(0.26c)
Diluted EPS	(0.25c)	(0.26c)
Basic and diluted loss per share are the same as the effect of the outstanding share options and warrants is anti-dilutive.

3.    GOING CONCERN

The Group incurred a loss for the financial year of €499,014 (2024: loss of €469,878) and had net current liabilities of €1,191,135 (2024: €1,150,434) at the balance sheet date. These conditions as well as those noted below, represent a material uncertainty that may cast significant doubt on the Group and Company's ability to continue as a going concern.

Included in current liabilities is an amount of €1,122,531 (2024: €1,037,531) owed to key management personnel in respect of remuneration due at the balance sheet date. Key management have confirmed that they will not seek settlement of these amounts in cash for a period of at least one year after the date of approval of the financial statements or until the Group has generated sufficient funds from its operations after paying its third party creditors.

The Group had a cash balance of €1,379 (2024: €4,838) at the balance sheet date. The directors have prepared cashflow projections for a period of at least twelve months from the date of approval of these financial statements which indicate that additional finance will be required to fund working capital requirements and develop existing projects. As the Group is not revenue or cash generating it relies on raising capital from the public market.

In March 2025, the Group received €298,550 (£250,000) via a placing of shares. Further information is detailed in Note 6 below.

These conditions as well as those noted below, represent a material uncertainty that may cast significant doubt on the Group and Company's ability to continue as a going concern.

As in previous years the Directors have given careful consideration to the appropriateness of the going concern basis in the preparation of the financial statements and believe the going concern basis is appropriate for these financial statements. The financial statements do not include the adjustments that would result if the Group and Company were unable to continue as a going concern.

4.    INTANGIBLE ASSETS

	Group	Group
	2025 €	2024 €
Exploration and evaluation assets:
Cost:
At 1 January	559,901	746,534
Additions	-	-
Impairment	(186,633)	(186,633)
At 31 December	373,268	559,901
Carrying amount:
At 31 December	373,268	559,901

Segmental analysis	Group	Group
	2025 €	2024 €
Ghana	373,268	559,901
Iraq	-	-
	373,268	559,901

Exploration and evaluation assets relate to expenditure incurred in exploration in Ghana. The directors are aware that by its nature there is an inherent uncertainty in Exploration and evaluation assets and therefore inherent uncertainty in relation to the carrying value of capitalized exploration and evaluation assets.

During 2018 the Group resolved the outstanding issues with the Ghana National Petroleum Company (GNPC) regarding a contract for the development of the Tano 2A Block. The Group has signed a Petroleum Agreement in relation to the block and this agreement awaits ratification by the Ghanian government.

As ratification has not yet been achieved in the current year the directors, as a matter of prudence, opted to write down 20% of the carrying value of the Tano 2A Block historic expenditure.  Accordingly, an impairment charge of €186,633 was recorded in the current year and the prior year.

Relating to the remaining exploration and evaluation assets at the financial year end, the directors believe there were no facts or circumstances indicating that the carrying value of the intangible assets may exceed their recoverable amount and thus no impairment review was deemed necessary by the directors. The realisation of these intangible assets is dependent on the successful discovery and development of economic reserves and is subject to a number of significant potential risks, as set out below:

·    licence obligations;

·    exchange rate risks;

·    uncertainty over development and operational costs;

·   political and legal risks, including arrangements with Governments for licences, profit sharing and taxation;

·    foreign investment risks including increases in taxes, royalties and renegotiation of contracts;

·    financial risk management; and

·    ability to raise finance.

5.    OTHER PAYABLES

	Group 2025 €	Group 2024 €
Amounts due to key personnel	1,122,531	1,037,531
Related parties	-	19,039
Accruals	22,000	21,000
Other payables	42,204	87,554
Warrants	17,576	-
	1,204,311	1,165,124

It is the Group's normal practice to agree terms of transactions, including payment terms, with suppliers. It is the Group's policy that payments are made between 30 - 45 days and suppliers are required to perform in accordance with the agreed terms. The Group has financial risk management policies in place to ensure that all payables are paid within the credit timeframe.

Key management personnel have confirmed that they will not seek settlement in cash of the amounts due to them in relation to remuneration for a period of at least one year after the date of approval of the financial statements or until the Group has generated sufficient funds from its operations after paying its third party creditors.

6.    SHARE CAPITAL

		2025 Number	2025 €	2024 Number	2024 €
Authorised
Ordinary shares of €0.0125 each		800,000,000	10,000,000	800,000,000	10,000,000

Ordinary Shares - nominal value of €0.0125
Allotted, called-up and fully paid:
	Number	Share Capital	Share Premium
		€	€
At 1 January 2024	178,871,800	2,235,898	21,819,781
Issued during the year	5,000,000	62,500	43,814
At 31 December 2024	183,871,800	2,298,398	21,863,595
Issued during the year	23,809,523	297,619	931
At 31 December 2025	207,681,323	2,596,017	21,864,526

On 6 March 2025 a total of £250,000 (€298,550) was raised via a placing of 23,809,523 shares at a price of 1.05p per share. For each share subscribed for, the investor also received one warrant to subscribe for an additional ordinary share at a price 2p per share for a period of two years.

7.    SHARE BASED PAYMENTS

The Group issues equity-settled share-based payments to certain directors and individuals who have performed services for the Group. Equity-settled share-based payments are measured at fair value at the date of grant. Fair value is measured by the use of a Black-Scholes valuation model.

Options

The Group plan provides for a grant price equal to the average quoted market price of the ordinary shares on the date of grant. The options vest immediately.

During the year the 500,000 share options expired and accordingly the charge of €26,871 was recorded in the current year.

	31 December 2025		31 December 2024
	Options	Weighted average exercise price in pence	Options	Weighted average exercise price in pence
Outstanding at beginning of year	500,000	10.50	500,000	10.50
Expired during the year	(500,000)	10.50	-	-
Outstanding at end of year	-	-	500,000	10.50

Warrants

	31 December 2025		31 December 2024
	Warrants	Weighted average exercise price in pence	Warrants	Weighted average exercise price in pence
Outstanding at beginning of year	-	-	-	-
Issued	23,809,523	2	-
Exercised	-	-	-	-
Expired	-	-	-
Outstanding at end of year	23,809,523	2	-	-

On 6 March 2025 a total of 23,809,523 warrants with an exercise price of 2p were granted as part of the placing.  Further information is detailed in note 6 above.

The revalued fair value as at 31 December 2025 of €17,576 was expensed to the Consolidated Statement of Comprehensive Income.  The fair value was calculated using the Black-Scholes valuation model.

The inputs into the Black-Scholes valuation model were as follows:

Grant 6 March 2025 - Revalued 31 December 2025
Weighted current share price at year end (in pence)	0.750p
Weighted average exercise price (in pence)	2p
Expected volatility	78.49%
Expected life	1.16 years
Interest rate	3.75%
Expected dividends	none

Expected volatility was determined by management based on their cumulative experience of the movement in share prices.

The terms of the warrants granted do not contain any market conditions within the meaning of IFRS 2.

8.    POST BALANCE SHEET EVENTS

There are no significant post balance sheet events affecting the Group.

9.    ANNUAL GENERAL MEETING

The Company's Annual General Meeting will be held on 23 July 2026 at the Teeling Whiskey Distillery, 13-17 Newmarket, Dublin 8, D08 KD91 at 10.00am.

10.  GENERAL INFORMATION

The financial information prepared using accounting policies consistent with International Financial Reporting Standards ("IFRS") as adopted by the European Union included in this preliminary statement does not constitute the statutory financial statements for the purposes of Chapter 4 of part 6 of the Companies Act 2014.  

Full statutory statements for the year ended 31 December 2025 prepared in accordance with IFRS, upon which the auditors have given an unqualified report, have not yet been filed with the Registrar of Companies.  The financial information for 2024 is derived from the financial statements for 2024 which have been filed with the Registrar of Companies. The auditors had reported on the 2024 statements; their report was unqualified.

A copy of the Company's Annual Report and Accounts for 2025 will be mailed shortly only to those shareholders who have elected to receive it.  Otherwise, shareholders will be notified that the Annual Report will be available on the website at www.petrelresources.com.  Copies of the Annual Report will also be available for collection from the Company's registered office, 162 Clontarf Road, Dublin 3, Ireland.

 

END