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REG - Europa Oil & Gas - Interim Results

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RNS Number : 3816B  Europa Oil & Gas (Holdings) PLC  20 March 2025

Europa Oil & Gas (Holdings) plc / Index: AIM / Epic: EOG / Sector: Oil
& Gas

 

20 March 2025

 

Europa Oil & Gas (Holdings) plc

("Europa" or the "Company")

 

Interim Results

 

Europa Oil & Gas (Holdings) plc, the AIM quoted UK, Ireland and West
Africa focused oil and gas exploration, development and production company,
announces its unaudited interim results for the five-month period ended 31
December 2024.

 

Financial Performance

 

•             Revenue £1.2 million (5 months to 31 December
2023: £1.0 million)

•             Gross profit £0.3 million (5 months to 31
December 2023: £0.2 million loss)

•             Pre-tax loss of £0.3 million (5 months to 31
December 2023: pre-tax loss £0.9 million)

•             Net cash used in operating activities £0.1
million (5 months to 31 December 2023: £0.3 million)

•             Cash balance at 31 December 2024: £1.0 million
(31 July 2024: £1.5 million)

 

Operational Highlights

 

Equatorial Guinea

 

·    Antler began a farmout process in Q4 2024. There has been significant
interest in the asset and discussions continue with a number of potential
farmin partners. Europa is aiming to receive offers to provide Antler with a
full carry on an exploration well targeting the c.900BCF Barracuda prospect in
H1 2025

·    EG-08 is a highly prospective licence which has three drill-ready
prospects, with internally estimated Mean Prospective Resource of 1.48 TCF of
gas equivalent with an additional 0.72 TCF prospectivity from a further 6
leads and prospects, resulting in a Mean Prospective Resource of 2.2 TCF of
gas equivalent, Chance of success is high (estimated at 80% for Barracuda),
due to direct hydrocarbon indications on the seismic.

 

Offshore Ireland - lower risk / very high reward infrastructure-led
exploration in proven gas play in the Slyne Basin

 

·    Following the licence extension to 31 January 2026, a farm-out
process has recommenced with the aim of bringing in a partner to assist with
the drilling of the prospect which has generated interest from a number of
parties

·    Licence FEL 4/19 contains the Inishkea West gas exploration prospect,
which has been mapped as a large four-way closure with a prospective resource
Pmean of 1.5 TCF of recoverable gas. Inishkea West is within easy tie-back
range of the Corrib gas field situated some 18 kilometres to the southeast

·    With compelling economics, which Europa believes will result in a
post-tax NPV10 of US$2.0 billion, and a carbon emission intensity of 2.8
kilograms per boe, compared to 36 kilograms per boe for UK imported gas during
2022, the prospect provides a farminee with a very attractive risk reward
proposition

·    The new Irish government has acted quickly since being elected
approving plans to develop a state-led floating LNG terminal. The new minister
for energy is seeking to reduce Ireland's exposure to potential disruption of
gas supplies and as such it is hoped that the new government will be
supportive of the domestic upstream sector

 

Onshore UK - Cloughton Planning Permission lodged for gas appraisal well, net
production increased 18% to 116 barrels of oil per day ("bopd") (5 months to
31 December 2023: 98 bopd) following planned downtime in 2023 offset by
natural decline on the Wressle oilfield

 

·    Cloughton gas field appraisal

o  The Company continue to progress its Cloughton asset to determine if
commercial rates can be obtained using modern completion techniques so that
the 192 BCF (Pmean) GIIP potential can be monetised.  The planning
application for an appraisal well was submitted post period and was recorded
by North Yorkshire Council as "duly made" on 5th March 2025. The Company
expects to drill the appraisal well in 2026, once all necessary permits have
been acquired. Given the proximity to the UK gas network and quality of the
natural gas contained within the reservoir, a successful appraisal well could
be quickly brought online, displacing LNG imports and reducing global
emissions.

o  Europa has launched a community engagement website dedicated to its
Cloughton gas field appraisal project to provide local residents and
stakeholders with information on the project and how the project partners
intend to work with local communities. Visit the website via the following
link:

www.cloughton-community.co.uk (http://www.cloughton-community.co.uk)

·    Total average net production of 116 bopd was produced from Europa's
UK onshore fields during the 5-month period with Wressle contributing roughly
84% of this and the remainder coming from the two older fields. Despite higher
production levels than the comparative period a weaker average oil price of
US$75 (5 months to 31 December 2023 average was US$82) constrained the
increase in revenues compared to the prior period

·    Wressle production

o  Gross production averaged 323 bopd throughout the period (5 months to 31
December 2023: 226 bopd), with Europa's net share equating to 97 bopd (5
months to 31 December 2023: 68 bopd)

o  Higher production than the comparative period was a result of a jet pump
installation on the Wressle-1 well in 2023 that took three months to complete
and resulted in interrupted production between mid-August through to early
November 2023. The W1 well continues to produce at the top end of the CPR
forecasted production profile

·    The Wressle field development plan continues to be progressed. This
includes a development well planned to be drilled for the Penistone horizon in
H2 2025 and preparation for a second Penistone well and Broughton North
exploration well to be drilled in 2026. The Wressle production is complemented
by a gas monetisation solution that will be developed in parallel with the
Penistone well. The gas monetisation solution is expected to enhance
production from the field and substantially increase revenues, as well as
eliminate routine flaring. Planning consent was received for the project in
September 2024, however the North Lincolnshire Council's decision to grant
planning permission was subsequently rescinded following a third party
challenge in light of the Finch Supreme Court judgement. The Wressle Joint
Venture subsequently completed the newly required scope three emissions report
such that the planning application could be approved. The wells will be
drilled at the earliest opportunity, once the necessary consents and
regulatory approvals have been received

·    Termination of the Whisby 4 net profits agreement

o  The royalty agreement associated with the Whisby 4 well with BritNRG, the
Whisby field operator and licence holder, (the "Agreement") was terminated in
December 2024. Recently, the Agreement has not generated any income for the
Company and further investment is required to potentially return the Agreement
to a cash generating arrangement. Given the technical risks associated with
any further investment, it was decided that the Company's capital is better
spent on the other assets held by Europa

o  The carrying value of the Agreement had been written down to nil in the
Company's accounts in previous periods. Upon termination of the Agreement,
there are no remaining associated liabilities, since these have been written
off by the parties to the Agreement. Derecognition of net accrued liabilities
and cash consideration of £28,000 resulted in a £170,000 net gain to the
Company

 

Board changes

 

·    Bo Krøll was appointed to the Board as Non-Executive Director on 12
December 2024 and was subsequently appointed Chairman on 11 February 2025

·    Alastair Stuart resigned from the Board on 12 December 2024 but
continues to perform the role of Chief Operating Officer

·    Brian O'Cathain resigned from the Board on 11 February 2025

 

Change of accounting reference date

 

Last year, Europa announced a change to its accounting reference date from 31
July to 31 December. This change aligns the Company's financial reporting
period with the calendar year and allows for enhanced comparability with peer
companies in the oil and gas industry. It also aligns more closely with
industry standard timeframes for project work programmes and budgets. As a
result, Europa's next full annual report will be for the 17-month period
ending 31 December 2025. In accordance with Rule 18 of the AIM Rules,
therefore, the Company has prepared these unaudited results for the 5-months
to 31 December 2024, with the comparative period re-presented to reflect the
equivalent 5-month period to 31 December 2023. In addition to this interim
report, Europa will also report interim results as at 30 June 2025 during the
intervening period.

 

Will Holland, CEO of Europa, said:

 

"With material progress delivered on our Cloughton and Equatorial Guinea
assets, the past period has been busy at Europa. The independent reports
submitted as part of the planning application for the Cloughton appraisal well
highlight that the chosen site is ideal for the well and I look forward to
updating the market on the progress with the planning application. In EG, our
work has highlighted the quality of the asset and this is understandably
generating interest from potential farminees. It was disappointing, although
not surprising, to have the Wressle development planning application
retrospectively rescinded, but I'm confident that the additional independent
emissions report will satisfy the new planning requirements and that the
development plan can go ahead as planned.

 

Despite the lower oil price resulting in a constrained increase in revenues
during the interim period, we expect to continue generating meaningful
cashflow from our UK assets. This, and the planned activities for the year,
sets Europa up well for the future and will allow us to work up our
well-balanced portfolio and deliver value for shareholders.

 

Finally, I'd like to thank Brian O'Cathain. I have very much enjoyed working
with Brian over these last years and thank him for the substantial
contribution he has made to Europa during this time and the considered
guidance he has provided as Chairman. I am confident that he will continue to
be one of Europa's active supporters. I wish him every success in his future
endeavours."

 

* * ENDS * *

 

For further information, please visit www.europaoil.com
(http://www.europaoil.com/)  or contact:

 

 William Holland                                                 Europa Oil & Gas (Holdings) plc            mail@europaoil.com

 Samantha Harrison / Ciara Donnelly / Elliot Peters              Grant Thornton UK LLP - Nominated Advisor  +44 (0) 20 7383 5100

 Peter Krens                                                     Tennyson Securities                        +44 (0) 20 7186 9033

 Patrick d'Ancona / Finlay Thomson / Kendall Hill / Anna Stacey  Vigo Consulting                            + 44 (0) 20 7390 0230

 

Chairman's Statement

 

The interim period has seen plenty of activity at Europa with material
progress being made on both our UK and EG assets. After completing the
technical evaluation of the EG-08 block, which resulted in an upgraded
resource estimate of Pmean prospective resource of 2.2 TCFe across an enhanced
portfolio of prospects and leads, and an 80% chance of success for our primary
900 BCFe Barracuda prospect, a farmout process has been launched. It is
inherently difficult to predict how long these processes will take but, with
multiple interested parties, it is hoped that offers will be received during
the first half of 2025. We believe that EG-08 is a world-class asset and will
attract bids. At Cloughton, the planning application has been submitted, which
involved completing 13 independent technical reports. We continue to work with
the regulator and local stakeholders as we progress the project which has the
potential to deliver low emission gas displacing imported LNG and reducing
emissions associated with consuming gas in the UK. In Ireland the new
government appears to be addressing securing of energy supply for the country,
which has re-ignited interest in the Irish upstream sector. As such we
continue to focus on finding a good farm-in partner for our Irish asset, as
well as our EG asset, as an important near-term priority.

 

In the period, we achieved revenue of £1.2 million (5 months to 31 December
2023: £1.0 million), driven primarily by Wressle's ongoing production.
Compared to 31 December 2023, net unrestricted cash decreased to £1.0 million
in the first half of the financial year (31 July 2024: £1.5 million), whilst
the average realised oil price decreased by 9% to US$75 per barrel compared to
the 5 months to 31 December 2023. Work continues on the two-well development
programme and concurrent monetisation of the associated gas being produced
from Wressle. The timing of these works remains subject to regulatory
approvals being granted but both Europa and the operator expect the work
programme to commence during H2 2025.

 

I was pleased to be appointed to the Board in December 2024 as I believe that
the business has significant potential and I wanted to be more closely
involved. Over the past year, I have continued to build my equity position in
Europa and I now look forward to working with the Board and senior management
as we progress the business. Concurrently to my appointment, in order to
satisfy QCA guidelines, Alastair Stuart stepped down from the Board but
remains Chief Operating Officer and committed to the success of the business.
In February 2025, Brian O'Cathain decided to resign after seven years of
dedicated service. I'd like to thank him for his valuable contributions to the
business and wish him well in his future endeavours. At the present time,
there is no intention to add another board member.

 

Within the asset portfolio, we have the potential to deliver significant value
to shareholders with our UK production providing solid foundations and
significant near-term upside potential from our appraisal and exploration
assets, all of which have material activity planned for the period ahead. I'd
like to thank the entire Europa team for their hard work and dedication
throughout the period. As always, we will continue to ensure shareholders are
updated on activities at all Europa assets on a regular basis and look forward
to an eventful period for the Company

 

Bo Krøll (Non-Executive Chairman)

19 March 2025

 

Operational Review

 

Financials

 

Average daily production for the 5-month period to 31 December 2024 was 116
boepd compared to 98 boepd during the 5-month period to 31 December 2023,
predominantly due to the three-month shutdown period at Wressle to install a
jet pump for artificial lift in 2023, offset by the effect of the natural
decline of the Wressle-1 well. This increase in volume was offset by a lower
average realised oil price of US$75 (5 months to 31 December 2023: average
realized oil price of US$82) and a weaker US dollar which traded at an average
rate of US$1.29 to Sterling (5 months to 31 December 2023: average rate of
US$1.26 to Sterling).

 

·    Revenue was £1.2 million (5 months to 31 December 2023: £1.0
million)

·    Net cash used in operating activities was £0.1 million (5 months to
31 December 2023: £0.3 million)

·    Net current assets was £1.4 million (31 July 2024: £1.4m)

·    The Group's unrestricted cash balance as at 31 December 2024 was
£1.0 million (31 July 2024: £1.5 million)

 

During the interim period the Company has focussed its financial activities
on:

·    Maximising revenues

·    Reducing operating costs on our operated licences

·    Reducing administrative expenses which reduced to £0.6 million for
the 5-month period to 31 December 2024 compared to £0.8 million for the
5-month period ending 31 December 2023. Administrative cash running costs for
calendar year 2025, excluding operating expenditure, capital expenditure and
capitalisation of administrative expenditure, is forecast at £1.68 million
compared to actual cost of £2.05 million in calendar year 2024.

·    Terminating the unprofitable Whisby 4 net profits agreement, which
results in an accounting gain of £0.2 million

 

In October 2024, the Company paid the final cash consideration instalment of
£0.3 million related to its investment in Antler Global Limited. Total
consideration paid was £2.4 million. The money invested has funded the full
exploration work programme on EG-08 for 2024, and according to the 2025 Antler
budget we expect that it will also be sufficient to fund the 2025 work
programme.

 

The farmout of EG-08, further development of Wressle, progressing the
Cloughton gas field appraisal well and the Inishkea farm-out remain top
priorities for the Company, which we aim to conclude at the fastest pace
possible. We do, however, retain sufficient optionality in terms of timing of
the related expenditure and always aim to manage the investment profiles of
any new commitments within the confines of available resources, whilst also
constantly monitoring the capital structure of the Company and the
availability of, and potential need for, future financing.

 

The Directors have concluded that there is a reasonable expectation that the
Group will be able to continue in operational existence for the foreseeable
future, which is deemed to be at least 12 months from the date of signing the
consolidated financial information.  Further comments on going concern are
included in note 1 to the financial statements below.

 

Conclusion and Outlook

 

Wressle performance has recovered well since the installation of the jet pump
on the W1 well with higher production than the prior period and the well
continues to produce at the upper end of the CPR forecast. However, due to a
lower oil price the revenues have not recovered as well as the increased
production. Despite this gross profit (excluding impairments) has increased,
highlighting the cost cutting programme that has successfully been implemented
over the past period. We will continue to keep a tight control on costs whilst
still investing in the asset base within our financial capability.

 

I expect that our gas-focussed appraisal and exploration assets in EG, Ireland
and the UK will progress over the next period with each having the potential
to unlock material shareholder value and all aligned with the Net Zero 2050
goals.

 

Gas is the common denominator across our asset base, including Wressle where
the planned development programme is predominantly gas-focused. Gas is a
crucial transition energy source and it now meets almost a quarter of the
world's energy needs 1  (#_ftn1) . Gas has successfully displaced highly
polluting coal and is supporting the expansion of renewables in the power
sector. In the transport sector, LNG is rapidly replacing diesel in China's
trucking sector and competing with fuel oil in global marine bunkering. Gas
will also remain fundamental to numerous industrial processes and residential
heating for years to come. Added to this Russia's war on Ukraine has
highlighted an over-reliance on gas imports from a single source and
governments are rightly looking to put in place a robust energy security
strategy, which often includes diversifying supply sources.

 

Europa is an agile and opportunistic company and we continue to look for
additional opportunities in African geographies where we can reallocate our
inhouse expertise.

 

Will Holland

CEO

19 March 2025

Qualified Person Review

This release has been reviewed by Alastair Stuart, Chief Operating Officer,
who is a petroleum engineer with over 35 years' experience and a member of the
Society of Petroleum Engineers and has consented to the inclusion of the
technical information in this release in the form and context in which it
appears.

 

Licence Interests Table

 

 Country     Area           Licence   Field/Prospect          Operator            Working interest    Status       Expiry
 Equatorial  Douala Sub     EG-08     Arrowhead,              Antler 2  (#_ftn2)  34.32% 3  (#_ftn3)  Exploration  2027 4  (#_ftn4)

 Guinea      Basin, Gulf              Barracuda,

             of Guinea                Cardinal
 UK          East Midlands  DL 003    West Firsby             Europa              100%                Production   2025 5  (#_ftn5)
             DL 001                   Crosby Warren           Europa              100%                Production   2026
             PEDL180                  Wressle                 Egdon               30%                 Production   2039

             PEDL182                  Broughton North         Egdon               30%                 Exploration  2039
             PEDL343                  Cloughton               Europa              40%                 Exploration  2046 6  (#_ftn6)
 Ireland     Slyne Basin    FEL 4/19  Inishkea, Corrib North  Europa              100%                Exploration  2034 7  (#_ftn7)

 

Financials

Unaudited condensed consolidated statement of comprehensive income

 

 

                                                                                5 months to                            5 months to                            Year to 31 July 2024

                                                                                31 December                            31 December                            (audited)

                                                                                2024                                   2023 8  (#_ftn8)
                                                                                £000                                   £000                                   £000
 Continuing operations
 Revenue                                                                        1,166                                  1,008                                  3,566
 Cost of sales                                                                  (916)                                  (996)                                  (3,117)
 Impairment of producing fields                                                 -                                      (174)                                  (189)
 Total cost of sales                                                            (916)                                  (1,170)                                (3,306)
                                                                                -------------------------------------  -------------------------------------  -------------------------------------
 Gross profit /(loss)                                                           250                                    (162)                                  260

 Exploration impairment                                                         -                                      -                                      (4,968)
 Profit on termination of net profits agreement                                 170                                    -                                      -
 Administrative expenses                                                        (611)                                  (762)                                  (1,855)
 Share of loss from associate                                                   (2)                                    -                                      (2)
 Finance income                                                                 41                                     243                                    223
 Finance expense                                                                (193)                                  (183)                                  (439)
                                                                                -------------------------------------  -------------------------------------  -------------------------------------
 Loss before taxation                                                           (345)                                  (864)                                  (6,781)
 Taxation (note 4)                                                              -                                      -                                      -
                                                                                -------------------------------------  -------------------------------------  -------------------------------------
 Loss for the period                                                            (345)                                  (864)                                  (6,781)
 Other comprehensive income /(loss)
 Items that will not be reclassified to profit or loss, net of tax
 Exchange differences on translation of foreign operations                      59                                     -                                      (17)
                                                                                -------------------------------------  -------------------------------------  -------------------------------------
 Total comprehensive loss for the period attributed to the equity shareholders  (286)                                  (864)
 of the parent

                                                                                                                                                              (6,798)
                                                                                ========================               ========================               ========================

                                                                                Pence per share                        Pence per share                        Pence per share
 Earnings per share (EPS) attributable

 to the equity shareholders of the parent

 Attributable to the equity shareholders of the
 Basic EPS (note 3)                                                             (0.04)p                                (0.09)p                                (0.71p)
 Diluted EPS (note 3)                                                           (0.04)p                                (0.09)p                                (0.71p)

 

Unaudited condensed consolidated statement of financial position

 

                                                                         31 December 2024                          31 December 2023                          31 July

                                                                                                                                                              2024

                                                                                                                                                             (audited)
                                                                         £000                                      £000                                      £000
 Assets
 Non-current assets
 Intangible assets (note 5)                                              2,814                                     7,446                                     2,664
 Property, plant and equipment (note 6)                                  1,683                                     2,521                                     1,928
 Investment in joint venture (note 8)                                    2,463                                     2,425                                     2,406
                                                                         -------------------------------------     -------------------------------------     -------------------------------------
 Total non-current assets                                                6,960                                     12,392                                    6,998
                                                                         -------------------------------------     -------------------------------------     -------------------------------------
 Current assets
 Inventories                                                             16                                        16                                        9
 Trade and other receivables (note 7)                                    671                                       850                                       1,309
 Restricted cash (note 8)                                                -                                         1,512                                     -
 Cash and cash equivalents                                               959                                       2,825                                     1,463
                                                                         -------------------------------------     -------------------------------------     -------------------------------------
 Total current assets                                                    1,646                                     5,203                                     2,781
                                                                         -------------------------------------     -------------------------------------     -------------------------------------

 Total assets                                                            8,606                                     17,595                                    9,779
                                                                         ====================                      ====================                      ========================

 Liabilities
 Current liabilities
 Trade and other payables (note 9)                                       (251)                                     (3,401)                                   (1,387)
                                                                         -------------------------------------     -------------------------------------     -------------------------------------

 Total current liabilities                                               (251)                                     (3,401)                                   (1,387)
                                                                         -------------------------------------     -------------------------------------     -------------------------------------
 Non-current liabilities
 Trade and other payables                                                (6)                                       (6)                                       (6)
 Long-term provisions (note 10)                                          (4,800)                                   (4,550)                                   (4,607)
                                                                         ----------------------------------        ----------------------------------        -------------------------------------
 Total non-current liabilities                                           (4,806)                                   (4,556)                                   (4,613)
                                                                         ----------------------------------        ----------------------------------        -------------------------------------
 Total liabilities                                                       (5,057)                                   (7,957)                                   (6,000)
                                                                         -----------------------------------       -----------------------------------       -------------------------------------
 Net assets                                                              3,549                                     9,638                                     3,779
                                                                         ====================                      ====================                      ========================
 Capital and reserves attributable to equity holders of the parent
 Share capital                                                           9,592                                     9,592                                     9,592
 Share premium                                                           23,682                                    23,682                                    23,682
 Merger reserve                                                          2,868                                     2,868                                     2,868
 Foreign currency translation reserve                                    42                                        -                                         (17)
 Retained deficit                                                        (32,635)                                  (26,504)                                  (32,346)
                                                                         ----------------------------------        ----------------------------------        -------------------------------------
 Total equity                                                            3,549                                     9,638                                     3,779
                                                                         =====================                     ========================                  =======================

 

Unaudited condensed consolidated statement of changes in equity

 

                                                                            Share                                Share                                Merger                               FCTR                                 Retained                             Total equity

                                                                            capital                              premium                              reserve                                                                   deficit
                                                                            £000                                 £000                                 £000                                 £000                                 £000                                 £000

 Unaudited
 Balance at 1 August 2024                                                   9,592                                23,682                               2,868                                (17)                                 (32,346)                             3,779
 Comprehensive loss for the period
 Loss for the period attributable to the equity shareholders of the parent  -                                    -                                    -                                    -                                    (345)                                (345)
 Other comprehensive income attributable to the equity shareholders of the  -                                    -                                    -                                    59                                   -                                    59
 parent
                                                                            ----------------------------------   ----------------------------------   ---------------------------------    ------------------------------       ------------------------------       -------------------------------
 Total comprehensive loss for the period                                    -                                    -                                    -                                    59                                   (345)                                (286)
                                                                            ----------------------------------   ----------------------------------   ---------------------------------    ------------------------------       ------------------------------       -------------------------------
 Contributions by and distributions to owners
 Share-based payments                                                       -                                    -                                    -                                    -                                    56                                   56
                                                                            ----------------------------------   ----------------------------------   ----------------------------------   ---------------------------------    ---------------------------------    ------------------------------
 Total transactions with owners                                             -                                    -                                    -                                    -                                    56                                   56
                                                                            -----------------------------------  -----------------------------------  -----------------------------------  -----------------------------------  -----------------------------------  -----------------------------------
 Balance at 31 December 2024                                                9,592                                23,682                               2,868                                42                                   (32,635)                             3,549
                                                                            =======================              =======================              =======================              =======================              =======================              =======================

 

 Unaudited
 Balance at 1 August 2023                                                   9,592                                23,682                               2,868                                -                                    (25,663)                             10,479
 Comprehensive loss for the period
 Loss for the period attributable to the equity shareholders of the parent  -                                    -                                    -                                    -                                    (864)                                (864)
                                                                            ----------------------------------   ----------------------------------   ---------------------------------    ------------------------------       ------------------------------       -------------------------------
 Total comprehensive loss for the period                                    -                                    -                                    -                                    -                                    (864)                                (864)
                                                                            ----------------------------------   ----------------------------------   ---------------------------------    ------------------------------       ------------------------------       -------------------------------
 Contributions by and distributions to owners
 Share-based payments                                                       -                                    -                                    -                                    -                                    23                                   23
                                                                            ----------------------------------   ----------------------------------   ----------------------------------   ---------------------------------    ---------------------------------    ------------------------------
 Total transactions with owners                                             -                                    -                                    -                                    -                                    23                                   23
                                                                            -----------------------------------  -----------------------------------  -----------------------------------  -----------------------------------  -----------------------------------  -----------------------------------
 Balance at 31 December 2023                                                9,592                                23,682                               2,868                                -                                    (26,504)                             9,638
                                                                            =======================              =======================              =======================              =======================              =======================              =======================

 

Unaudited condensed consolidated statement of changes in equity (continued)

 

                                                                                 Share                               Share                               Merger                              FCTR                                 Retained                           Total equity

                                                                                 capital                             premium                             reserve                                                                  deficit
                                                                                 £000                                £000                                £000                                £000                                 £000                               £000
 Audited
 Balance at 1 August 2023                                                        9,592                               23,682                              2,868                               -                                    (25,663)                           10,479
 Comprehensive loss for the period
 Loss for the year attributable to the equity shareholders of the parent         -                                   -                                   -                                   -                                    (6,781)                            (6,781)
 Other comprehensive loss attributable to the equity shareholders of the parent  -                                   -                                   -                                   (17)                                 -                                  (17)
                                                                                 ----------------------------------  ----------------------------------  ---------------------------------   ------------------------------       ------------------------------     -------------------------------
 Total comprehensive loss for the year                                           -                                   -                                   -                                   (17)                                 (6,781)                            (6,798)
                                                                                 ---------------------------------   ---------------------------------   --------------------------------    ------------------------------       ------------------------------     -------------------------------
 Contributions by and distributions to owners
 Share-based payments                                                            -                                   -                                   -                                   -                                    98                                 98
                                                                                 ----------------------------------  ----------------------------------  ----------------------------------  ---------------------------------    ---------------------------------  ------------------------------
 Total contributions by and distributions to owners                              -                                   -                                   -                                   -                                    98                                 98
                                                                                 ----------------------------------  ----------------------------------  ---------------------------------   -----------------------------------  ------------------------------     -------------------------------
 Balance at 31 July 2024                                                         9,592                               23,682                              2,868                               (17)                                 (32,346)                           3,779
                                                                                 ==================================  ==================================  ==================================  =======================              ===============================    ==============================

 

Unaudited condensed consolidated statement of cash flows

 

                                                     5 months to                            5 months to                            Year to

                                                     31 December 2024                       31 December 2023                       31 July

                                                                                                                                    2024

                                                                                                                                   (audited)
                                                     £000                                   £000                                   £000
 Cash flows used in operating activities
 Loss after taxation                                 (345)                                  (864)                                  (6,781)
 Adjustments for:
      Share-based payments                           56                                     23                                     98
 Depreciation (note 6)                               291                                    145                                    781
 Impairment of producing fields (note 6)             -                                      174                                    189
 Exploration impairment                              -                                      -                                      4,968
 Share of loss from joint venture (note 8)           2                                      -                                      2
 Profit on termination of net profits agreement      (170)                                  -                                      -
 Finance income                                      (41)                                   (243)                                  (223)
 Finance expense                                     193                                    183                                    439
 Decrease/(increase) in trade and other receivables  307                                    43                                     (416)
 (Increase)/decrease in inventories                  (7)                                    3                                      10
 (Decrease)/increase in trade and other payables     (372)                                  209                                    320
                                                      -----------------------------------    -----------------------------------   -------------------------------------
 Net cash used in operations                         (86)                                   (327)                                  (613)
 Income taxes paid                                   -                                      -                                      -
                                                      -----------------------------------    -----------------------------------   -------------------------------------
 Net cash used in operating activities               (86)                                   (327)                                  (613)
                                                     ========================               ========================               ========================
 Cash flows (used in) / from investing activities
 Purchase of property, plant & equipment             (46)                                   (423)                                  (679)
 Purchase of intangibles                             (150)                                  (300)                                  (486)
 Investment in joint venture (note 8)                (287)                                  -                                      (2,138)
 Proceeds from termination of net profits agreement  28                                     -                                      -
                                                     -------------------------------------  -------------------------------------  -----------------------------------------------
 Net cash used in investing activities               (455)                                  (723)                                  (3,303)
                                                     ========================               ========================               ========================
 Cash flows used in financing activities
 Lease liability payments                            (3)                                    (20)                                   (7)
 Lease liability interest payments                   -                                      (2)                                    (1)
 Finance costs                                       (1)                                    1                                      (1)
                                                     -------------------------------------  -------------------------------------     --------------------------------------
 Net cash used in financing activities               (4)                                    (21)                                   (9)
                                                     ========================               ========================               ========================

 Net decrease in cash and cash equivalents           (545)                                  (1,071)                                (3,925)

 Exchange gain on cash and cash equivalents          41                                     243                                    223
 Cash and cash equivalents at beginning of period    1,463                                  5,165                                  5,165
                                                     -------------------------------------  -------------------------------------  -------------------------------------
 Cash and cash equivalents at end of period          959                                    4,337                                  1,463
                                                     ========================               ========================               ========================
 Of which:
 Unrestricted                                        959                                    2,825                                  1,463
 Restricted                                          -                                      1,512                                  -
                                                     -------------------------------------  -------------------------------------  -------------------------------------
                                                     -                                      4,337                                  1,463
                                                     ========================               ========================               ========================

 

 

Notes to the consolidated interim statement

 

1           Nature of operations and general information

Europa Oil & Gas (Holdings) plc ("Europa Oil & Gas") and its
subsidiaries' (the "Group") principal activities consist of investment in oil
and gas exploration, development and production.

 

Europa Oil & Gas is the Group's ultimate parent Company. It is
incorporated and domiciled in England and Wales. The address of Europa Oil
& Gas's registered office head office is 54 Charlotte Street, London,
England, W1T 2NS. Europa Oil & Gas's shares are admitted to trading on the
AIM market of the London Stock Exchange.

 

Basis of preparation

The Group's condensed consolidated interim financial information is presented
in Pounds Sterling (£), which is also the functional currency of Europa Oil
& Gas.

 

The condensed consolidated interim financial information has been approved for
issue by the Board of Directors on 19 March 2025.

 

The condensed consolidated interim financial statements have been prepared in
accordance with the requirements of the AIM Rules for Companies. As permitted,
the Group has chosen not to adopt IAS 34 "Interim Financial Statements" in
preparing this interim financial information.

 

The condensed consolidated interim financial information for the five-month
period 1 August 2024 to 31 December 2024 is unaudited. In the opinion of the
Directors, the condensed consolidated interim financial information for the
period presents fairly the financial position, and results from operations and
cash flows for the period in conformity with the generally accepted accounting
principles consistently applied. The condensed consolidated interim financial
information incorporates unaudited comparative figures for the five-month
interim period 1 August 2023 to 31 December 2023 and the audited financial
year to 31 July 2024. The comparative period has been re-presented to reflect
the equivalent five month period to 31 December 2023.

 

The financial information contained in this interim report does not constitute
statutory accounts as defined by section 435 of the Companies Act 2006. The
report should be read in conjunction with the consolidated financial
statements of the Group for the year ended 31 July 2024.

 

The comparatives for the full year ended 31 July 2024 are not the Group's full
statutory accounts for that year. A copy of the statutory accounts for that
year has been delivered to the Registrar of Companies. The auditors' report on
those accounts was unqualified and did not contain a statement under section
498 (2) - (3) of the Companies Act 2006.

 

Going concern

The Directors have prepared a cash flow forecast for the period ending 31
March 2026 (the "going concern period"), which considers the continuing and
forecast cash inflow from the Group's producing assets, the cash held by the
Group at March 2025, less administrative expenses and planned capital
expenditure.

 

For the going concern period the Group has forecast expenditure, including
potential capital expenditure, in excess of its currently available cash
resources and cash inflows from its producing assets. For the Group to pursue
all of its capital projects in a timely and efficient manner it is likely to
require additional funding during the going concern period to enable it to
meet its obligations as they fall due. Having considered the prepared cashflow
forecasts, likely availability of investor support and asset-backed debt, the
directors consider that they will have access to adequate resources during the
going concern period. As a result, they consider it appropriate to continue
adopting the going concern basis in the preparation of the financial
statements.

 

There can be no assurance that the cash received from fund raises and debt
issuance will match the directors' expectations, and this may affect the
Group's ability to carry out its work programmes as expected.

 

Should the Group be unable to continue trading as a going concern, adjustments
would have to be made to reduce the value of the assets to their recoverable
amounts, to provide for further liabilities which might arise and to classify
non-current assets as current. The financial statements have been prepared on
the going concern basis and do not include the adjustments that would result
if the Group and Company were unable to continue as a going concern.

 

The directors have concluded, as at the date of approval of these condensed
consolidated interim financial statements, that there is a reasonable
expectation that the Group will still have sufficient cash resources to be
able to continue as a going concern and meet its obligations as and when they
fall due over the going concern period.

 

Critical accounting judgements and estimates

The preparation of condensed consolidated interim financial information
requires management to make judgements and estimates that affect the reported
amounts of assets and liabilities at the end of the reporting period.
Significant items subject to such judgements and estimates are set out in Note
1 of the Group's 2024 Annual Report and Financial Statements. There have been
no significant developments in relation to significant judgements during the
interim period are set out below.

 

The nature and amounts of other estimates have not changed significantly
during the interim period.

 

2          Summary of significant accounting policies

The condensed consolidated financial information has been prepared using
policies based on UK adopted International Accounting Standards. The condensed
consolidated financial information has been prepared using the accounting
policies which were applied in the Group's statutory financial information for
the year ended 31 July 2024.

 

(a)   Accounting developments during 2024

 

The International Accounting Standards Board (IASB) issued various amendments
and revisions to International Financial Reporting Standards and IFRIC
interpretations. The amendments and revisions were applicable for the period
ended 31 December 2024 but did not result in any material changes to the
financial statements of the Group.

 

(b)  New standards, amendments and interpretations in issue but not yet
effective

 

There are a number of standards, amendments to standards, and interpretations
which have been issued by the IASB that are effective in future accounting
periods that the Group has decided not to adopt early. The Group is evaluating
the impact of the new and amended standards which are not expected to have a
material impact on the Group's results or shareholders' funds.

 

 

3          Earnings per share (EPS)

 

Basic EPS has been calculated on the loss after taxation divided by the
weighted average number of shares in issue during the period. Diluted EPS uses
an average number of shares adjusted to allow for the issue of shares, on the
assumed conversion of all in-the-money options.

 

As the Group made a loss from continuing operations during the interim period
ending 31 December 2024, any potentially dilutive instruments were considered
to be anti-dilutive. Therefore, the diluted EPS is equal to the basic EPS.

 

The calculation of the basic and diluted earnings per share is based on the
following:

 

                                                                             5 months to                                                    5 months to                                                    Year to

                                                                             31 December 2024                                               31 December 2023                                               31 July 2024 (audited)
                                                                             £000                                                           £000                                                           £000
 Loss
 Loss for the period attributable to the equity shareholders of the parent   (345)                                                          (864)                                                          (6,781)
                                                                             ==================                                             ==================                                             ==================
 Number of shares
 Weighted average number of ordinary shares for the purposes of basic EPS    959,184,178                                                    959,184,178                                                    959,184,178
                                                                             ====     =====     =====     ====================              ====     =====     =====     ====================              ====     =====     =====     ====================
 Number of shares
 Weighted average number of ordinary shares for the purposes of diluted EPS  959,184,178                                                    959,184,178                                                    959,184,178
                                                                             ====     =====     =====     ====================              =======     ===     ========================                   ============     ===========        ==========     =

 

 

4          Taxation

Consistent with the year-end treatment, current and deferred tax assets and
liabilities have been calculated at tax rates which were expected to apply to
their respective period of realisation at the period end. The rate at which
the Energy Profits Levy ("EPL") is levied increased from 35% to 38% and the
investment allowance of 29% on general investment expenditure was abolished on
1 November 2024. Due to existence of qualifying carried forward tax losses,
the Group did not generate profits subject to the Energy Profits Levy,
Corporation Tax or Supplementary Charge tax during the interim period.

 

 

5          Intangible assets

                         31 Dec 2024                          31 Dec 2023                          31 July 2024

                                                                                                   (audited)
                         £000                                 £000                                 £000
 At 1 August             2,664                                7,146                                7,146
 Additions               150                                  300                                  486
 Exploration impairment  -                                    -                                    (4,968)
                         -----------------------------------  -----------------------------------  -------------
 At period end           2,814                                7,446                                2,664
                         ===================================  ===================================  ===================================

 

Intangible assets comprise the Group's pre-production expenditure on licence
interests as follows:

                               31 Dec 2024                          31 Dec 2023                          31 July 2024

                                                                                                         (audited)
                               £000                                 £000                                 £000
 Serenity                      -                                    4,746                                -
 Ireland FEL 4/19 (Inishkea)   2,460                                2,405                                2,444
 UK PEDL181                    -                                    113                                  -
 UK PEDL182 (Broughton North)  35                                   35                                   35
 UK PEDL343 (Cloughton)        319                                  147                                  185
                               -----------------------------        -----------------------------
                               -----------------------------------  -----------------------------------  -----------------------------------
 Total                         2,814                                7,446                                2,664
                               ============================         ================================     ================================

                               ==================================   ==================================   =================================

6          Tangible assets

Property, plant & equipment

                                              Furniture & computers            Producing                           Right of use assets              Total

                                                                               fields
                                              £000                             £000                                £000                             £000
 Cost
 At 1 August 2023                             56                               16,004                              91                               16,151
 Additions                                    21                               460                                 -                                481
                                              -------------------------------  -------------------------------     -------------------------------  -------------------------------
 At 31 July 2024 (audited)                    77                               16,464                              91                               16,632
 Additions                                    5                                41                                  -                                46
                                              -------------------------------  -------------------------------     -------------------------------  -------------------------------
 At 31 December 2024                          82                               16,505                              91                               16,678
                                              ====================             ====================                =================                ======================

 Depreciation, depletion and impairment
 At 1 August 2023                             28                               13,636                              70                               13,734
 Charge for year                              20                               753                                 8                                781
 Impairment                                   -                                189                                 -                                189
                                              -------------------------------  -------------------------------     -------------------------------  -------------------------------
 At 31 July 2024 (audited)                    48                               14,578                              78                               14,704

 Charge for period                            8                                280                                 3                                291
                                              -------------------------------  -------------------------------     -------------------------------  -------------------------------
 At 31 December 2024                          56                               14,858                              81                               14,995
                                              ===================              ======================              =================                ====================
 Net Book Value
 At 31 December 2024                          26                               1,647                               10                               1,683
                                              ===============================  ===============================     ===============================  ===============================
 At 31 July 2024 (audited)                    29                               1,886                               13                               1,928
                                              ===============================  ===============================     ===============================  ===============================

 Cost
 At 1 August 2023                             56                               16,004                              91                               16,151
 Additions                                    7                                416                                 -                                423
                                              -------------------------------  -------------------------------     -------------------------------  -------------------------------
 At 31 December 2023                          63                               16,420                              91                               16,574
                                              ===================              ======================              =================                ====================

 Depreciation, depletion and impairment
 At 1 August 2023                             28                               13,636                              70                               13,734
 Charge for period                            8                                132                                 5                                145
 Impairment                                   -                                174                                 -                                174
                                              -------------------------------  -------------------------------     -------------------------------  -------------------------------
 At 31 December 2023                          36                               13,942                              75                               14,053
                                              ===================              ======================              =================                ====================
 Net Book Value
 At 31 December 2023                          27                               2,478                               16                               2,521
                                              ===============================  ===============================     ===============================  ===============================

 

 

7          Trade and other receivables

 

 Current trade and other payables      31 Dec 2024                             31 Dec 2023                              31 July 2024

                                                                                                                        (audited)
                                       £000                                    £000                                     £000
 Trade receivables                     416                                     541                                      1,002
 Other receivables                     43                                      73                                       33
 Corporation tax receivable            50                                      50                                       50
 Prepayments                           162                                     186                                      224
                                       --------------------------------------  ---------------------------------------  --------------------------------------
                                       671                                     850                                      1,309
                                       ===================                     ====================                     ===================

 

 

8          Investments in joint ventures

 

                                          31 Dec 2024  31 Dec 2023  31 July 2024

                                                                    (audited)
                                          £000         £000         £000
 Investment in Antler Global Limited      2,463        2,425        2,406

 

 

On 20 December 2023, the Company completed the acquisition of an interest of
42.9% in Antler Global Limited ("Antler") for a total cash consideration of
US$3,000,000 (£2,353,000). The full consideration was payable to Antler in
instalments, and the final instalment was paid in October 2024.

 

The investment was initially recognised at the value of the purchase price and
direct incremental transaction costs of £72,000 for a total investment value
of £2,425,000. Subsequent to the Company's investment, Antler has been
engaged in exploration activities, the costs of which have been capitalised as
intangible assets resulting in an immaterial charge to its statement of
comprehensive income.

 

Summarised financial information for Antler is included below:

 

                                                   31 December 2024                     31 December 2023                     31 July 2024

                                                                                                                             (audited)
 Summarised balance sheet                          £000                                 £000                                 £000
 Current assets                                    523                                  1,961                                981
 Non-current assets                                5,156                                3,530                                4,623
 Current liabilities                               (101)                                .    -                               (158)
 Net assets                                        5,578                                5,491                                5,446
 Company % interest in Antler                      42.857%                              42.857%                              42.857%
                                                   -----------------------------------  -----------------------------------  -----------------------------------
 Company share of net assets in £000               2,391                                2,353                                2,334

 Capitalised transaction costs in £000             72                                   72                                   72
                                                   -----------------------------------  -----------------------------------  -----------------------------------
 Investment in Antler Global Limited in £000       2,463                                2,425                                2,406
                                                   ===============================      ===============================      ===============================

 

 

                                                       5 months to 31 December 2024         5 months to                          Year to

                                                                                            31 December 2023                     31

                                                                                                                                 July

                                                                                                                                 2024 (audited)
 Summarised statement of comprehensive income          £000                                 £000                                 £000
 Revenue                                               -                                    -                                    -
 Loss from continuing operations                       (5)                                  -                                    (5)
 Company % interest in Antler                          42.857%                              42.857%                              42.857%
                                                       -----------------------------------  -----------------------------------  -----------------------------------
 Company share of loss from continuing operations      (2)                                  -                                    (2)
                                                       ===============================      ===============================      ===============================

 

Restricted cash of £1,512,000 as at 31 December 2023 comprised of the first
consideration instalment, which the Company held in its own bank account for
and on behalf of Antler until such time as Antler's new bank account was fully
operational.

 

 

9          Trade and other payables

 

 Current trade and other payables          31 Dec 2024                             31 Dec 2023                              31 July 2024

                                                                                                                            (audited)
                                           £000                                    £000                                     £000
 Trade payables                            80                                      359                                      140
 Lease liabilities                         4                                       10                                       6
 Other payables                            167                                     3,032                                    1,241
                                           --------------------------------------  ---------------------------------------  --------------------------------------
                                           251                                     3,401                                    1,387
                                           ===================                     ====================                     ===================
 Non-current trade and other payables
 Lease liabilities                                   6                                     6                                        6

 

The decrease in current trade and other payables since 31 July 2024 comprises
predominantly the payment of the final instalment of the Antler consideration,
the derecognition of payables related to the Whisby 4 net profits agreement
and the final settlement of residual payables relating to the Serenity
appraisal well.

 

 

10         Long term provisions

 

                                                   31 Dec 2024                          31 Dec 2023                          31 July 2024

                                                                                                                             (audited)
                                                   £000                                 £000                                 £000
 At 1 August                                       4,607                                4,368                                4,368
 Change in estimated phasing of cash flows         -                                    -                                    (198)
 Charged to the statement of comprehensive income  193                                  182                                  437
                                                   -----------------------------------  -----------------------------------  -----------------------------------
 At period end                                     4,800                                4,550                                4,607
                                                   ===================================  ===================================  ===================================

 

Long term provisions relate exclusively to decommissioning obligations related
the Group's UK licences.

 

 

11         Post reporting date

 

On 11 February 2024 the Company announced that Mr. Bo Krøll replaces
Non-Executive Chairman Brian O'Cathain, who is stepping down from the Board
after seven years of service.

 

The planning application for a Cloughton appraisal well was submitted and
recorded by North Yorkshire Council as "duly made" on 5 March 2025. At the
same time, the Company launched a community engagement website dedicated to
its Cloughton gas field appraisal project to provide local residents and
stakeholders with information on the project and how the project partners
intend to work with local communities.

 1  (#_ftnref1) Wood Mackenzie report: "The bridge: natural gas's crucial role
as a transitional energy source" Feb 2025

 2  (#_ftnref2) Europa is a 42.9% shareholder in Antler and has one of the two
seats on the Antler board of directors

 3  (#_ftnref3) Antler holds an 80% interest in EG08, as a result Europa holds
a 34.32% net interest in the licence

 4  (#_ftnref4) Initial 2-year term expiring in October 2025 followed by
2-year second term after which further extension is subject to well results
and term negotiation with host government

 5  (#_ftnref5) Production period expiry is in December 2025 and a further
extension will be applied for during 2025. Last extension was granted in 2022

 6  (#_ftnref6) Progression to next phase by March 2026

 7  (#_ftnref7) Progression to next phase by January 2026

 8  (#_ftnref8) The comparative period has been re-presented to reflect the
equivalent five month period to 31 December 2023

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