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REG - Reabold Resources - Unaudited Interim Results

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RNS Number : 2614B  Reabold Resources PLC  30 September 2025

30 September 2025

 

REABOLD RESOURCES PLC

("Reabold" or the "Company")

 

Unaudited Interim Results for the Six Months Ended 30 June 2025

 

Reabold Resources plc (AIM: RBD), the investing company focussed on developing
strategic gas projects for European energy security, announces its unaudited
interim results for the six months ended 30 June 2025. The results are
included below and are also available at www.reabold.com
(http://www.reabold.com) .

 

Highlights

LNEnergy - Colle Santo gas field, Italy

 

·    LNEnergy Limited ("LNEnergy") acquired the entire outstanding issued
share capital of LNEnergy S.r.l. LNEnergy S.r.l is the Italian company that
has a 90% interest in the Colle Santo gas field in the Abruzzo region of
Italy, a highly material gas resource with an estimated 65Bcf of 2P
reserves(1).

 

·    Post period end, LNEnergy's Small Scale-LNG development plan
in Colle Santo, Italy, was granted a positive opinion by the Independent
Environmental Impact Assessment ("EIA") Commission of the Italian Ministry
for the Environment and Energy Security - a significant milestone towards
the final EIA Ministerial Decree and the award of the Natural Gas
Production Concession.

 

·    In July 2025, Reabold increased its interest in LNEnergy to 46.2%.

 

Rathlin Energy (UK) Limited ("Rathlin") and West Newton - PEDL 183

 

·    Reabold increased its interest in West Newton via the acquisition of
20.4% of the shares in Rathlin from Connaught Oil & Gas Limited for a
total cash consideration of £700,000. Reabold's total shareholding in Rathlin
now stands at 79.8%, and its economic interest in West Newton stands at 69.9%.

 

·    Post period end, Reabold announced the potential use of gas produced
from the existing wells at West Newton to generate on-site electricity and
power crypto mining activities, and that it had entered into a non-binding LOI
with 360 Energy, Inc. to scope and design a potential bitcoin mining solution
at West Newton, subject to regulatory and third-party approvals.

 

·    Paul Harris, former CEO of NEO Energy, was appointed to the Board of
Rathlin.

 

 

(1) RPS estimate, September 2022

 

 

 

Sachin Oza and Stephen Williams, Co-CEOs of Reabold, commented:

"We are pleased to report on a period of strong progress for Reabold as we
delivered a number of exciting developments across the portfolio.

Having further increased our economic interest in the West Newton licence to
69.9%, we welcomed the strategic appointment of Paul Harris, an international
oil and gas leader with a proven track record in progressing UK hydrocarbon
projects, to the Board of Rathlin and we believe he will be invaluable in
advancing development. Post period end, we have been exploring options to
monetise gas from West Newton through on-site electricity generation to power
crypto mining, which offers an additional element of early value creation from
the West Newton field.

In Italy, the positive opinion from the EIA Commission for the Colle Santo
Small Scale-LNG development marks a major milestone for the nationally
significant project and we remain confident that we can unlock this highly
material gas resource as we work toward the final Production Concession.

 

We look forward to continuing this strong momentum into the second half of the
year, with the Company well positioned to deliver on its strategy and create
long-term value for shareholders."

 

 

Enquiries:

 Reabold Resources plc                        c/o Camarco

 Sachin Oza                                   +44 (0) 20 3757 4980

 Stephen Williams

   Cavendish - Broker and Nominated Adviser   +44 (0) 20 7220 0500

 Neil McDonald

 Pearl Kellie

 Camarco                                      +44 (0) 20 3757 4980

 Billy Clegg                                  reaboldenquiries@camarco.co.uk

 Rebecca Waterworth

 Sam Morris

 

Forward looking statements

This disclosure contains certain forward-looking statements with respect to
the business of Reabold and certain of the plans and objectives of Reabold
that involve substantial known and unknown risks and uncertainties. By their
nature, forward-looking statements involve risk and uncertainty because they
relate to events and depend on circumstances that will or may occur in the
future and are outside the control of Reabold. Actual results or outcomes, may
differ materially from those expressed in such statements, depending on a
variety of factors, including: the impact of general economic conditions where
Reabold operates, industry conditions, changes in consumer preferences and
societal expectations, the pace of development and adoption of alternative
energy solutions, changes in laws and regulations including the adoption of
new environmental laws and regulations and changes in how they are interpreted
and enforced, increased competition, the timing of bringing new fields
onstream, fluctuations in foreign exchange or interest rates, stock market
volatility, the success or otherwise of partnering, Reabold's access to future
credit resources, and other risk factors discussed in Reabold's 2024 Annual
Report. Accordingly, no assurances can be given that any of the events
anticipated by the forward-looking statements will transpire or occur, or if
any of them do so, what benefits, including the amount of proceeds, that
Reabold will derive therefrom.

 

Review of Operations

 

LNEnergy Ltd - Colle Santo gas field, Italy

 

With 65bcf of 2P reserves, as estimated by RPS as of 30 September 2022, Colle
Santo is a highly material undeveloped onshore gas resource. Reabold believes
this is the largest onshore proven undeveloped gas field in mainland Western
Europe. The field is development ready subject, primarily, to concession
award, as the positive opinion has been granted by the Independent
Environmental Impact Assessment Commission of the Italian Ministry for the
Environment and Energy Security ("MASE"). Two wells have already been drilled
and are available for production, with no additional drilling being required.
The development will consist of a small-scale LNG facility to produce
initially at 10mmcf/d from the existing two wells with over 20 years of
ultimate production. LNEnergy Ltd ("LNEnergy") believes that the field has the
potential to generate an estimated €11-12 million of gross post-tax free
cash flow per annum.

In March 2025, Reabold announced that LNEnergy had entered into a binding
purchase and sale agreement to acquire the entire outstanding issued share
capital of LNEnergy S.r.l for a total deferred consideration of US$11m plus a
4% net profits interest. LNEnergy now holds a 100% interest in LNEnergy S.r.l,
the Italian company that has a 90% interest in, and is seeking regulatory
approval for the development of, the Colle Santo gas field in Italy.

In August 2025, Reabold announced that LNEnergy's Small Scale-LNG development
plan in Colle Santo was granted a positive opinion by the Independent
Environmental Impact Assessment Commission of MASE. This is
a significant milestone towards the final EIA Ministerial Decree and the
award of the Natural Gas Production Concession. At the end of the regulatory
journey, LNEnergy will be enabled to operate the two existing gas wells and
to develop the project to produce liquified natural gas ("LNG").

LNEnergy's application for concession has been recognised by MASE as a project
that meets the requirements of the Italian government's National Integrated
Plan for Energy and Climate and National Plan for Economic Recovery, for
which €12 billion in grants and economic incentives have been made
available by executive decree.

In May 2025, Reabold announced it had converted £500,000 of outstanding
convertible loan notes into 374 ordinary shares of LNEnergy Limited at an
average price of £1,350 per share. Following this conversion, Reabold held
approximately 45.1% of LNE's enlarged share capital. In July 2025, Reabold
increased its interest in LNEnergy to 46.2% following the conversion of a
£40,000 convertible loan made in May 2025.

The next steps for developing the Colle Santo project are for LNEnergy to
finalise funding agreements and to finalise an EPC contract with Italfluid,
the proposed contract operator of the development.  Accordingly, LNEnergy
will progress the execution of a binding offtake and prepay agreement with
Gunvor pursuant to the announcement on 2 May 2024. The prepay could provide
for a significant portion of the capital investment of the project. The
potential to contribute material environmental benefits from the project has
been a key driver of interest from potential offtakers, keen to secure access
to local LNG supply.

 

As an LNG project, the field will enable LNEnergy to help to meet the
increasing demand for LNG in Italy where it serves as a transition fuel,
replacing diesel in road and maritime transportation, thereby contributing
material environmental benefits.

 

 

UK Onshore

 

Rathlin Energy (UK) Limited ("Rathlin") and West Newton - PEDL 183

 

West Newton is an onshore hydrocarbon discovery located north of Hull,
England. To date, three wells have been drilled at West Newton (A-1, A-2 and
B-1z) confirming a major discovery - potentially one of the largest
hydrocarbon fields discovered onshore UK. Rathlin is the operator of the PEDL
183 licence and holds a 66.67% interest.

 

In January 2025, Reabold announced it had completed the acquisition of 20.4%
of the shares in Rathlin from Connaught Oil & Gas Limited for a total cash
consideration of £700,000, taking Reabold's shareholding in Rathlin to 79.8%.
Reabold also holds a direct 16.67% direct licence interest in PEDL 183 giving
Reabold a 69.9% economic interest in PEDL 183.

 

As part of the work programme for PEDL 183, the JV is required to re-enter and
recomplete or sidetrack one of the currently suspended wells on or before 30
June 2026. The JV partnership for PEDL 183 plans to re-enter and recomplete
the West Newton A-2 well in order to establish sustained gas flow. The JV
partnership believes this is a low risk and low cost approach to derisk the
project. For the recompletion of the West Newton A-2 well to proceed, Rathlin
is required to obtain the NSTA's consent and receive a permit from
the Environment Agency ("EA"). In July 2025, the EA issued a draft permit and
its decision document for the public to view and comment upon. The
consultation will run until 6 October 2025. The JV expects to commence
operations in Q1 2026.

 

We believe West Newton is an important strategic asset to the UK as the
country looks to secure domestic energy supply for secure and affordable
energy, at a time when the country is exposed to potentially significant gas
supply disruptions.

 

Ahead of the planned longer term full field development at West Newton,
Rathlin has been evaluating ways of generating additional value through early
production schemes. In particular, Rathlin has been looking at development
concepts that would co-locate gas-powered generators and crypto mining
equipment at the West Newton A and West Newton B sites, which would be fuelled
by the natural gas produced from the existing wells at those sites, namely;
West Newton A-2 (WNA-2), West Newton A-1 (WNA-1) and West Newton B-1z
(WNB-1z).

 

To that end, Rathlin has entered a non-binding Letter of Intent ("LOI") with
360 Energy, Inc. ("360 Energy"), a natural gas offtake and monetisation
solutions provider, headquartered in Austin, TX. Under the terms of the LOI,
Rathlin will work with 360 Energy to scope, design, and subject to regulatory
and third party approvals, deploy 360 Energy's proven In-Field Computing
("IFC") technology, which is a natural gas offtake solution, designed to
convert produced natural gas directly into electricity to power 360 Energy's
on-site data centres, generating revenues from bitcoin production. While this
engagement is at an early stage, this relationship has the potential to enable
Rathlin to realise significant returns from natural gas volumes from wells
that would not otherwise contribute to either the early production scheme or
the full field development, and Rathlin's preliminary economic estimates
indicate that cryptocurrency mining could deliver very attractive returns.

 

The LOI envisages the IFC initially being deployed at the West Newton A site,
converting produced natural gas from the WNA-2 well into bitcoin, and
subsequently being rolled out for the WNA-1 and WNB-1z wells.

 

As such, bitcoin mining development plans will complement both the early
production scheme and the full field development. As announced on 13 June
2024, the pre-tax NPV(10) of the West Newton project was calculated to
be US$179 million net to Reabold under the full field development plan.

 

Rathlin intends to incorporate IFC technology into its existing operations, as
well as in its asset evaluation processes and capital allocation strategy
moving forward. The parties are working towards entering a binding, definitive
agreement that is expected to be based on the terms outlined in the LOI.

 

We believe that the creation and accumulation of new Bitcoin through mining
operations offers a significantly enhanced, sustainable return, and one which
is superior to simple cash purchases and accumulation of Bitcoin on the
balance sheet, popularly referred to as a Bitcoin treasury strategy.
Generating early revenue from the existing well stock also moves the West
Newton project further forward in unlocking the full value of this significant
natural gas resource.

 

The accumulation of mined Bitcoin, taking advantage of Rathlin's access to
extremely low cost energy, is both a precursor and supplement to the unlocking
of the substantial low-cost natural gas at West Newton, which we believe will
play an invaluable role in UK energy security in the years ahead.

 

In addition, the UK government's AI Opportunities Action Plan, announced
in January this year, set out new measures that will create
dedicated AI Growth Zones. We believe that AI/data centres will be a key
growth area of the UK economy in the coming years, and that West Newton's
onshore setting and low operating costs also render it ideal for powering
co-located data centres at the existing well sites from domestically produced
gas.

 

 

UK Offshore

 

P2659 (10%)

 

Reabold holds a 10% interest in Licence P2659 in the Southern North Sea, which
was awarded in July 2024 as part of the UK's 33(rd) Offshore Licensing Round.
The other partners on the licence are Horizon Energy Acquisition Limited (45%)
and Horizon Energy Partners Limited (45%). The licence covers blocks 37/26 and
37/27 and the initial four year Phase A work programme commitments for the
licence are focused on completing an advanced geophysical processing study
using 475 sq km of existing 3D seismic data.

 

 

Daybreak Oil and Gas Inc - USA

 

Reabold has a 42% shareholding in Daybreak Oil and Gas Inc ("Daybreak").
Daybreak is an OTC traded oil and gas company engaged in the exploration,
development and production of onshore crude oil and natural gas, primarily in
California. Further details on Daybreak can be found on its website at
www.daybreakoilandgas.com/ (http://www.daybreakoilandgas.com/) .

 

 

Danube Petroleum Limited - Parta and Iecea Mare licences, Romania

 

Reabold has a 50.8% equity position in Danube Petroleum Limited ("Danube"),
with ASX listed ADX Energy Ltd ("ADX") holding the remaining 49.2%. Danube has
a 100% interest in the Parta exploration licence and a 100% interest in the
Iecea Mare production licence.

 

On behalf of Danube, ADX is engaged in ongoing discussions with the regulatory
authorities (National Agency for Resources and Minerals (NAMR)) in relation to
options for the extension of the Parta exploration licence or work program
alternatives. ADX has provided the required reports requested in support of
the discussions. The Iecea Mare production licence which has a validity of 20
years is not affected by the discussions.

Options to exploit the geothermal potential of the Romanian part of the
Pannonian Basin are being investigated together with a subsurface review of
the likely prospectivity. Legislation for the exploitation of geothermal
energy is currently being created. However, the regulator has stated that a
petroleum licence needs to be converted into a geothermal licence, before any
non-petroleum operations can be performed. Furthermore, a geothermal licence
can only be awarded after finalising all petroleum operations as defined in
the relevant petroleum licence agreement.

 

 

 

Financial Review

 

Group Income Statement

 

The loss attributable to Reabold shareholders for the first half of 2025 was
£1.4 million (1H 2024: loss of £2.0 million).

 

The Group's administrative expenses for the period were up £0.2 million from
£1.0 million in 1H 2024 to £1.2 million in 2025. This reflected the
consolidation of Rathlin into the Group at the end of January 2025. Rathlin
contributed approximately £0.3 million to the £1.2 million Group
administrative expenses in the first half of 2025.

 

The Group did not incur any exploration expenses in the first half of 2025 (1H
2024: 0.3 million) as a result of licence relinquishments in the North Sea
throughout 2024.

 

Reabold's share of loss of associates was £0.2 million (1H 2024: £0.5
million). The decrease was due to Rathlin no longer being recognised as an
associate following Reabold taking a controlling interest in Rathlin on 31
January 2025. In addition, losses were reduced at LNEnergy due to the majority
of pre-development work required for the environmental impact assessment being
carried out in 2024. See Note 9 for a breakdown per associate.

 

Group Balance Sheet

 

Reabold retains a strong balance sheet with net cash at £4.0 million at 30
June 2025.

 

Exploration and evaluation assets increased from £7.0 million at 31 December
2024 to £29.8 million at 30 June 2025. The main driver for the significant
increase in the balance is the £22.4 million value attributed to Rathlin's
66.67% interest in West Newton consolidated into the Group accounts following
Reabold's acquisition of a controlling stake in Rathlin in January 2025.

 

Investments in associates was £9.6 million compared with £26.1 million at
year end 2024. The decrease was a result of derecognising Rathlin as an
associate following Reabold's acquisition of a controlling stake in Rathlin in
January 2025. The total investment derecognised at acquisition was £16.7
million.  Further investments in LNEnergy of £0.3 million and Danube of
£0.1 million were offset by losses of £0.1 million In LNEnergy.

 

Decommissioning provisions increased from £0.4 million at year end 2024 to
£1.9 million at 30 June 2025 as a result of consolidating Rathlin's share of
the decommissioning liability at West Newton.

 

At 30 June 2025, equity attributable to Reabold Resources plc shareholders was
£37.5 million (31 December 2024: £38.9 million), and equity attributable to
minority interests was £4.2 million (31 December 2024: £Nil). The minority
interest represents the 20.2% interest in Rathlin that Reabold does not own.

 

Group cash flow

 

Net cash used in operating activities for the first half of 2025 was £1.4 (30
June 2024: £1.4 million). Higher admin costs of £0.2 million following the
consolidation of Rathlin in 2025 were offset by less unfavourable working
capital outflows of £0.2 million.

 

Cash flow from investing activities was an outflow of £0.9 million compared
with an inflow of £3.7 million in the same period in 2024. The inflow in 2024
was driven by the final tranche proceeds received from the sale of Corallian.
The outflow in 2025 included £0.7 million for a 20.4% interest in Rathlin,
offset by £0.6 million of cash acquired, £0.4 million of expenditure at West
Newton, £0.3 million investment in LNEnergy and £0.1 million investment in
Danube.

 

Overall cash outflows in the first half of 2025 were £2.3 million resulting
in a cash balance of £4.0 million at 30 June 2025.

 

 

 

 

Future commitments

 

The Group has obligations to carry out defined work programmes on its licences
under the terms of the award of rights to these licences.

 

Onshore PEDL 183 - West Newton

Reabold's minimum work programme for PEDL 183 is as follows:

·    Re-enter and recomplete or sidetrack one of the currently suspended
wells on or before 30 June 2026

·    Re-enter and recomplete or sidetrack one of the remaining suspended
wells or drill and complete a new deviated or horizontal well on or before 30
June 2027, and

·    Submit a field development plan on or before 30 June 2027

Reabold anticipates re-entering and recompleting an existing West Newton well
in Q1 2026 in order to establish sustained gas flow. The gross cost to
re-enter and re-complete is expected to be c.£1.4 million (c.£1.2 million
net cost for the consolidated Group).

 

 

Southern North Sea - P2659

 

The initial four year Phase A work programme commitments for the licence are
focused on completing an advanced geophysical processing study using 475 sq km
of existing 3D seismic data.

 

 

 

 

Approved on behalf of the Board

Sachin Oza and Stephen Williams

Co-Chief Executive Officers

 

29 September 2025

REABOLD RESOURCES PLC

HALF YEAR UNAUDITED RESULTS

 

UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF INCOME

 

 

                                                                                         Six months ended 30 June 2025 £000   Six months ended 30 June 2024 £000

                             Notes

 Net gain (loss) in financial assets measured at fair value through profit or            (13)                                 26
 loss
 Other income                                                                            -                                    24
 Share of losses of associates                                                       9   (176)                                (540)
 Exploration expense                                                                 4   -                                    (325)
 Administration expenses                                                                 (1,203)                              (1,030)
 Non-underlying items                                                                    -                                    (80)
 Share based payments expense                                                        10  (101)                                (110)
 Foreign exchange (loss) gain                                                            (4)                                  -
 Loss on ordinary activities                                                             (1,497)                              (2,035)

 Finance costs - unwinding of discount on decommissioning provisions                     (31)                                 (9)
 Finance income                                                                          48                                   87
 Loss before tax for the period                                                          (1,480)                              (1,957)

 Taxation                                                                                -                                    -
 Loss for the period                                                                     (1,480)                              (1,957)
 Loss attributable to non-controlling interest                                           (75)                                 -
 Loss attributable to Reabold Resources plc shareholders                                 (1,405)                              (1,957)

 Earnings per share
 Basic and fully diluted loss per share (pence)                                      5   (0.01)                               (0.02)

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

____________________________________________________________________________________________

 

                                                                                  Note      Six months ended 30 June 2025  £000        Six months ended 30 June 2024 £000

 Loss for the year                                                                          (1,480)                                    (1,957)
 Other comprehensive income:
 Items that may be reclassified subsequently to profit or loss:
    Share of items relating to equity-accounted entities                                    (30)                                       -
 Other comprehensive loss                                                                   (30)                                       -
 Total comprehensive loss                                                                   (1,510)                                    (1,957)
 Total comprehensive loss attributable to non-controlling interest                          (75)                                       -
 Total comprehensive loss attributable to Reabold resources plc shareholders                (1,435)                                    (1,957)

 

REABOLD RESOURCES PLC

HALF YEAR UNAUDITED RESULTS

 

CONSOLIDATED BALANCE SHEET

 

 

                                                                      30 June 2025  31 Dec 2024
                                                            Notes     £000          £000
 Non-current assets
 Exploration & evaluation assets                            6         29,810        7,006
 Property, plant and equipment                                        29            46
 Investments in associates                                      9     9,633         26,088
 Other investments                                                    13            28
 Restricted cash                                                      320           53
 Trade and other receivables                                          7             7
                                                                      39,812        33,228
 Current assets
 Prepayments                                                          19            43
 Trade and other receivables                                          72            65
 Cash and cash equivalents                                            3,990         6,248
                                                                      4,081         6,356
 Total assets                                                         43,893        39,584
 Current liabilities
 Lease liabilities                                                    27            40
 Trade and other payables                                             201           127
 Accruals                                                             12            161
                                                                      240           328
 Non-current liabilities
 Lease liabilities                                                    -             7
 Provision for decommissioning                                        1,938         380
                                                                      1,938         387
 Total liabilities                                                    2,178         715
 Net assets                                                           41,715        38,869
 EQUITY
 Share capital                                              7         10,589        10,589
 Share premium account                                                1,103         1,103
 Capital redemption reserve                                           200           200
 Treasury shares                                                      (338)         (338)
 Share based payment reserve                                          2,231         2,130
 Retained earnings                                                    23,750        25,185
 Equity attributable to Reabold Resources plc shareholders            37,535        38,869
 Non-controlling interest                                             4,180         -
 Total Equity                                                         41,715        38,869

 

REABOLD RESOURCES PLC

HALF YEAR UNAUDITED RESULTS

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

                                                        Equity attributable to Reabold Resources plc shareholders
                                                        Share         Treasury Shares  Other reserves(2)  Retained earnings  Total         Non-controlling interest  Total equity

                                                        Capital(1)
                                                        £'000         £'000            £'000              £'000              £'000         £'000                     £'000

 At January 1, 2025                                     10,589        (338)            3,433              25,185             38,869        -                         38,869

 Loss for the period                                    -             -                -                  (1,405)            (1,405)       (75)                      (1,480)
 Other comprehensive loss for the period                -             -                -                  (30)               (30)          -                         (30)
 Total comprehensive loss for the period                -             -                -                  (1,435)            (1,435)       (75)                      (1,510)
 Share based payment                                    -             -                101                -                  101           -                         101
 Other changes in non-controlling interest(3)           -             -                -                  -                  -             4,255                     4,255
 At June 30, 2025                                       10,589        (338)            3,534              23,750             37,535        4,180                     41,715

 At January 1, 2024                                     10,589        (263)            3,280              28,568             42,174        -                         42,174

 Loss for the period                                    -             -                -                  (1,957)            (1,957)       -                         (1,957)
 Total comprehensive loss for the period                -             -                -                  (1,957)            (1,957)       -                         (1,957)
 Repurchase of ordinary share capital                   -             (75)             -                  -                  (75)          -                         (75)
 Share based payment                                    -             -                110                -                  110           -                         110
 Share of equity-accounted entities' changes in equity  -             -                -                  10                 10            -                         10
 At June 30, 2024                                       10,589        (338)            3,390              26,621             40,262        -                         40,262

 

(1) See Note 7 "Called-up Share Capital"

(2) See Note 8 "Other reserves"

(3) Relates to the non-controlling interest arising on the acquisition of a
further 20.4% in Rathlin giving Reabold a controlling 79.8% interest in
Rathlin.(

)

REABOLD RESOURCES PLC

HALF YEAR UNAUDITED RESULTS

 

CONOLIDATED STATEMENT OF CASH FLOWS

 

                                                                                      Six months ended 30 June 2025  Six months ended 30 June 2024

                                                                                      £000                           £000

                                                                               Notes
 Operating activities
 Loss before tax for the period                                                       (1,480)                        (1,957)
 Adjustments to reconcile loss for the period to net cash used in operating
 activities
    Exploration expenditure written off                                        4      -                              294
    Depreciation                                                                      24                             13
    Net (gain) loss on financial assts at fair value through profit or loss           13                             (26)
    Share of losses from associates                                            9      176                            540
    Net finance (income)                                                              (17)                           (78)
    Share-based payments                                                       10     101                            110
    Unrealised currency translation losses                                            1                              -
    Decrease in receivables                                                           71                             86
    (Decrease) in payables                                                            (261)                          (430)
 Net cash used in operating activities                                                (1,372)                        (1,448)

 Investing activities
 Expenditure on exploration & evaluation assets                                6      (359)                          (211)
 Acquisition of controlling interest in Rathlin, net of cash acquired                 (136)                          -
 Investments in associates                                                            (418)                          (500)
 Total cash capital expenditure                                                       (913)                          (711)
 Proceeds from disposal of associate                                                  -                              4,365
 Interest received                                                                    48                             81
 Movements in restricted cash                                                         -                              (28)
 Net cash generated by (used in) investment activities                                (865)                          3,707

 Financing activities
 Repurchase of shares                                                                 -                              (75)
 Lease liability payments                                                             (21)                           (14)
 Net cash used in financing activities                                                (21)                           (89)

 Currency translation differences relating to cash and cash equivalents               -                              -
 Increase/(decrease) in cash and cash equivalents                                     (2,258)                        2,170
 Cash and cash equivalents at the beginning of the period                             6,248                          5,413
 Cash and cash equivalents at the end of the period                                   3,990                          7,583

 

REABOLD RESOURCES PLC

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

1.   Corporate information

 

The unaudited interim condensed consolidated financial statements of Reabold
Resources plc and its subsidiaries (collectively, the "Group") for the six
months ended 30 June 2025 were authorised for issue in accordance with a
resolution of the directors on 29 September 2025. Reabold Resources plc is a
public limited company, incorporated and domiciled in England & Wales,
whose shares are traded on AIM in London. The registered office is located at
20 Primrose Street, London, EC2A 2EW. The Group is principally engaged in the
investment in pre-cash flow upstream gas projects.

 

2.   Basis of preparation

 

These unaudited condensed consolidated interim financial statements for the
six months ended 30 June 2025 have been prepared in accordance with IAS 34
Interim Financial Reporting as issued by the International Accounting
Standards Board ("IASB") and adopted by the UK, and on the basis of the same
accounting principles as those used in the Company's Annual Report and
Accounts for the year ended December 31, 2024, as filed with the Registrar of
Companies for England and Wales.

 

The financial information presented in the unaudited condensed consolidated
interim financial statements does not constitute statutory accounts within the
meaning of section 434(3) of the Companies Act 2006 ("the Act"). Statutory
accounts for the year ended December 31, 2024, were published in Reabold's
Annual Report and Accounts, a copy of which was delivered to the Registrar of
Companies for England and Wales. The interim condensed consolidated financial
statements do not include all the information and disclosures required in the
annual financial statements, and should be read in conjunction with the
Group's annual consolidated financial statements as at 31 December 2024.

 

Going Concern

The Group has prepared the financial statements on the basis that it will
continue to operate as a going concern. Beyond the going concern period of
assessment, the Group may exhaust its available cash resources if additional
funding is not secured. Funding could take the form of farmouts, asset sales
or external funding at the subsidiary level. Under an extreme downside
scenario - including the failure to secure funding, along with the additional
costs incurred in connection with fundraising activities there is a material
uncertainty within the going concern period of assessment. As a result, while
the directors continue to adopt the going concern basis in preparing the
financial statements, they acknowledge there is no guarantee that the Group
will raise the necessary funding required to realise its assets and discharge
its liabilities in the normal course of business and therefore there exists a
material uncertainty concerning the ability of the Group to continue as a
going concern. The directors are actively pursuing funding options and are
confident in the Group's ability to secure the additional funding necessary to
progress its strategy and realise the value of its assets. Therefore, the
Directors consider it appropriate to continue to adopt the going concern basis
of accounting in preparing these unaudited condensed consolidated interim
financial statements.

 

Significant accounting policies, judgements and estimates

A number of new standards, amendments to existing standards and
interpretations were applicable from 1 January 2025. The adoption of these
amendments did not have a material impact on the Group's interim condensed
consolidated financial statements for the period ended 30 June 2025.

 

Reabold's significant accounting judgements and estimates were disclosed in
Reabold's Annual Report 2024. These have been subsequently considered at the
end of the period to determine if any changes were required to those
judgements and estimates.

 

 

Further investment in Rathlin

Following Reabold's announcement on 31 January 2025, that it had increased its
interest in Rathlin to 79.8%, Reabold has determined that it will account for
Rathlin as a subsidiary from this date and will no longer equity account for
its interest in Rathlin.

 

The financial information presented herein has been prepared in accordance
with the accounting policies used in preparing Reabold's annual consolidated
financial statements for the year ended 31 December 2024, with the exception
of the changes described in the 'Updates to significant accounting policies'
section below.

 

 

Updates to significant accounting policies

Change in segmentation

During the first half of 2025, the Group's reportable segments changed
consistent with a change in the way that resources are allocated and
performance is assessed by the chief operating decision maker, who for Reabold
is the co-chief executive officers, from that date. From the first half of
2025, the Group's reportable segments are onshore UK, Italy, and
international. At 31 December 2024, the Group's reportable segments were
onshore UK, offshore UK, and international. Onshore UK comprises the Group's
investment in Rathlin and the Group's 16.67% direct interest in PEDL183.
Italy comprises the Group's investment in LNEnergy, which was previously
reported as part of the international segment.  International comprises the
Group's investments in Danube Petroleum Ltd and Daybreak Oil & Gas Inc.
Comparative information for 2024 has been restated in Note 3 to reflect the
changes in reportable segments.

 

3.         Segmental information((a))

 

The directors consider the Group to have three segments, being onshore UK,
Italy and international.  Other business and corporate comprises the Group's
treasury functions and corporate activities. The following tables present
revenue and profit/(loss) information for the Group's operating segments for
the six months ended 30 June 2025 and 2024, respectively.

 

 

 Half year 2025  UK onshore  Italy   International  Other business & corporate      Total

                 £000        £000    £000           £000                            £000

 Revenue         -           -       -              -                               -

 Segment loss    (411)       (119)   (40)           (910)                           (1,480)

 

 

 Half year 2024  UK onshore  Italy   International  Other business & corporate      Total

                 £000        £000    £000           £000                            £000

 Revenue         -           -       -              -                               -

 Segment loss    (239)       (288)   (314)          (1,116)                         (1,957)

 

The following table presents assets and liabilities information for the
Group's operating segments as at 30 June 2025 and 31 December 2024,
respectively:

 

                   UK onshore  Italy   International  Other business & corporate      Total

                   £000        £000    £000           £000                            £000
 Assets
 30 June 2025      30,277      5,037   4,609          3,970                           43,893
 31 December 2024  23,781      4,864   4,541          6,398                           39,584

 

 

                   UK onshore  Italy   International  Other business & corporate      Total

                   £000        £000    £000           £000                            £000
 Liabilities
 30 June 2025      2,065       -       -              113                             2,178
 31 December 2024  404         -       -              311                             715

 

(a)   Comparative information for 2024 has been restated to reflect the
changes in reportable segments. For more information see Note 2 basis of
preparation - Change in segmentation

 

 

4.         Exploration expense

 

The following table represents amounts included within the Group income
statement relating to activity associated with the exploration for and
evaluation of oil and natural gas resources.

 

                                                                                                                                                                                                                                                                                       £000                           £000
                                                                                                                                                                                                                                                                                       Six months ended 30 June 2025  Six months ended 30 June 2024
 Exploration expenditure written off                                                                                                                                                                                                                                                   -                              294
 Other exploration costs                                                                                                                                                                                                                                                               -                              31
 Total exploration expense                                                                                                                                                                                                                                                             -                              325

 

There was no exploration expenditure in the first half of 2025. Exploration
expenditure written off in the first half of 2024 related to the following
North Sea Licences: P2605 - £177,000, P2504 - £117,000.

 

5.         Loss per share

 

Basic loss per Ordinary Share is calculated by dividing the loss for the
period attributable to ordinary shareholders by the weighted average number of
Ordinary Shares outstanding during the period. As the Group is reporting a
loss in each period, in accordance with IAS 33, outstanding share options are
not considered to be dilutive because the exercise of the share options would
have the effect of reducing the loss per share.

 

 

 

                                                           Six months ended 30 June 2025  Six months ended 30 June 2024
 Results for the period (£000)
 Loss for the period attributable to Reabold shareholders  (1,405)                        (1,957)

 Number of shares (thousand) ((a))
 Basic weighted average number of shares outstanding       10,194,413                     10,196,548

 Basic loss per share (pence)                              (0.01)                         (0.02)
 Diluted loss per share (pence)                            (0.01)                         (0.02)

 

(a)   Excludes treasury shares

 

6.         Exploration and Evaluation Assets

                                                              Total
                                                              £000

 At January 1, 2025                                           7,006
 Additions on acquisition of controlling interest of Rathlin  22,445
 Other additions                                              359
 At June 30, 2025                                             29,810

 

Reabold acquired a 20.4% of the shares in Rathlin from Connaught Oil and Gas
Limited as announced on 31 January 2025 taking Reabold's total shareholding in
Rathlin to 79.8%. Reabold has determined that it will account for Rathlin as a
subsidiary from this date. Reabold applied the optional concentration test for
this transaction in accordance with IFRS 3. Accordingly, it has been concluded
that as substantially all of the value arising from the transaction relates to
the PEDL 183 licence, the acquired assets do not represent a business and
therefore the transaction has been accounted for as an asset acquisition at
cost. The total cash consideration for the 20.4% interest in Rathlin was
£700,000. The total exploration and evaluation asset recognised in relation
to the acquisition and subsequent consolidation of Rathlin was £22.4 million.

 

7.         Share Capital

 

 ISSUED AND FULLY PAID SHARES
                               Number of shares  £000
 Ordinary shares of 0.1p each
 At January 1, 2025            10,474,685,207    10,475
 At June 30, 2025              10,474,685,207    10,475
 At January 1, 2024            10,474,685,207    10,475
 At 30 June 2024               10,474,685,207    10,475

 "A" Deferred shares of 1.65p  6,915,896         114
                                                 10,589

 

At Reabold Resources plc's Annual General Meeting on July 11, 2025, the Board
was authorised to allot ordinary shares in Reabold Resources plc, and to grant
rights to subscribe for, or to convert, any security into ordinary shares in
Reabold Resources plc, up to an aggregate nominal amount of approximately £2
million (representing approximately 2,000 million ordinary shares of 0.1p
each). This authority expires at the end of the Annual General Meeting to be
held in 2026, unless previously renewed, revoked or varied by Reabold
Resources plc in a general meeting.

 

At 30 June 2025, 280,271,717 Ordinary Shares of nominal value £280,272 were
held in treasury. These treasury shares are not taken into consideration in
relation to the payment of dividends and voting at shareholder meetings.

 

At 30 June 2025, the issued share capital of the Company comprised
10,194,413,490 Ordinary Shares (excluding treasury shares) par value 0.1p per
share, each with one vote; and 6,915,896 "A" Deferred shares of 1.65p. The "A"
deferred shares do not carry voting rights. The total number of voting rights
in the Company is therefore 10,194,413,490.

 

 

8.    Other reserves

 

                      Share     Capital redemption reserve  Share-based payment reserve  Total

                      Premium
                      £'000     £'000                       £'000                        £'000

 At January 1, 2025   1,103     200                         2,130                        3,433
 Share based payment  -         -                           101                          101
 At June 30, 2025     1,103     200                         2,231                        3,534

 At January 1, 2024   1,103     200                         1,977                        3,280
 Share based payment  -         -                           110
 At June 30, 2024     1,103     200                         2,087                        3,390

 

 

9.    Investments in associates

 

The following tables provide aggregated summarised financial information for
the Group's associates as it relates to the amounts recognised in the Group
income statement and on the Group balance sheet. On January 31 2025, Reabold
announced it had completed the acquisition of 20.4% of the shares in Rathlin,
taking Reabold's total shareholding in Rathlin to approximately 79.8%. From
that date, Reabold stopped accounting for Rathlin as an associate and started
to consolidate Rathlin as a subsidiary in the Group financial statements.
Total losses related to Reabold's investment in Rathlin in the first month of
the year, prior to accounting for Rathlin as a subsidiary, were £31,000.

 

                             £000
                             Income Statement
               Losses from associates
               30 June 2025  30 June 2024
 Rathlin       31            222
 LNEnergy      119           294
 Danube        26            24
               176           540

 

 

                              £000
                              Balance Sheet
               Investments in associates
               30 June 2025   31 Dec 2024
 Rathlin       -              16,696
 LNEnergy      5,037          4,864
 Danube        4,596          4,528
               9,633          26,088

 

Details of the Company's associates as at 30 June 2025 are shown below

 Associates                    %     Country of incorporation  Principal activities
 LNEnergy Limited              45.1  England & Wales           Exploration and Evaluation
 Danube Petroleum Limited      50.8  England & Wales           Exploration and Evaluation

 

In July 2025, Reabold increased its interest in LNEnergy to 46.2% following
the conversion of a £40,000 convertible loan made in May 2025.

10.  Share-Based payments

 

The Company operates two incentive share option plans: the Reabold Resources
plc Deferred Annual Bonus Plan ("DABP") and the Reabold Resources plc 2023
Long Term Incentive Plan ("LTIP").

 

Deferred Annual Bonus Plan

On 13 June 2025 (the "Grant Date"), 116,060,000 share option awards (the
"Awards") were granted to certain Directors and Persons Discharging Managerial
Responsibilities under the DABP. The Awards were made in accordance with the
rules of the DABP and as provided for in the 2024 Directors' Remuneration
Report, which can be found in the Company's 2024 Annual Report. The Awards
represent 50% of the total 2024 annual bonus value, which is required to be
deferred into nil-cost options over Ordinary Shares, pursuant to the terms of
the DABP. In calculating the number of Ordinary Shares over which the Awards
have been made, the Remuneration Committee applied the closing price per
Ordinary Share on the day prior to the Grant Date. The nil-cost options
will become exercisable from the third anniversary of the Grant Date, subject
to the terms and conditions of the DABP. The fair value of the options granted
was 0.05p.

 

Long term Incentive Plan

At 30 June 2025, 390,000,000 options granted by the Company under the 2023
LTIP were outstanding. No options were granted in the first half of 2025, and
none are exercisable as at 30 June 2025.

 

For the six months ended 30 June 2025, the Group recognised £101,000 of
share-based payment expense in the income statement (30 June 2024: £110,000)

 

 

11.  Events after the reporting period

 

On 7 August 2025, Reabold announced the potential use of gas produced from the
existing wells at West Newton to generate on-site electricity and power crypto
mining activities. Reabold entered into a non-binding LOI with 360 Energy,
Inc. to scope and design a potential bitcoin mining solution at West Newton,
subject to regulatory and third-party approvals.

 

On 26 August 2025, Reabold announced that LNEnergy Limited's Small
Scale -LNG development plan in Colle Santo, Italy, was granted a positive
opinion by the EIA Commission of the Italian Ministry for the Environment
and Energy Security. This was a significant milestone towards the final
EIA Ministerial Decree and the award of the Natural Gas
Production Concession. At the end of the regulatory journey, LNEnergy will be
enabled to operate the two existing gas wells and to develop the
project to produce LNG for maritime and road transportation, as part of the
Italian Plan for fighting Climate Change and ensuring Energy
Security. In July 2025, Reabold increased its interest in LNE to 46.2%.

 

 

 

 

 

 

GLOSSARY

 

bcf

Billion standard cubic feet.

 

Capital expenditure

Total cash capital expenditure as stated in the Group cash flow statement.

 

CPR

Competent Persons Report.

 

IFRS

International Financial Reporting Standards.

 

LNG

Liquified natural gas

 

mmcf/d

Million cubic feet per day.

 

NPV10

Net Present Value using a 10% discount factor.

 

NSTA

North Sea Transition Authority.

 

OTC

Over-the-counter.

 

Prospective Resources

Quantities of hydrocarbons which are estimated, as of a given date, to be
potentially recoverable from undiscovered accumulations by application of
future development projects

 

 

 

 

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