REG - Seascape Energy Asia - Audited Full Year Results to 31 December 2025
Today 07:00
For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20260521:nRSU1730Fa&default-theme=true
RNS Number : 1730F Seascape Energy Asia PLC 21 May 2026
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
REGULATION 596/2014 AS AMENDED AND TRANSPOSED INTO UK LAW IN ACCORDANCE WITH
THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR").
21 May 2026
Seascape Energy Asia plc
("Seascape Energy", the "Company" or "Seascape")
Audited Full Year Results to 31 December 2025
Seascape Energy, an E&P company focused on Southeast Asia, is pleased to
announce its full year results for the 12 months ended 31 December 2025.
Highlights
Corporate
· The Company is now established as an independent player in the
Malaysian upstream industry with interests in three, gas-weighted PSCs':
o Temaris Cluster (SEA 100% PI): two gas discoveries offshore shallow water
Peninsular Malaysia, awarded in June 2025 with net certified 2C resources of
46 mmboe certified and net mean unrisked Prospective Resources of 158 mmboe;
o DEWA (SEA 28% PI): located offshore, shallow water Sarawak, Eastern
Malaysia, with certified net 2C resources of 18 mmboe and operated by EnQuest
plc; and
o Block 2A (SEA 10% PI) located deepwater offshore Sarawak, Eastern
Malaysia, the giant Kertang prospect contains certified gross mean unrisked
Prospective Resources of 1.7 bnboe with Seascape fully carried on an
exploration well drilling mid-2027.
· An updated CPR has confirmed the Company's total net 2C
Contingent Resources of 64 mmboe (97% gas) (2024 nil) and total unrisked net
mean Prospective Resources of 324 mmboe (99% gas)
· Seascape's existing portfolio will see it become a significant,
gas-weighted producer in Malaysia by 2028 with production potential in excess
of 20,000 boepd at current equity levels.
Financial
· Year end 2025 cash of £6.3 million (2024: £2.8 million)
including restricted cash of £2.1 million (2024: £0.5m), nil debt (2024:
nil)
· Unaudited cash balances of £8.5 million as at the beginning of
May 2026 following a successful placing, subscription and oversubscribed
retail offer to raise gross proceeds of approximately £5.0 million
· Group operating loss of £4.4 million (2024: £5.8 million)
· Total profit for the year of £5.4 million (2024: loss £16.4
million) reflecting the proceeds from the farm down of the Company's interest
in the Block 2A PSC.
Outlook:
· Progress the Company's Temaris Cluster and DEWA through to FDAP
submission during 2026, targeting first gas in 2028 and allowing Seascape to
book initial 2P reserves
· Continue to build-out its existing acreage position in Malaysia,
including seeking to secure new acreage around its flagship Temaris Cluster
and expand its core operated position
· Seek to bring a strategic partner into Temaris during the first
half of 2026
· Award rig contract for drilling of Kertang prospect on Block 2A
and confirm well spud window during mid-2027 at no cost to Seascape
Investor Meet Company
In conjunction with the release of its full year results for the year ended
2025, James Menzies (Executive Chairman) and Nick Ingrassia (CEO) will provide
a live presentation via Investor Meet Company as part of the Company's
forthcoming Annual General Meeting which will be held on 25 June 2026. The
presentation is open to all existing and potential shareholders and further
details on how to join the meeting will follow.
Nick Ingrassia, Chief Executive Officer, commented:
"During 2025, Seascape successfully positioned itself as a significant
independent player in the Malaysian upstream industry.
Seascape has now entered its next phase of growth across its portfolio,
progressing both its short-cycle Temaris and DEWA gas developments towards
final investment decisions while continuing down the path towards drilling of
the giant Kertang prospect.
We look forward to an exciting year ahead, continuing to grow our high-quality
portfolio and working towards first gas with high-quality partners."
Footnotes:
Seascape Energy Asia
plc
IR@seascape-energy.com
James Menzies (Executive Chairman)
Nick Ingrassia (Chief Executive)
Pierre Eliet (Executive Director)
Stifel (Nomad and Joint
Broker)
Tel: +44 20 7710 7600
Callum Stewart
Jason Grossman
Ashton Clanfield
Cavendish Capital Markets Limited (Joint Broker)
Tel: +44 20 7397 8900
Neil McDonald
Pete Lynch
Posting of Report & Accounts and Notice of Annual General Meeting
The Company plans to post the full set of Report and Accounts and notice of
Annual General Meeting shortly and will announce the same.
Abbreviations
Seascape Energy Asia plc - Seascape, SEA, Seascape Energy or the Company
Seascape Energy (SE Asia) Sdn. Bhd. - SE SEA
Seascape Energy (2A) Limited - Seascape 2A or SE 2A
Seascape Energy (DEWA) Limited - Seascape DEWA or SE DEWA
Seascape Energy Asia (One) Sdn. Bhd.- Seascape One or SEA One
INPEX Malaysia E&P 2A Limited - INPEX 2A (formerly Longboat Energy (2A)
Limited)
Standard
Estimates of reserves and resources have been carried out in accordance with
the June 2018 SPE/WPC/AAPG/ SPEE/SEG/SPWLA/EAGE Petroleum Resources Management
System ("PRMS") as the standard for classification and reporting. A summary of
the PRMS can be downloaded from:-
https://www.spe.org/en/industry/petroleum-resources-management-system-2018/.
(http://www.spe.org/en/industry/petroleum-resources-management-system-2018/)
Review by Qualified Person
The technical information in this release has been reviewed by Dr Pierre
Eliet, Executive Director and Country Chair Malaysia, who is a qualified
person for the purposes of the AIM Guidance Note for Mining, Oil and Gas
Companies. Dr Eliet is a geologist with more than 30 years' experience in the
oil and gas industry. Dr Eliet has a BA Degree in Earth Sciences from Trinity
College, Dublin and PhD in Geology from Manchester University, UK, and is a
Fellow of the Geological Society (London)
Glossary
"AIM" means the Alternative Investment Market of the London Stock Exchange
"bcf" means billion standard cubic feet
"DEWA PSC" means the contract covering the DEWA Cluster offshore Sarawak
"DST" means drill stem test
"FDAP" means Field Development and Abandonment Plan
"FEED" Front-End Engineering Design
"FWS" full-well stream
"GIIP" means Gas Initially In Place
"Group" means Seascape and its subsidiaries
"IOC" means International Oil Company
"JV" means joint venture
"K" means thousand
"KPI" means Key Performance Indicator
"LNG" means Liquified Natural Gas
"m" means meters
"MDT" means modular formation dynamic tester
"mmboe" means million barrels of oil equivalent
"mmscfd" means million standard cubic feet per day
"MYR" means Malaysian Ringgit
"NOK" means Norwegian kroner
"PI" means participating interest
"PSC" means Production Sharing Contract
"Q" means quarter
"$" means United States Dollars
"TCF" means trillion cubic feet
"Temaris PSC" means the contract covering the Temaris Cluster offshore
Peninsular Malaysia
"WHP" means unmanned well-head platform
"2A PSC" means the contract covering Block 2A offshore Sarawak
Consolidated statement of comprehensive income
Notes 2025 2024
GROUP £ £
Other income 5 202,053 934,570
Administrative expenses (4,586,404) (6,709,728)
Operating loss 7 (4,384,351) (5,775,158)
Finance costs 8 (28,717) (21,681)
Investment income 9 239,631 111,758
Loss before taxation from continuing operations (4,173,437) (5,685,081)
Income tax expense 10 405 (419)
Loss for the year from continuing operations (4,173,032) (5,685,500)
Profit/(loss) for the year from discontinued operations, net of tax 11 9,615,416 (10,761,709)
Profit/(loss) for the year 5,442,384 (16,447,209)
Other comprehensive income/(expense)
Currency translation differences from discontinued operations 27 - 349,929
Currency translation differences from continuing operations 27 44,044 (32,254)
Total items that may be reclassified to profit or loss 44,044 317,675
Total other comprehensive income for the year 44,044 317,675
Total comprehensive profit/(loss) for the year 5,486,428 (16,129,534)
Earnings/(losses) per share Pence Pence
Basic - continuing 12 (6.62) (9.88)
Basic - discontinued 12 15.25 (18.70)
Diluted - discontinued 12 14.00 -
COMPANY
Profit/(loss) for the year 6,123,114 (12,565,269)
As permitted by section 408 of the Companies Act 2006 the Company has elected
not to present a separate statement of profit or loss and other comprehensive
income.
Consolidated statement of financial position
Notes 2025 2024
£ £
Non-current assets
Intangible assets 14 2,924,227 285,358
Property, plant and equipment 15 27,301 11,495
Other financial assets 18 1,409,055 -
4,360,583 296,853
Current assets
Trade and other receivables 17 322,964 112,927
Cash and cash equivalents 16 4,120,638 2,467,899
Restricted cash and bank 16 2,105,769 520,708
6,549,371 3,101,534
Asset in disposal group held for sale 19 - 1,018,570
Total assets 10,909,954 4,416,957
Current liabilities
Trade and other payables 20 925,456 669,357
Provisions 22 694,384 702,000
1,619,840 1,371,357
Liabilities in disposal group held for sale 19 - 71,388
Net current assets 4,929,531 2,677,359
Non-current liabilities
Other financial liabilities 21 290,087 308,825
Deferred tax 23 - 427
290,087 309,252
Total liabilities 1,909,927 1,751,997
Net assets 9,000,027 2,664,960
Equity
Called up share capital 24 6,312,798 6,281,895
Share premium account 25 36,880,949 36,809,420
Other reserves 450,000 450,000
Share option reserve 26 1,177,579 466,198
Currency translation reserve 27 37,172 (6,872)
Accumulated losses (35,858,471) (41,335,681)
Total equity 9,000,027 2,664,960
The financial statements were approved by the board of directors and
authorized for issue on 20 May 2026 and are signed on its behalf by:
signed
Nicholas Ingrassia - Chief Executive Officer
Company statement of financial position
Notes 2025 2024
£ £
Non-current assets
Investments in subsidiary and equity accounted joint venture 13 810,366 510,469
Property, plant and equipment 15 13,032 5,640
Other financial assets 18 1,409,055 -
2,232,453 516,109
Current assets
Trade and other receivables 17 7,583,737 3,139,051
Cash and cash equivalents 16 2,861,842 2,191,612
10,445,579 5,330,663
Asset in disposal group held for sale 19 - 100,000
Total assets 12,678,032 5,946,772
Current liabilities
Trade and other payables 20 323,734 524,434
Provisions 22 498,428 519,483
822,162 1,043,917
Net current assets 9,623,417 4,386,746
Non-current liabilities
Other financial liabilities 21 290,087 308,825
Total liabilities 1,112,249 1,352,742
Net assets 11,565,783 4,594,030
Equity
Called up share capital 24 6,312,798 6,281,895
Share premium account 25 36,880,949 36,809,420
Other reserves 450,000 450,000
Share option reserve 26 1,177,579 466,198
Accumulated losses (33,255,543) (39,413,483)
Total equity 11,565,783 4,594,030
The financial statements were approved by the board of directors and
authorised for issue on 20 May 2026 and are signed on its behalf by:
signed
Nicholas Ingrassia - Chief Executive Officer
Company Registration No. 12020297
Consolidated statement of change in equity
Share Share Currency
Share Premium option translation Other Accumulated (losses)/ profit
Capital Account reserve reserve reserves Total
Notes £ £ £ £ £ £ £
GROUP
Balance at 1 January 2024 5,710,812 35,605,370 1,024,486 310,803 450,000 (26,162,741) 16,938,730
Year ended 31 December 2024
Loss for the year - - - - (16,447,209) (16,447,209)
Other comprehensive expense on disposal of joint venture 27 - - - (349,929) - - (349,929)
Other comprehensive expense on foreign subsidiaries
- - - 32,254 - - 32,254
Share-based payments - - 715,981 - - - 715,981
Transfers of lapsed options to reserves - - (1,274,269) - - 1,274,269 -
Issue of share capital 571,083 1,427,460 - - - - 1,998,543
Cost of shares issued 24/25 - (223,410) - - - - (223,410)
Balance at 31 December 2024 6,281,895 36,809,420 466,198 (6,872) 450,000 (41,335,681) 2,664,960
Year ended 31 December 2025
Profit for the year - - - - - 5,442,384 5,442,384
Other comprehensive expense on foreign subsidiaries
27 - - - 44,044 - - 44,044
Share-based payments - - 746,207 - - - 746,207
Transfers of lapsed options to reserves - - (34,826) - - 34,826 -
Issue of share capital 24/25 30,903 71,529 - - - - 102,432
Balance at 31 December 2025 6,312,798 36,880,949 1,177,579 37,172 450,000 (35,858,471) 9,000,027
Company statement of change in equity
Share Share Currency
Share Premium option translation Other Accumulated (losses)/ profit
Capital Account reserve reserve reserves Total
Notes £ £ £ £ £ £ £
COMPANY
Balance at 1 January 2024 5,710,812 35,605,370 1,024,486 - 450,000 (24,657,670) 18,132,998
Period ended 31 December 2024
Loss and total comprehensive expense
for the year - - - - - (16,030,082) (16,030,082)
Share-based payments 26 - - 715,981 - - - 715,981
Transfers of lapsed options to reserves - - (1,274,269) - - 1,274,269 -
Issue of share capital 571,083 1,427,460 - - - - 1,998,543
Cost of shares issued 24/25 - (223,410) - - - - (223,410)
Balance at 31 December 2024 6,281,895 36,809,420 466,198 - 450,000 (39,413,483) 4,594,030
Year ended 31 December 2025
Profit and total comprehensive income
for the year - - - - - 6,123,114 6,123,114
Share-based payments 26 - - 746,207 - - - 746,207
Transfers of lapsed options to reserves - - (34,826) - - 34,826 -
Issue of share capital 24/25 30,903 71,529 - - - - 102,432
Balance at 31 December 2025 6,312,798 36,880,949 1,177,579 - 450,000 (33,255,543) 11,565,783
Consolidated statement of cash flows
2025 2024
Notes £ £
Cash flow from operating activities
Cash used by continuing operations 28 (3,158,976) (3,323,980)
Cash generated/(used) by operating activities from discontinued operations 29 165,485 (610,151)
Net cash used in operating activities (2,993,491) (3,934,131)
Investing activities
Purchase of property, plant and equipment 15 (26,237) (8,437)
Purchase of exploration and evaluation assets 14 (2,829,468) (63,579)
Purchase of intangible assets 14 (30,347) -
Interest received 9 239,631 112,301
Investing activities from discontinued operations 427 (214,308)
Proceeds from disposal of investment in subsidiary/ joint venture 11 8,740,023 1,935,912
Cash generated from investing activities 6,094,029 1,761,889
Movement in restricted cash and bank balances 16 (2,105,769) 329,976
Net cash generated from investing activities 3,988,260 2,091,865
Financing activities
Proceeds from issuance of ordinary shares 24/25 3,015 1,775,133
Net cash generated from financing activities 3,015 1,775,133
Net increase/(decrease) in cash and cash equivalents 997,784 (67,133)
Cash and cash equivalents at beginning of the year 16 3,303,970 2,833,857
Foreign exchange (181,116) 16,538
Cash and cash equivalents at end of the year 16 4,120,638 2,783,262
Relating to:
Bank balances and short-term deposits 16 6,226,407 2,988,607
Cash classified as held for sale - 315,363
6,226,407 3,303,970
Cash restricted in use 16 (2,105,769) (520,708)
16 4,120,638 2,783,262
Company statement of cash flows
2025 2024
Notes £ £
Cash flow from operating activities
Profit/(loss) before taxation 6,123,114 (16,030,082)
Adjustments for:
Depreciation 15 5,376 6,227
Interest income (172,673) (205,656)
Share based payment expense 26 746,207 527,411
Unwinding discount on financial liability 21 10,507 14,114
Fair value loss on financial liability 21 84,279 55,023
Gain on disposal of subsidiary (8,506,782) -
Loss on disposal of joint venture 13 - 12,074,783
Operating loss before working capital changes (1,709,972) (3,558,180)
Trade and other receivables (2,403,292) 714,941
Trade and other payables (242,702) (158,855)
Provisions 22 (21,055) 519,483
Cash used in operating activities (4,377,021) (2,482,611)
Movement in restricted cash and bank balances 16 - 803,417
Net cash used in operating activities (4,377,021) (1,679,194)
Cash flow from investing activities
Purchase of property, plant and equipment 15 (12,768) (1,506)
Interest received 172,673 101,426
Advances to subsidiaries (3,541,688) (2,487,867)
Investment in subsidiaries 13 (299,897) (191,673)
Proceeds from disposal of investment in subsidiary/joint venture 8,740,023 1,935,912
Net cash generated from investing activities 5,058,343 (643,708)
Cash flow from financing activities
Proceeds from issuance of ordinary shares 24/25 3,015 1,775,133
Net cash used in financing activities 3,015 1,775,133
Net increase/(decrease) in cash and cash equivalents 684,337 (547,769)
Cash and cash equivalents at beginning of the year 2,191,612 2,739,381
Foreign exchange (14,107) -
Cash and cash equivalents at end of the year 16 2,861,842 2,191,612
Relating to:
Bank balances and short-term deposits 16 2,861,842 2,191,612
Notes to the financial statements
1.Accounting policies
1.1 Company information
Seascape Energy Asia plc is an AIM public quoted company, limited by shares,
incorporated in England and Wales. The registered office is at 5(th) Floor,
One New Change, London, EC4M 9AF. The principal activities of the Company and
its subsidiaries are to explore, develop and produce hydrocarbons,
particularly gas.
On 25 April 2025, the Group formed a new incorporated subsidiary, SEA One
with initial nominal share capital of MYR1.00 equivalent to £0.17..
1.2 Accounting convention
The financial statements have been prepared in accordance with UK adopted
international accounting standards and with those parts of the Companies Act
2006 applicable to companies reporting under IFRS.
The financial statements are prepared in British pounds sterling, which is the
functional currency of the Group. Monetary amounts in these financial
statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost
convention. The principal accounting policies adopted are set out below.
1.3 Basis of consolidation
The consolidated financial statements include the financial statements of the
Company and its subsidiaries made up to 31 December 2025.
Subsidiaries are all entities (including structured entities) over which the
Group has control. The Group controls an entity when the Group is exposed to,
or has rights to, variable returns from its involvement with the entity and
has the ability to affect those returns through its power over the entity.
Subsidiaries are fully consolidated from the date on which control is
transferred to the Group. They are deconsolidated from the date that control
ceases.
Intragroup transactions, balances, unrealised gains and losses are eliminated
on consolidation. Where necessary, adjustments are made to the financial
statements of subsidiaries to ensure consistency of accounting policies with
those of the Group.
All changes in the parent's ownership interest in a subsidiary that do not
result in a loss of control are accounted for as equity transactions. Any
difference between the amount by which the non-controlling interest is
adjusted and the fair value of consideration paid or received is recognised
directly in equity and attributed to owners of the parent.
1.4 Audit exemptions for subsidiaries companies
For the year ended 31 December 2025, the subsidiaries of the Company including
Seascape Energy (2A) Limited and Seascape Energy (DEWA) Limited were entitled
to exemption from audit under section 479 of the Companies Act 2006 relating
to subsidiary companies.
The members have not required the subsidiary companies to obtain an audit of
its accounts for the year in question in accordance with section 476.
The Directors acknowledge their responsibilities to comply with the
requirements of the Act with respect to accounting records and the preparation
of accounts.
These accounts have been prepared in accordance with the provisions applicable
to companies subject to the small companies' regime.
1.5 Foreign currencies
Functional and presentation currency
The functional currency for the Company is sterling with the US dollar being
the functional currency for the subsidiaries companies including Seascape
Energy (SE Asia) Sdn.Bhd, Seascape Energy (2A) Limited, Seascape Energy (DEWA)
Limited and Seascape Energy Asia (One) Sdn. Bhd..
The financial statements are presented in sterling ("GBP"), which is the
Group's and the Company's presentation currency. The resulting exchange
differences arising from the conversion of the functional currency in USD to
the presentation currency in GBP have been recognised within other
comprehensive income/expense.
Transactions and balances
Transactions in foreign currencies during the year are recorded in the
functional currency at the rate of exchange ruling at the date of the
transaction. Monetary assets and liabilities are translated at the rate ruling
on the statement of financial position date and any gains and losses on
translation are reflected in the statement of comprehensive income.
The assets and liabilities of foreign operations are translated into sterling
at the rate of exchange ruling at the statement of financial position date.
Income and expenses are translated at the rate of exchange ruling at the date
of the transaction. The resulting exchange differences on assets and
liabilities of such foreign operations are taken directly to a separate
component of equity. On disposal of a foreign entity, the deferred cumulative
amount recognised in equity relating to that particular foreign operation is
recognised in the Income Statement.
1.6 Joint arrangements
Judgement is required to determine when the Group has joint control over an
arrangement, which requires an assessment of the relevant activities and when
the decisions in relation to those activities require unanimous consent. The
Group has determined that the relevant activities for its joint arrangements
are those relating to the operating and capital decisions of the arrangement,
including the approval of the annual capital and operating expenditure work
programme and budget for the joint arrangement, and the approval of chosen
service providers for any major capital expenditure as required by the joint
operating agreements applicable to the entity's joint arrangements. The
considerations made in determining joint control are similar to those
necessary to determine control over subsidiaries, as set out in Note 3.
Judgement is also required to classify a joint arrangement. Classifying the
arrangement requires the Group to assess their rights and obligations arising
from the arrangement. Specifically, the Group considers:
· the structure of the joint arrangement; whether it is structured
through a separate vehicle;
· when the arrangement is structured through a separate vehicle,
the Group also considers the rights and obligations arising therefrom:
· the legal form of the separate vehicle; the terms of the
contractual arrangement, or other facts and circumstances, considered on a
case by case basis.
This assessment often requires significant judgement. A different conclusion
about both joint control and whether the arrangement is a joint operation or a
joint venture, may materially impact the accounting.
A joint operation is a type of joint arrangement whereby the parties that have
joint control of the arrangement have rights to the assets and obligations for
the liabilities, relating to the arrangements.
In relation to its interests in joint operations, the Group recognises its:
· assets, including its share of any assets held jointly;
· liabilities, including its share of any liabilities incurred
jointly;
· revenue from the sale of its share of the output arising from the
joint operation;
· share of the revenue from the sale of the output by the joint
operation; and
· expenses, including its share of any expenses incurred jointly.
1.7 Going concern
The Directors have completed the going concern assessment, taking into account
cash flow forecasts up to the end of
The Directors have completed the going concern assessment, taking into account
cash flow forecasts up to December 2027, sensitivities to those forecasts and
stress tests to assess whether the Company and its subsidiaries (together the
Group) are a going concern. Having undertaken careful enquiry, the Directors
are of the view that the Group will not need to access additional funds during
the period to meet its current work programme and budget. In order to make a
Final Investment Decision on its development assets, or make a substantial
acquisition, the Group will require further funding. However, the timing and
associated quantum will generally be at the discretion of the Group. Any
required financing will be sourced through a combination of farm-downs, debt
instruments and new equity capital.
1.8 Medium term sustainability
In the medium term, new acquisitions and developments resulting from
exploration success will require further equity capital and new debt
facilities. In any of these circumstances the Company will require additional
financing from the equity markets and the bank or credit markets. Availability
of such financing is subject not only to market conditions but also a
continued willingness of investors to finance oil and gas companies.
1.9 Oil and Gas Assets
Capitalisation
Pre-acquisition costs on oil and gas assets are recognised in the Income
Statement when incurred. Costs incurred after rights to explore have been
obtained, such as geological and geophysical surveys, drilling and commercial
appraisal costs and other directly attributable costs of exploration and
appraisal including technical and administrative costs are capitalised as
intangible exploration and evaluation ("E&E") assets. The assessment of
what constitutes an individual E&E asset is based on technical criteria
but essentially either a single licence area or contiguous licence areas with
consistent geological features are designated as individual E&E assets.
E&E costs are not amortised prior to the conclusion of appraisal
activities. Once active exploration is completed the asset is assessed for
impairment. If commercial reserves are discovered then the carrying value of
the E&E asset is reclassified as a development and production ("D&P")
asset, following development sanction, but only after the carrying value is
assessed for impairment and where appropriate the carrying value adjusted. If
commercial reserves are not discovered the E&E asset is written off to the
Income Statement.
Oil and gas assets include rights in respect of unproved properties. Property,
plant and equipment, including expenditure on major inspections, and
intangible assets are initially recognised in the statement of financial
position at cost where it is probable that they will generate future economic
benefits. This includes capitalisation of decommissioning and restoration
costs associated with provisions for asset retirement.
Property, plant and equipment and intangible assets are subsequently carried
at cost less accumulated depreciation, depletion and amortisation (including
any impairment). Gains and losses on disposals are determined by comparing the
proceeds with the carrying amounts of assets sold and are recognised in
income, within interest and other income.
1.10 Licence and Property Acquisition Costs
Exploration licence costs are capitalised in intangible assets. Licence and
property acquisition costs are not amortised during the exploration and
evaluation phase and they are tested for impairment at least once a year and,
in any case, when there is an indication that they may have become impaired,
in accordance with the indicators of IFRS 6. This review includes confirming
that exploration drilling is still under way or firmly planned, or that work
is under way to determine that the discovery is economically viable. If no
future activity is planned or the licence has been relinquished or has
expired, the carrying value of the licence and property acquisition costs are
written off through the income statement and other comprehensive income. Upon
recognition of proved reserves and internal approval for development, the
relevant expenditure is transferred to oil and gas properties.
1.11 Development Costs
Expenditure on the construction, installation or completion of infrastructure
facilities such as platforms, pipelines and the drilling of development wells
is capitalised within property, plant and equipment.
1.12 Property, plant and equipment
Property, plant and equipment are initially measured at cost and subsequently
measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets
less their residual values over their useful lives on the following bases:
Fixtures and fittings 33% straight line
Computers 33%
straight line
The gain or loss arising on the disposal of an asset is determined as the
difference between the sale proceeds and the carrying value of the asset and
is recognised in the income statement.
1.13 Intangible assets
Computer Software
Costs incurred to acquire computer software that do not form an integral part
of the related hardware are capitalised as intangible assets when the computer
software is ready for its intended use. Computer software is amortised on a
straight-line basis over the estimated useful life of three years.
The costs of computer software initially recognised include purchase price and
any cost that is directly attributable to bringing the asset to the location
and condition necessary for it to be capable of operating in the intended
manner.
When an indication of impairment exists, the carrying amount of the intangible
assets is assessed for impairment. Refer to Note 1.15 to the financial
statements for the accounting policy on impairment of non-financial assets.
1.14 Non-current investments in subsidiaries and joint ventures
A subsidiary is an entity controlled by the company. Control is the power to
govern the financial and operating policies of the entity so as to obtain
benefits from its activities. The subsidiaries of the Company are held at
cost.
A joint venture is a joint arrangement whereby the parties that have joint
control of the joint venture have rights to the net assets of the joint
venture. The Group accounts for a joint venture using the equity method, where
the investment in the joint venture is recognised at cost, and the carrying
amount is increased or decreased to recognise the Group's share of the profit
or loss of the investee after the date of acquisition. Transactions between
the Group and the joint venture that relate to shared services are recognised
in other income or expense as incurred and are disclosed in the related party
transactions.
1.15 Impairment of non-current assets
At each reporting end date, the company reviews the carrying amounts of its
non-current assets to determine whether there is any indication that those
assets have suffered an impairment loss. If any such indication exists, the
recoverable amount of the asset is estimated in order to determine the extent
of the impairment loss (if any). Where it is not possible to estimate the
recoverable amount of an individual asset, the company estimates the
recoverable amount of the cash-generating unit to which the asset belongs. Any
evidence on the performance of the assets received following the end of the
period, which could not have been established during the current period will
be recognised in a subsequent period rather than in the current period.
Recoverable amount is the higher of fair value less costs to sell and value in
use. In assessing value in use, the estimated future cash flows are discounted
to their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the
asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated
to be less than the carrying amount, then the carrying amount of the asset (or
cash-generating unit) is reduced to its recoverable amount. An impairment loss
is recognised immediately in profit or loss, unless the relevant asset is
carried at a revalued amount, in which case the impairment loss is treated as
a revaluation decrease.
Where an impairment loss subsequently reverses, the carrying amount of the
asset (or cash-generating unit) is increased to the revised estimate of the
recoverable amount, capped such that the increased carrying amount does not
exceed the carrying amount that would have been determined had no impairment
loss been recognised for the asset (or cash-generating unit) in prior years. A
reversal of an impairment loss is recognised immediately in profit or loss,
unless the relevant asset is carried at a revalued amount, in which case the
reversal of the impairment loss is treated as a revaluation increase.
Impairment of intangible assets is assessed when facts and circumstances
suggest that the carrying amount of an exploration and evaluation asset may
exceed its recoverable amount. The facts and circumstances used are in
accordance with those dictated by IFRS 6 and if any of those circumstances are
present then an impairment test is performed in accordance with IAS 36 and any
loss recognised. An exploratory well in progress at period end which is
determined to be unsuccessful subsequent to the statement of financial
position date based on substantive evidence obtained during the drilling
process in that subsequent period is treated as a non-adjusting subsequent
event.
1.16 Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at call with
banks, other short-term liquid investments with original maturities of three
months or less.
Restricted cash comprises short-term deposits placed with financial
institutions as security for guarantees issued in favour of PETRONAS in
respect of minimum work commitment obligations. Such balances are restricted
in use and are therefore not available for general operating purposes.
1.17 Financial assets
Financial assets are recognised in the Company's statement of financial
position when the Company becomes party to the contractual provisions of the
instrument. Financial assets are classified into specified categories,
depending on the nature and purpose of the financial assets.
At initial recognition, financial assets classified as fair value through
profit and loss are measured at fair value and any transaction costs are
recognised in the statement of comprehensive income. Financial assets not
classified as fair value through profit and loss are initially measured at
fair value plus transaction costs.
Financial assets at fair value through profit or loss
When any of the above-mentioned conditions for classification of financial
assets is not met, a financial asset is classified as measured at fair value
through profit or loss. Financial assets measured at fair value through profit
or loss are recognised initially at fair value and any transaction costs are
recognised in profit or loss when incurred. A gain or loss on a financial
asset measured at fair value through profit or loss is recognised in profit or
loss and is included within finance income or finance costs in the Statement
of Profit or Loss for the reporting period in which it arises.
Financial assets held at amortised cost
Financial instruments are classified as financial assets measured at amortised
cost where the objective is to hold these assets in order to collect
contractual cash flows, and the contractual cash flows are solely payments of
principal and interest. They arise principally from the provision of goods and
services to customers (eg trade receivables). They are initially recognised at
fair value plus transaction costs directly attributable to their acquisition
or issue,and are subsequently carried at amortised cost using the effective
interest rate method, less provision for impairment where necessary.
Financial assets at fair value through other comprehensive income
The Company has made an irrevocable election to recognise changes in fair
value of investments in equity instruments through other comprehensive income,
not through profit or loss. A gain or loss from fair value changes will be
shown in other comprehensive income and will not be reclassified subsequently
to profit or loss. Equity instruments measured at fair value through other
comprehensive income are recognised initially at fair value plus transaction
cost directly attributable to the asset. After initial recognition, each asset
is measured at fair value, with changes in fair value included in other
comprehensive income. Accumulated gains or losses recognised through other
comprehensive income are directly transferred to Accumulated Losses when an
equity instrument is derecognised or its fair value substantially decreased.
Dividends are recognised as finance income in profit or loss.
Impairment of financial assets
Financial assets, other than those measured at fair value through profit or
loss, are assessed for impairment at each reporting end date.
For trade receivables, joint venture and intercompany receivables, the Company
applies a simplified approach in calculating ECLs. Therefore, the Company does
not track changes in credit risk, but instead recognises a loss allowance
based on lifetime ECLs at each reporting date. Due to the nature of the
balances the Company has determined that a provisions matrix is not
appropriate and applies a scenario-based approach to estimate lifetime ECL.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash
flows from the asset expire, or when it transfers the financial asset and
substantially all the risks and rewards of ownership to another entity.
1.18 Financial liabilities
The Company recognises financial debt when the Company becomes a party to the
contractual provisions of the instruments. Financial liabilities are
classified as either financial liabilities at fair value through profit or
loss or other financial liabilities.
Financial liabilities at fair value through profit or loss
Financial liabilities are classified as measured at fair value through profit
or loss when the financial liability is held for trading. A financial
liability is classified as held for trading if:
· it has been incurred principally for the purpose of selling or
repurchasing it in the near term; or
· on initial recognition it is part of a portfolio of identified
financial instruments that the Company manages together and has a recent
actual pattern of short-term profit taking; or
· it is a derivative that is not a financial guarantee contract or
a designated and effective hedging instrument.
Financial liabilities at fair value through profit or loss are stated at fair
value with any gains or losses arising on remeasurement recognised in profit
or loss.
Other financial liabilities
Other financial liabilities, including borrowings, trade payables and other
short-term monetary liabilities, are initially measured at fair value net of
transaction costs directly attributable to the issuance of the financial
liability. They are subsequently measured at amortised cost using the
effective interest method. For the purposes of each financial liability,
interest expense includes initial transaction costs and any premium payable on
redemption, as well as any interest or coupon payable while the liability is
outstanding.
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the Company's
obligations are discharged, cancelled, or they expire.
1.19 Taxation
The tax expense represents the sum of the current tax and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable
profit differs from net profit as reported in the statement of comprehensive
income because it excludes items of income or expense that are taxable or
deductible in other years and it further excludes items that are never taxable
or deductible. The Company's liability for current tax is calculated using tax
rates that have been enacted or substantively enacted by the reporting end
date.
Deferred tax
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
profit and is accounted for using the statement of financial position
liability method. Deferred tax liabilities are recognised for all taxable
temporary differences and deferred tax assets are recognised to the extent
that it is probable that taxable profits will be available against which
deductible temporary differences can be utilised. Such assets and liabilities
are not recognised if the temporary difference arises from goodwill or from
the initial recognition of other assets and liabilities in a transaction that
affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end
date and reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be
recovered. Deferred tax is calculated at the tax rates that are expected to
apply in the period when the liability is settled or the asset is realised.
Deferred tax is charged or credited in the Statement of Profit or Loss, except
when it relates to items charged or credited directly to equity, in which case
the deferred tax is also dealt with in equity. Deferred tax assets and
liabilities are offset when the Company has a legally enforceable right to
offset current tax assets and liabilities and the deferred tax assets and
liabilities relate to taxes levied by the same tax authority.
1.20 Employee benefits
The costs of short-term employee benefits are recognised as a liability and an
expense, unless those costs are required to be recognised as part of the cost
of inventories or non-current assets.
The cost of any unused holiday entitlement is recognised in the period in
which the employee's services are received.
Termination benefits are recognised immediately as an expense when the Company
is demonstrably committed to terminate the employment of an employee or to
provide termination benefits.
1.21 Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an
expense as they fall due.
1.22 Leases
The right-of-use asset is initially measured at the amount of the lease
liability adjusted for any lease payments made at or before the commencement
date plus any initial direct costs and an estimate of the cost of obligations
to dismantle, remove, refurbish or restore the underlying asset and the site
on which it is located, less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line
method from the commencement date to the earlier of the end of the useful life
of the right-of-use asset or the end of the lease term. The estimated useful
lives of right-of-use assets are determined on the same basis as those of
other property, plant and equipment. The right-of-use asset is periodically
reduced by impairment losses, if any, and adjusted for certain remeasurements
of the lease liability.
The lease liability is initially measured at the present value of the lease
payments that are unpaid at the commencement date, discounted using the
interest rate implicit in the lease or, if that rate cannot be readily
determined, the Company's incremental borrowing rate. Lease payments included
in the measurement of the lease liability comprise fixed payments, variable
lease payments that depend on an index or a rate, amounts expected to be
payable under a residual value guarantee, and the cost of any options that the
Company is reasonably certain to exercise, such as the exercise price under a
purchase option, lease payments in an optional renewal period, or penalties
for early termination of a lease.
The lease liability is measured at amortised cost using the effective interest
method. It is remeasured when there is a change in: future lease payments
arising from a change in an index or rate; the Company's estimate of the
amount expected to be payable under a residual value guarantee; or the
Company's assessment of whether it will exercise a purchase, extension or
termination option. When the lease liability is remeasured in this way, a
corresponding adjustment is made to the carrying amount of the right-of-use
asset or is recorded in profit or loss if the carrying amount of the
right-of-use asset has been reduced to zero.
All leases are accounted for by recognising a right-of-use asset and a lease
liability except for:
· Leases of low value assets; and
· Leases with a duration of 12 months or less.
1.23 Reserves
Share capital - Share capital represents the nominal value of shares issued
less the nominal value of shares repurchased and cancelled.
Share premium - This reserve represents the difference between the issue price
and the nominal value of shares at the date of issue, net of related issue
costs and share premium cancelled.
Share based payment reserve - This reserve represents the potential liability
for outstanding equity settled share options.
Accumulated Losses - Net revenue profits and losses of the Group which are
revenue in nature are dealt with in this reserve.
Currency translation reserve - This reserve represents foreign exchange
differences on the revaluation of the foreign subsidiary.
Other reserves - Other reserves relate to the nominal value of share capital
repurchased and cancelled.
1.24 Share based payments
Employees (including senior executives) of the Group receive remuneration in
the form of share-based payment transactions which are equity settled. The
cost of equity-settled transactions with employees is measured by reference to
the fair value at the date on which they are granted. The fair value is
determined by the Group's internal expert using an appropriate pricing model.
The cost of equity-settled transactions is recognised, together with a
corresponding increase in equity, over the period in which the performance
and/or service conditions are fulfilled, ending on the date on which the
relevant employees become fully entitled to the award (the "vesting date").
The cumulative expense recognised for equity-settled transactions at each
reporting date until the vesting date reflects the extent to which the vesting
period has expired and the Group's best estimate of the number of equity
instruments that will ultimately vest. The statement of comprehensive income
charge or credit for a period represents the movement in cumulative expense
recognised as at the beginning and end of that period.
The key areas of estimation regarding share-based payments are share price
volatility and estimated lapse rates.
No adjustments are made in respect of market conditions not being met, neither
the number of instruments nor the grant-date fair value is adjusted if the
outcome of the market condition differs from the initial estimate.
Where the terms of an equity-settled award are modified, the minimum expense
recognised is the expense as if the terms had not been modified. An additional
expense is recognised for any modification, which increases the total fair
value of the share-based payment arrangement, or is otherwise beneficial to
the employee as measured at the date of modification.
Where an equity-settled award is cancelled, it is treated as if it had vested
on the date of cancellation, and any expense not yet recognised for the award
is recognised immediately. However, if a new award is substituted for the
cancelled award and designated as a replacement award on the date that it is
granted, the cancelled and new awards are treated as if they were a
modification of the original award, as described in the previous paragraph.
The dilutive effect of outstanding options is reflected as additional share
dilution in the computation of earnings per share.
1.25 Discontinued operations
In accordance with IFRS 5 "Non-current assets held for sale and discontinued
operations" the net results relating to the disposal group are presented
within discontinued operations in the Income Statement. Please refer to note
11 for further details.
In accordance with IFRS 10, in an event where the Company holding in an
investment is diluted the holding will be assessed to establish if loss of
control has occurred.
In the event that loss of control is confirmed, the assets and liabilities of
the subsidiary will be derecognised. The fair value of the consideration
received in exchange for the loss of control will be recognised, in addition
to the fair value of the investment retained. Any other comprehensive income
in relation to the former subsidiary will be reclassified to the statement of
comprehensive income. Any difference in the entries above will be recognised
as a gain or loss in the current year statement of comprehensive income.
1.26 Acquisitions
Acquisitions are assessed to determine whether they meet the criteria of a
business combination or an asset purchase.
The Company determines that it has acquired a business when the acquired set
of activities and assets include an integrated set of activities and assets
that is capable of being conducted and managed for the purpose of providing
goods or services to customers, generating investment income (such as
dividends or interest) or generating other income from ordinary activities.
When the Company acquires a business, it assesses the financial assets and
liabilities assumed for appropriate classification and designation in
accordance with the contractual terms, economic circumstances and pertinent
conditions as at the acquisition date. Business combinations are accounted for
using the acquisition method under IFRS 3. The cost of an acquisition is
measured at fair value, which shall be calculated as the sum of the fair
values of the assets transferred by the acquirer at acquisition date, the
liabilities incurred by the acquirer to former owners of the acquiree and the
equity interests issued by the acquirer. For each business combination, the
Company elects whether to measure the non-controlling interests in the
acquiree at fair value or at the proportionate share of the acquiree's
identifiable net assets. Acquisition-related costs are expensed as incurred
and included in administrative expenses.
Certain acquisitions can be treated as an asset acquisition under IFRS 3, even
when the definition of a business is met. This is referred to as the
'concentration test' and allows for an acquisition to be treated as an asset
acquisition.
In circumstances where this test is passed, and the Company consider this
accounting approach to be most appropriate, the Company will treat the
acquisition as an asset acquisition rather than a business combination. In
this case, all assets and liabilities purchased are allocated a fair value and
the core asset purchased is designated the remaining allocation of the fair
value of the consideration. No good will or bargain purchase is recognised.
2.Adoption of new and revised standards and changes in accounting policies
In the current year, the following new and revised Standards and
Interpretations have been adopted by the Group and Company. None of these new
and revised Standards and Interpretations have any effect on the current year
or a prior year.
Standard Description UKEB Effective Date
IAS 21 (amendments) The Effects of Changes in Foreign Exchange Rates 1 January 2025
New and amended standards
The following amended standards and interpretation are effective for financial
years commencing on or after 1 January 2026. The Group does not intend to
adopt the standards below, before their mandatory application date.
Standard Description Adoption Date UKEB Effective Date Secretary of State Adoption Date
IFRS 9 (amendments) Financial Instruments 15 April 2025 1 January 2026 Endorsed
IFRS 7 (amendments) Financial Instruments (Disclosures) 15 April 2025 1 January 2026 Endorsed
IFRS 9 and IFRS 7 (amendments) Contracts Referencing Nature-dependent Electricity 23 July 2025 1 January 2026 Endorsed
IFRS 18 Presentation and Disclosure in Financial Statements 10 December 2025 1 January 2027 Endorsed
IFRS 19 (amendments) Subsidiaries without Public Accountability (Disclosures) 9 May 2024 1 January 2027 Endorsed
The Directors do not expect that the adoption of the Standards listed above
will have a material impact on the financial statements of the Group and the
Company.
The Group and the Company plan to adopt the above standards when from the
effective dates noted in the table above.
3.Critical accounting estimates and judgements
In the application of the Group's accounting policies, the directors are
required to make judgements, estimates and assumptions about the carrying
amount of assets and liabilities that are not readily apparent from other
sources. The estimates and associated assumptions are based on historical
experience and other factors that are considered to be relevant. Actual
results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised, if the revision affects only that period, or in the
period of the revision and future periods if the revision affects both current
and future periods.
The estimates and assumptions which have a significant risk of causing a
material adjustment to the carrying amount of assets and liabilities are
outlined below.
Exploration and evaluation assets
The Group take into consideration whether the exploration assets have suffered
any impairment, taking into consideration licence status, planned
expenditures, the results of the drilling to date, and the likelihood of
reserves being found. The Group evaluated information from third parties in
making these assessments, where available and the judgments can be subject to
change, if future information becomes available. Refer to Note 14 for the key
assumptions on the impairment review of exploration and evaluation assets.
Share-based payments
The fair value of share-based compensation expense arising from the Long-Term
Incentive Plan, the Co-investment Plan and the NED Long Term Incentive Plan
were estimated using the Black Scholes model and, where appropriate, the
average Monte Carlo fair values and is recognised in the statement of
comprehensive income from the date of grant over the vesting period with a
corresponding increase directly in equity. The Monte Carlo model projects and
averages the results for a range of potential outcomes for the vesting
conditions, the principal assumptions for which the Group using in the
estimation of the fair value are the historical 3 years share price volatility
and dividend yields. The Black Scholes model is similar to the Monte Carlo
model, but is more appropriate for estimating results with a single unknown
variable. The Company currently values its share-based payment awards using
the Black Scholes model. Refer to Note 26 for the estimates applied in
determining the fair value of the share-based payment.
Impairment of investments in subsidiaries
Investments in subsidiaries and joint ventures have been assessed for
recoverability based on the current value of the investments. Determination is
based upon the assessment of exploration risk, net asset position and cash
within the underlying entity. Refer to Note 13 for the key assumptions on the
impairment review of investment in subsidiaries.
Expected credit loss
Analysis, which considers both historical and forward looking qualitative and
quantitative information is performed by Management to determine whether the
credit risk has significantly increased since the time the receivable was
initially recognised. Management considers the expected credit losses (ECL)
for the current receivables balances at Group level to be minimal, in view
that these companies have no history of default and payment is made in a short
period. Refer to Note 17 for the key assumptions on the impairment review of
trade and other receivables.
Fair value of financial liabilities payable
Estimate and judgment was applied in fair valuing the contingent consideration
payable for the acquisition of SE 2A (previously Topaz Number One Limited) in
2023. Management applied judgement in determining the likelihood of all
possible scenarios and this was modelled into a weighted fair value
calculation, which was discounted, using an estimated discount rate, to
establish the current value of the financial liability payable to be
recognised. As disclosed in note 21, the financial liability was made up of 3
tranches. Tranche 1 was settled in 2023 and tranche 2 was settled in 2025 upon
the completion of the farmout of 2A PSC to INPEX. Only tranche 3 remains as
contingent on a successful hydrocarbon discovery over a certain volume
threshold and therefore subject to ongoing estimation and judgement. Refer to
Note 21 for the estimates and judgment applied in determining the fair value
of financial liabilities.
4.Operating Segment
During the year, the Group had two reportable operating segments: Malaysia and
the UK Head Office. Non-current assets and operating liabilities are located
in Malaysia, whilst the majority of current assets are carried at Head Office.
The Group has not yet commenced production and therefore has no revenue. Each
reportable segment adopts the same accounting policies. The operating
segment's operating results are reviewed by the Group's CEO, to make decisions
about resources to be allocated to the segment and assess its performance, for
which discrete financial information is available.
In compliance with IFRS 8 'Operating Segments' the following table reconciles
the operational profit/(loss) and the assets and liabilities of each
reportable segment with the consolidated figures presented in these Financial
Statements.
Malaysia Head Office Norway Total
2025 2025 2025 2025
£ £ £ £
Loss from operations (535,980) (3,848,371) - (4,384,351)
Finance cost (18,210) (10,507) - (28,717)
Investment income 66,959 172,672 - 239,631
Loss before tax from continued operations (487,231) (3,686,206) - (4,173,437)
Income tax credit 405 - - 405
Loss after tax from continued operations (486,826) (3,686,206) - (4,173,032)
Profit from discontinued operations 9,151 9,606,265 - 9,615,416
(Loss)/profit for the year (477,675) 5,920,059 - 5,442,384
Non-cash items
Share-based payment expenses (1) 286,692 459,515 - 746,207
(1) (The share-based payment expense amounting to £753,642 (as disclosed in
Note 6) consists of a currency translation difference of £7,435. This
difference arises from the translation of share-based payment expenses
recorded in SE SEA's income statement at the average exchange rate, while the
corresponding share-based payment balance in the Company's statement of
financial position is translated at the year-end exchange rate.)
Malaysia Head Office Norway Total
2025 2025 2025 2025
£ £ £ £
Total assets by reportable segment 6,508,104 4,401,850 - 10,909,954
Total assets 6,508,104 4,401,850 - 10,909,954
Total liabilities by reportable segment (879,226) (1,030,701) - (1,909,927)
Total liabilities (879,226) (1,030,701) - (1,909,927)
Malaysia Head Office Norway Total
2024 2024 2024 2024
£ £ £ £
Loss from operations (663,087) (5,112,071) - (5,775,158)
Finance cost (1,711) (19,970) - (21,681)
Investment income 10,332 101,426 - 111,758
Loss before tax from continued operations (654,466) (5,030,615) - (5,685,081)
Income tax expense (419) - - (419)
Loss after tax from continued operations (654,885) (5,030,615) - (5,685,500)
Loss from discontinued operations (7,766) (33,063) (10,720,880) (10,761,709)
Loss for Year (662,651) (5,063,678) (10,720,880) (16,447,209)
Non-cash items
Share-based payment expenses (2 3 4) 104,575 424,648 186,758 715,981
Loss from investment - - 3,670,859 3,670,859
Impairment loss on investment - - 6,505,191 6,505,191
(2) (The share-based payment expense amounting to £714,169 (includes the
share-based payment expenses amounted to £186,758 for former employees)
consists of a currency translation difference of £1,812. This difference
arises from the translation of share-based payment expenses recorded in SE
SEA's income statement at the average exchange rate, while the corresponding
share-based payment balance in the Company's statement of financial position
is translated at the year-end exchange rate. Refer to Note 6 for more
details.)
(3) (The share-based payment expense for Norway, previously incorrectly
disclosed in the amount of £544,830 in respect of the financial years 2021 to
2024, has been revised to £186,758 to reflect solely the share-based payment
expense attributable for the financial year 2024.)
(4) (The share-based payment expense for Malaysia, previously incorrectly
disclosed in the amount of £102,763 has been revised to £104,575 to reflect
the movement disclosed in Note 26.)
Malaysia Head Office Norway Total
2024 2024 2024 2024
£ £ £ £
Total assets by reportable segment 1,097,267 2,301,120 - 3,398,387
Assets in disposal group held for sale 942,659 75,911 - 1,018,570
Total assets 2,039,926 2,377,031 - 4,416,957
Total liabilities by reportable segment (337,870) (1,342,739) - (1,680,609)
Liabilities in disposal group held for sale (67,426) (3,962) - (71,388)
Total liabilities (405,296) (1,346,701) - (1,751,997)
5.Other income
Group
2025 2024
£ £
Other income 202,053 934,570
For the financial year ended 31 December 2025, other income included a fee
recharge with respect to manpower and management services provided by SE SEA
to INPEX Malaysia E&P 2A Limited, which was sold on 17 March 2025. Also
included within 31 December 2024 was amounts charged to Longboat JAPEX, which
was fully divested on 12 July 2024. In both cases, all agreements and
recharges were terminated at the date of disposal.
6.Employees
The average monthly number of persons (including directors) employed by the
Group and Company during the year was as follows, noting that the number of
employees for 2024 includes the employees of Longboat JAPEX up until the date
of completion of its disposal on 12 July 2024:
Group
2025 2024
Number Number
Executive Directors 3 4
Non-executive Directors 3 2
Staff 7 10
Total 13 16
Company
2025 2024
Number Number
Executive Directors 3 3
Non-executive Directors 2 2
Staff 2 2
Total 7 7
Their aggregate remuneration comprised:
Group
2025 2024
£ £
Salaries, allowance and bonuses (including directors' remuneration) (1) 2,386,899 2,827,915
Social security costs and insurance 239,180 182,191
Pension costs 131,922 102,675
Other employee benefits 4,352 -
Share-based payments expense (1) 753,642 527,411
Remuneration - continuing operations 3,515,995 3,640,192
Capitalisation of personnel expense (1,365,017) -
2,150,978 3,640,192
Remuneration - discontinued operations - 591,495
Group
2025 2024
£ £
Executive directors' remuneration 1,611,390 1,339,614
Non-executive directors' remuneration 121,755 186,294
Salaries, allowance and bonuses 836,877 1,276,714
Pensions, social security and other benefits 192,331 310,159
Share-based payments expense (1) 753,642 527,411
Remuneration - continuing operations 3,515,995 3,640,192
Capitalisation of personnel expense (1,365,017) -
2,150,978 3,640,192
(1) (The share-based payment expense amounting to £753,642 (2024: £527,411
for continued operations and £186,758 for discontinued operations) includes a
currency translation difference of £7,435 (£1,812). This difference arises
from the translation of share-based payment expenses recorded in SE SEA's
income statement at the average exchange rate, while the corresponding
share-based payment balance in the Company's statement of financial position
is translated at the year-end exchange rate.)
The remuneration of the highest paid director during the financial year 2025
is disclosed in the Total Remuneration of Executive Directors in Page 37.
7.Operating loss from continuing operations
GROUP
Operating loss for the year is stated after charging / (crediting):
Group
2025 2024
£ £
Fees payable for the audit of the Company and consolidated financial
statements:
- Current auditor 62,500 57,500
- Former auditor - 20,510
62,500 78,010
Fees payable for the audit in Malaysia of the subsidiary financial statements:
- Subsidiary's Malaysian auditor 10,175 13,311
Fees payable for non-audit services:
- Current auditor 3,000 -
- Former auditor - 188,200
3,000 188,200
Depreciation of property, plant and equipment 9,896 7,407
Amortisation of intangible assets 5,058 -
Legal, professional and business development expenditures 400,764 1,679,985
8.Finance costs
Group
2025 2024
£ £
Bank guarantee commission for Temaris PSC 18,210 -
Unwinding of discount on financial liability (Note 21) 10,507 14,114
28,717 14,114
9.Investment income
Group
2025 2024
£ £
Interest income
Bank deposits 239,631 111,758
Investment income comprises bank deposit interest earned from unrestricted and
restricted current cash accounts, alongside fixed term deposit interest. The
interest rate earned from bank deposits during the reporting year ranged from
2.1% to 4.55% (2024: 2.75% to 5.15%).
10.Income tax expense
Group
2025 2024
£ £
Deferred taxation
Reversal and origination of temporary difference (405) 419
Total tax expense (405) 419
The charge for the year can be reconciled to the profit/(loss) per the income
statement as follows:
2025 2024
£ £
Loss before taxation (4,173,437) (5,685,081)
Expect tax credit based on a corporation tax rate of 25% (1,043,359) (1,421,270)
Effect on tax rate on different jurisdiction 14,362 5,970
Effect of expenses not deductible in determining taxable profit 296,695 359,804
Remeasurement of deferred tax for changes in tax rate (8,747) -
Movement in deferred tax not recognised 740,644 1,055,915
Taxation expense for the year (405) 419
At the reporting date, the Group had an unrecognised deferred tax asset of
£3.5 million (2024: £3.0 million), an increase of £0.5 million with respect
to the effect of the increase in tax losses and capital allowances. Deferred
tax assets, including those arising from temporary differences, are only
recognised when it is considered likely that they will be commercially
recovered, which is dependent on the generation of future assessable income of
a nature and of an amount sufficient to enable the benefits to be utilised.
11.Profit/(loss) for the year from discontinued operations
On 17 March 2025, the Company completed the sale of its wholly-owned
subsidiary, Longboat Energy (2A) Limited (since renamed INPEX Malaysia E&P
2A Limited) to INPEX Corporation for initial cash consideration of $10 million
plus the reimbursement of historic costs and further contingent cash
consideration of $10 million payable on a commercial discovery.
On 12 July 2024, the Company completed the sale of its 50.1% holding in its
joint venture, Longboat JAPEX to its partner JAPEX, for a sum of $2.5 million.
The assets and liabilities of Longboat JAPEX and INPEX 2A have ceased to be
consolidated by the Group following the loss of control. The profit or loss of
the entities are disclosed as discontinued operations.
Profit/(loss) for the year from discontinued operations, net of tax 31 Dec 2025 31 Dec 2024
£ £
Other income 9,669 -
Expenses excluding exploration write-offs (5,229) (40,829)
Profit/(loss) before tax on discontinued operations 4,440 (40,829)
Gain on disposal (2) 9,610,976 -
(12)
Share of loss from equity accounted joint venture (1) - (3,009,250)
Impairment loss on equity accounted joint venture (1) - (6,505,191)
Share-based payments to joint venture - (544,830)
Currency translation difference from joint venture (661,609)
Total profit/(loss) after tax from discontinued operations 9,615,416 (10,761,709)
Profit/(loss) per share from discontinued operations (note 12):
Basic 15.25 (18.30)
Diluted 14.00 (18.30)
(1) At the date of disposal of the Company's remaining 50.1% share in Longboat
JAPEX, the carrying value of the investment was written down to the
recoverable amount of $2.5 million (£1.9 million), resulting in an impairment
charge of £6.5 million.
(2) At the date of disposal, the fair value of the subsidiary was calculated
based on the fair value of the consideration received.
INPEX 2A
17 March 2025
£
Fair value consideration 8,740,023
Contingent cash consideration 1,409,055
Net assets at date of loss of control (538,102)
Gain on disposal 9,610,976
At the date of completion, the assets and liabilities of INPEX 2A and Longboat
JAPEX were deconsolidated reflecting the loss of control of the subsidiary.
Details of the balances at the date of completion are shown below:
Assets and liabilities deconsolidated INPEX 2A
17 March 2025
Intangible assets 650,229
Trade and other receivables 67,844
Cash and bank balances 79,398
Total assets 797,471
Trade and other payables (243,230)
Other current liabilities (16,139)
Total liabilities (259,369)
Net Assets 538,102
( )
On 17 June 2024 the Company announced the agreement to sell its 50.1% holding
in Longboat JAPEX to JAPEX for a sum of $2.5 million. The sale was completed
on 12 July 2024.
Group
£
Cost or valuation
At 1 January 2024 12,461,890
Proceeds from disposal of investment in joint venture (1,935,912)
Share of loss from equity accounted joint venture (3,009,250)
Impairment loss on equity accounted joint venture (6,505,191)
Foreign exchange (1,011,537)
At 31 December 2024 -
Longboat JAPEX Income statement
Group
1 January 2024 to 12 July 2024 £
Revenue 10,536,338
Exploration write-off (331,193)
Exploration Financing Facility fees (230,162)
Impairment loss (4,033,057)
Other operating costs (10,335,625)
Tax (1,612,788)
(6,006,487)
Company share: 50.1% (Note 11) (3,009,250)
In the period from 1 January 2024 to 12 July 2024, the majority of the loss
relates to the impairment of Statfjord satellites licenses (£4.0 million) and
tax expense (£1.6 million).
12. Earnings/(losses) per share
Group
2025 2024
£ £
Number of shares
Weighted average number of ordinary shares for basic earnings per share 63,048,073 57,545,029
Weighted average number of ordinary shares for diluted earnings per share 63,048,073 57,545,029
Weighted average number of share options issued for diluted earnings per share 5,655,991 -
68,704,063 57,545,029
Earnings/ (losses)
Earnings/ (losses) for basic and diluted losses per share being net earnings/
(loss) attributable to equity shareholders of the Company for:
Continuing operations (4,173,032) (5,685,500)
Discontinued operations 9,615,416 (10,761 709)
Earnings/ (losses) per share (expressed in pence)
Basic from continuing operations (6.62) (9.88)
Basic from discontinued operations 15.25 (18.70)
Diluted from discontinued operations 14.00 -
Basic and diluted earnings/ (losses) per share are calculated by dividing the
earnings/ (losses) attributable to ordinary shareholders by the weighted
average number of shares outstanding during the year. Share options and awards
are not included in the dilutive calculation for loss making periods because
they are anti-dilutive.
13.Investments in subsidiaries
Company
2025 2024
£ £
Investment in subsidiaries 810,366 510,469
The Company's investments at the statement of financial position date in the
share capital of companies include the following:
Company Name Address Incorporated Class of shares Holding %
Seascape Energy (2A) Limited 5(th) Floor, One New Change, London 6 Jul 2022 Ordinary 100
Seascape Energy (SE Asia) Sdn.Bhd. Level 30-32, Menara Prestige, No 1, Jalan Pinang, Kuala Lumpur, 50450 19 Oct 2023 Ordinary 100
Seascape Energy (DEWA) Limited 5(th) Floor, One New Change, London 7 April 2024 Ordinary 100
Seascape Energy Asia (One) Sdn.Bhd. Level 30-32, Menara Prestige, No 1, Jalan Pinang, Kuala Lumpur, 50450 25 April 2025 Ordinary 100
On 2 December 2024, the Company announced the farm out of the Block 2A PSC
through the sale of INPEX 2A to INPEX Corporation. The sale was completed on
17 March 2025.
Movements in non-current investments
Company Subsidiaries
£
Cost
At 1 January 2024 610,469
Reclass to Assets held for sale (Note 19) (100,000)
At 31 December 2024 510,469
Equity injection into INPEX 2A 662,341
Equity injection into SE 2A 140,000
Investment in SEA One 174,926
Disposal of INPEX 2A (662,341)
Reclass of cost of investment in SE SEA to intercompany loan (15,029)
At 31 December 2025 810,366
During the year, the Company assessed the carrying value of the investment in
subsidiaries for indicators of impairment. No impairments were recognised
during the year.
14.Intangible assets
Exploration and evaluation assets Software Total
Group
Cost £ £ £
At 1 January 2024 572,512 - 572,512
Additions 277,997 - 277,997
Foreign currency adjustments 17,323 - 17,323
Reclass to Asset held for sale (582,474) - (582,474)
At 31 December 2024 285,358 - 285,358
Additions 2,829,468 30,347 2,859,815
Disposal (67,756) - (67,756)
Foreign currency adjustments (147,713) (503) (148,216)
At 31 December 2025 2,899,357 29,844 2,929,201
Accumulated amortisation
At 1 January 2024 - - -
Amortisation for the year - - -
At 31 December 2024 - - -
Amortisation for the year - 5,058 5,058
Foreign currency adjustments - (84) (84)
At 31 December 2025 - 4,974 4,974
Carrying amount
At 31 December 2025 2,899,357 24,870 2,924,227
At 31 December 2024 285,358 - 285,358
On 30 November 2024, the Group entered into an agreement with INPEX
Corporation to farm out its interest in the 2A PSC through the sale of INPEX
2A. As at 31 December 2024, the exploration and evaluation assets held in the
2A PSC had been reclassified to Assets held for sale. On 17 March 2025, the
assets held for sale were fully disposed of upon the completion of the sale of
2A PSC to INPEX Corporation.
The Group assesses its exploration and evaluation assets for impairment when
facts and circumstances suggest that the carrying amount of an asset or
cash-generating unit ("CGU") may exceed its recoverable amount.
In performing the assessment, the Group considered, amongst others:
(i) the validity and remaining tenure of exploration licenses;
(ii) the intention to continue exploration and evaluation activities;
(iii) substantive planned and budgeted expenditure;
(iv) results of exploration activities and technical evaluations; and
(v) the potential for commercial hydrocarbon discoveries.
As at 31 December 2025, there were no indicators of impairment under IFRS 6
and, therefore, no full impairment assessment was undertaken.
15.Property, plant and equipment
Group Fixture and fittings Computers Total
£ £ £
Cost
At 1 January 2024 1,407 38,132 39,539
Additions - 8,437 8,437
Foreign currency adjustments - 126 126
At 31 December 2024 1,407 46,695 48,102
Additions 3,084 23,153 26,237
Foreign currency adjustments (4) (685) (689)
At 31 December 2025 4,487 69,163 73,650
Accumulated depreciation
At 1 January 2024 938 28,240 29,178
Additions 469 6,938 7,407
Foreign currency adjustments - 22 22
At 31 December 2024 1,407 35,200 36,607
Additions 600 9,296 9,896
Foreign currency adjustments - (154) (154)
At 31 December 2025 2,007 44,342 46,349
Carrying amount
At 31 December 2025 2,480 24,821 27,301
At 31 December 2024 - 11,495 11,495
Company Fixture and fittings Computers Total
£ £ £
Cost
At 1 January 2024 1,407 38,132 39,539
Additions - 1,506 1,506
At 31 December 2024 1,407 39,638 41,045
Additions 2,787 9,981 12,768
At 31 December 2025 4,194 49,619 53,813
Accumulated depreciation
At 1 January 2024 938 28,240 29,178
Additions 469 5,758 6,227
At 31 December 2024 1,407 33,998 35,405
Additions 559 4,817 5,376
At 31 December 2025 1,966 38,815 40,781
Carrying amount
At 31 December 2025 2,228 10,804 13,032
At 31 December 2024 - 5,640 5,640
16.Cash and cash equivalents
Group Company
2025 2024 2025 2024
£ £ £ £
Cash and bank balances 6,226,407 2,988,607 2,861,842 2,191,612
Less: cash restricted in use (2,105,769) (520,708) - -
Unrestricted cash and bank balances 4,120,638 2,467,899 2,861,842 2,191,612
Add: cash included as held for sale - 315,363 - -
Cash and cash equivalents 4,120,638 2,783,262 2,861,842 2,191,612
Cash restricted in use for the financial year ended 2025 represents deposits
placed with financial institutions in support of guarantees issued in favour
of PETRONAS equivalent to the value of minimum work commitment to be carried
out by SEA One (£1,598,217) and SE DEWA (£507,552) (2024: SE DEWA amounted
to £520,708).
17.Trade and other receivables
Group
2025 2024
£ £
Current
Trade receivables - 1,220
Receivable from joint venture partner 76,499 -
VAT recoverable 41,318 71,383
Other receivables 11,430 14,678
Deposits 6,936 1,522
Prepayments 186,781 24,124
322,964 112,927
Company
2025 2024
£ £
Current
Amounts owed by subsidiaries 1,436,729 635,720
Loan to subsidiaries 6,029,670 2,400,063
VAT recoverable 41,218 71,282
Other receivables 5,955 14,663
Prepayments 70,165 17,323
7,583,737 3,139,051
The directors consider that the carrying amount of trade and other receivables
approximates to their fair value.
Amounts owed by subsidiaries are unsecured, interest free, have no fixed date
of repayment and are repayable on demand. Increase in the amounts owed by
subsidiaries is mainly contributed by the management service charges to SE SEA
and share-based expenses for share options granted to the subsidiary's
employees.
The loans to subsidiaries are non-trade in nature, unsecured, bear interest of
7.50% per annum and are repayable on demand.
Analysis, which considers both historical and forward looking qualitative and
quantitative information was performed by Management to determine whether the
credit risk has significantly increased since the time the receivable was
initially recognised. The Group and the Company have assessed the current
receivable balances as at year end and no ECL provision has been determined to
apply.
18.Other financial assets
Group and Company
2025 2024
£ £
At 1 January - -
Recognition of financial assets during the year 1,409,055 -
At 31 December 1,409,055 -
On 17 March 2025, the Company completed the sale of its wholly-owned
subsidiary, Longboat Energy (2A) Limited (since renamed INPEX Malaysia E&P
2A Limited) to INPEX Corporation for an initial cash consideration of $10
million plus the reimbursement of historic costs and further contingent cash
consideration of $10 million payable on a commercial discovery.
The contingent cash consideration has been classified as a financial asset
under IFRS 9, and as such has been recognised within the financial statements.
As with the financial liability associated with Block 2A (see note 21) to
calculate the fair value of the consideration, the weighted average geological
chance of success based on the third party Competent Persons Report of June
2024 was calculated. The asset was then discounted back to it's present value
using a suitable risk-free rate, in this instance the UK 3-Year Guilt rate of
3.758% as at 31 December 2025.
19.Assets and liabilities classified as held for sale
Group
2024
£
Intangible assets 582,474
Other receivables 120,733
Cash at bank 315,363
Total assets classified as held for sale 1,018,570
Trade and other payables 71,388
Total liabilities classified as held for sale 71,388
Company
2024
£
Investment in subsidiary 100,000
Total assets classified as held for sale 100,000
On 17 March 2025, the assets and liabilities classified as held for sale were
fully derecognised upon the completion of the sale of 2A PSC to INPEX
Corporation. Please refer to Note 11 for further details.
20.Trade and other payables
Group
2025 2024
£ £
Trade payables 205,949 76,299
Accruals 634,205 540,068
Pension and social security 85,302 39,085
Other payables - 13,905
925,456 669,357
Company
2025 2024
£ £
Trade payables - Intercompany 82,148 10,000
Trade payables 100,114 73,607
Accruals 56,170 401,742
Pension and social security 85,302 39,085
323,734 524,434
Accruals of the Group comprise of pre-development project cost for Temaris,
Sarawak Atlas Report for Block 2A, audit and accounting fees and other
operational related costs at the year end.
The directors consider that the carrying amount of trade and other payables
approximates to their fair value.
21.Other financial liabilities
Group and Company
2025 2024
£ £
At 1 January 308,825 239,688
Change in estimate 84,279 53,021
Unwinding of discount (Note 8) 10,507 14,114
Settlement of tranche 2 consideration (96,333) -
Foreign exchange (17,191) 2,002
At 31 December 290,087 308,825
Acquisition of SE 2A
In September 2023, the Company acquired SE 2A whose sole asset was a 15.75%
interest in the 2A PSC.
As part of the purchase agreement with the vendors of SE 2A, the consideration
was made up of three tranches.
Tranche 1 was equivalent to $100k, settled by an issue of new ordinary shares
in the Company on 20 December 2023. This tranche has been fully settled and
nothing further is payable with respect to it.
Tranche 2 was equivalent to $125k, was contingent and became payable in the
Company's shares upon the farm out of the Group's interest in the 2A PSC which
occurred on 30 November 2024. Accordingly an issue of new ordinary shares in
the Company, was made on completion on 17 March 2025. This tranche has been
fully settled and nothing further is payable with respect to it.
Tranche 3 is a contingent payment of up to $3.0 million payable in cash or
through a further issue of Ordinary Shares of an equivalent value, upon a
discovery being made on Block 2A, depending on the resource size and the
growth in the price of the Ordinary Shares measured over a two year period.
Growth in Seascape Consideration
Shares Average Price % USD
0-9.9% 0% -
10-24.9% 33% 666,667
25-49.9% 67% 1,133,333
>=50% 100% 2,000,000
If a liquidity event occurs, involving the sale of SE 2A's share in the 2A PSC
then Tranche 3 will be calculated instead upon the proceeds of the liquidity
event, but capped at the total of $3.0 million, as above.
A weighted average 20% geological chance of success has been used to estimate
the fair value of the consideration. The liability was then discounted back to
it's present value using a suitable risk-free rate, in this instance the UK
3-Year Guilt rate of 3.758% as at 31 December 2025.
The fair value of the contingent consideration was calculated to be $390k
(£290k). A change in the probability of success of 5% would lead to a 25%
change in the fair value of the contingent consideration, equivalent to USD
$97k (£73k).
22.Provisions
Group
2025 2024
£ £
Provision for deferred salaries - 37,940
Provision for bonus 694,384 664,060
694,384 702,000
Company
2025 2024
£ £
Provision for deferred salaries - 37,940
Provision for bonus 498,428 481,543
498,428 519,483
On 1 July 2024, the Executive Chairman and the CEO deferred a proportion of
their salaries pending an improvement in the financial position of the Group.
As at 31 December 2024, the Group and the Company made a provision for these
deferred salaries and performance bonuses for directors and employees in view
of the successful farm-out of the 2A PSC on 30 November 2024. The bonus and
deferred salaries were fully paid during the financial year 31 December 2025.
On 13 January 2026, the Company announced annual bonuses for its Executive
Directors in recognition of the exceptional performance achieved during the
financial year 2025. The Executive Directors elected to receive a significant
portion of their bonuses in the form of nil-cost options granted under the
Long-Term Incentive Plan. The remaining portion of the bonuses will be settled
in cash and is contingent upon the occurrence of a suitable liquidity event.
On 22 April 2026, the Company announced that its Executive Directors have
elected to receive the unpaid element of their annual bonus under the Long
Term Incentive Plan, all based on an average market price of 64.7 pence per
share.
23.Deferred tax
GROUP
The following are the deferred tax liabilities and assets recognised and
movements thereon during the current and prior year.
ACAs
£
Deferred tax balance at 1 January 2024 -
Deferred tax movements in current year
Temporary differences arising from fixed assets 419
Foreign exchange 8
Deferred tax liability at 31 December 2024 427
Deferred tax movements in current year
Temporary differences arising from fixed assets (405)
Foreign exchange (22)
Deferred tax liability at 31 December 2025 -
At the reporting date the Group had an unrecognised deferred tax asset of
£3.5 million (2024: £3.0 million), an increase of £0.5 million, materially
all of which relates to continuing operations. Deferred tax assets, including
those arising from temporary differences, are only recognised when it is
considered likely that they will be commercially recovered, which is dependent
on the generation of future assessable income of a nature and of an amount
sufficient to enable the benefits to be utilised.
24.Called up share capital
Group and Company
2025 2024
£ £
Authorised, called up, allotted and fully paid
63,127,968 (2024: 62,818,946) ordinary shares 6,312,798 6,281,895
Each ordinary share has a par value of £0.10.
The share capital issues during 2024 and 2025 are summarized as follows:
Group and Company
Number of shares Nominal
value
£
At 1 January 2024 57,108,136 5,710,814
Shares issued for cash 5,710,810 571,081
At 31 December 2024 and 1 January 2025 62,818,946 6,281,895
Shares issued for employee share-based payment plans 30,152 3,015
Shares issued for Tranche 2 contingent consideration 278,870 27,888
At 31 December 2025 63,127,968 6,312,798
On 4 December 2024, the Company raised £1,998,787 through the issue of
5,710,810 new ordinary shares for cash at £0.35 each.
On 18 March 2025, the Company issued 278,870 new ordinary shares for the
settlement of Tranche 2 consideration for the acquisition of SE 2A.
On 12 September 2025, the Company issued 30,152 new ordinary shares upon the
exercise of CIP share incentives scheme by former employees.
25.Share premium account
Group and Company
2025 2024
£ £
At 1 January 36,809,420 35,605,370
Shares issued for cash (Note 24) 71,529 1,427,460
Costs of share issue - (223,410)
At 31 December 36,880,949 36,809,420
26.Share based payments
Group and Company
2025 2024
£ £
At 1 January 466,198 1,024,486
Granted during the year
Awarded to UK employees 459,515 424,648
Awarded to Malaysian employees 286,692 104,575
Awarded to Norwegian employees (discontinued operations) - 186,758
746,207 715,981
Transferred to retained earnings
Forfeited during the year (28,843) (1,274,269)
Exercised during the year (5,983) -
At 31 December 1,177,579 466,198
2025 2024
No. No.
Number of share options awarded
Long Term Incentive Plan 9,555,038 8,439,559
NED Incentive Plan 588,674 486,790
Co-Investment Plan 169,720 302,711
10,313,432 9,229,060
During the year, the Company operated three incentive schemes; the Long-Term
Incentive Plan (LTIP), the NED Long-Term Incentive Plan and the Co-investment
plan (CIP).
Details of the schemes are summarised in the Remuneration Report.
Long Term Incentive Plan and NED Long Term Incentive Plan
The 2025 awards have been valued using the Black Scholes Model as there is no
TSR conditions attached to them. All other historic awards have been valued
using the Monte Carlo model, which calculates fair value based on a large
number of randomly generated simulations of the Company's TSR.
Grant date 17 Dec 25 3 Dec 25 14 Nov 25 14 Oct 25 2 Jul 25 13 Feb 25 7 Oct 24 15 Jul 24 Aug 23 12 Aug 22
Weighted average share price at grant date £0.60 £0.64 £0.69 £0.86 £0.54 £0.37 £0.16 £0.22 £0.305 £0.430
TSR performance none none none none none None none none - -
Risk free rate 3.47% 3.75% 3.81% 3.81% 3.81% 3.97% 4.12% 4.12% 4.73% 1.96%
Dividend yield 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0%
Volatility of Company share price 104% 102% 107% 107% 107% 106% 101% 101% 62% 52%
Weighted average fair value £0.59 £0.57 £0.45 £0.45 £0.50 £0.28 £0.16 £0.16 £0.18 £0.25
The risk-free rate assumption has been set as the yield as at the calculation
date on zero-coupon government bonds of a term commensurate with the remaining
performance period.
The historical three-year volatility of the constituents of the FTSE AIM Oil
& Gas super sector, as of the date of grant, was used to derive the
volatility assumption.
Long Term Incentive Plan
2025 2024
No. No.
Outstanding at 1 January 8,439,559 4,961,600
Awarded during the year 1,151,074 6,963,646
Exercised during the year (30,152) -
Lapsed during the year (5,443) (3,485,687)
Outstanding at 31 December 9,555,038 8,439,559
Exercisable at 31 December 1,592,195 nil
The weighted average exercise price of outstanding options is £0.12 each
(2024: £0.19).
The weighted average remaining contractual life as at 31 December 2025 is 42
months (2024: 52 months).
NED Incentive Plan
2025 2024
No. No.
Outstanding at 1 January 486,790 -
Awarded during the year 102,700 486,790
Lapsed during the year (816) -
Outstanding at 31 December 588,674 486,790
Exercisable at 31 December nil nil
The weighted average exercise price of outstanding options is £0.15 each
(2024: £nil).
The weighted average remaining contractual life as at 31 December 2025 is 44
months (2024: 54 months).
Co-Investment Plan (CIP) awards
For the purpose of determining the fair value of an award, the following
assumptions have been applied and a valuation calculation run through the
Monte Carlo Model:
Grant date 3 Aug 23 10 Feb 22 (Part A) 10 Feb 22 (Part B)
Performance period (years) 3 3 3
Share price at grant date £0.30 £0.57 £0.57
Exercise price 0.10 £0.10 £0.10
Risk free rate 4.73% 1.35% 1.35%
Dividend yield 0% 0% 0%
Volatility of Company share price 62% 50% 50%
Fair value per award £0.18 £0.19 £0.24
2025 2024 Weighted average fair
No. No. value (£ per share)
Outstanding at beginning of the year 302,711 1,219,212 £0.19
Lapsed during the year (132,991) (916,501) (£0.21)
Outstanding at the end of the year 169,720 302,711 £0.18
Exercisable at the end of the year nil nil £nil
The weighted average exercise price of outstanding options is £0.10 (2024:
£0.10).
The weighted average remaining contractual life as at 31 December 2025 is 31
months (2024: 37 months).
27.Currency translation reserve
2025 2024
GROUP £ £
At the beginning of the year (6,872) 310,803
Currency translation difference on foreign subsidiaries 44,044 32,254
Disposal of joint venture - (349,929)
At the end of the year 37,172 (6,872)
The currency translation reserve relates to the movement in translating
operations denominated in currencies other than sterling into the presentation
currency.
28.Cash used by continuing operations
Group
2025 2024
£ £
Loss for the year before tax and before other comprehensive income (4,173,437) (5,685,081)
Add back:
Interest received (239,631) (111,758)
Depreciation 9,896 7,407
Amortisation 5,058 -
Equity settled share-based payment expense 746,207 527,411
Unwinding discount on contingent consideration 10,507 14,114
Unrealised foreign exchange loss 355,224 -
Changes in estimate on contingent consideration 84,279 55,023
Movement in working capital:
(Increase)/decrease in trade and other receivables (197,474) 1,121,103
Increase in trade and other payables 248,011 45,801
Movement in provision (7,616) 702,000
Cash used by operations (3,158,976) (3,323,980)
29.Cash generated/(used) by discontinuing operations
Group
2025 2024
£ £
Profit/(loss) for the year after tax and before other comprehensive income 9,615,416 (10,761,709)
Add back:
Interest receivable (427) (543)
Gain on disposal of subsidiary (9,610,976) -
Share-based payment expense - 544,830
Loss from investment - 3,670,859
Impairment loss on investment - 6,505,191
Movement in working capital:
Increase in trade and other receivables (26,509) (369,485)
Increase in trade and other payables 187,981 (199,294)
Cash generated/(used) by operations 165,485 (610,151)
30.Financial risk management
The Group is exposed to financial risks through its various business
activities. In particular, changes in interest rates and exchange rates can
have an effect on the capital and financial situation of the Group. In
addition, the Group is subject to credit risks.
The Group has adopted internal guidelines, which concern risk control
processes and which regulate the use of financial instruments and thus provide
a clear separation of the roles relating to operational financial activities,
their implementation and accounting, and the auditing of financial
instruments. The guidelines on which the Group's risk management processes are
designed to ensure that the risks are identified and analysed across the
Group. They also aim for a suitable limitation and control of the risks
involved, as well as their monitoring.
The Group controls and monitors these risks primarily through its operational
business and financing activities.
Credit Risks
The credit risk describes the risk from an economic loss that arises because a
contracting party fails to fulfil their contractual payment obligations. The
credit risk includes both the immediate default risk and the risk of credit
deterioration, connected with the risk of the concentration of individual
risks. For the Group, credit and default risks are concentrated in the
financial institutions where it places cash deposits.
The Group's policy is to place its cash with banks with an appropriate credit
rating in accordance with the Company's Treasury Risk Management Policy.
Notwithstanding existing collateral, the amount of financial assets indicates
the maximum default risk in the event that counterparties are unable to meet
their contractual payment obligations. The maximum credit default risk
amounted to £6,321,272 (2024: £3,442,123) at the statement of financial
position date, of which £6,226,407 (2024: £3,303,970) was cash on deposit at
banks
Group Company
2025 2024 2025 2024
Rating £ £ £ £
DNB Bank ASA Aa1 2,846,451 2,191,612 2,846,451 2,191,612
OCBC Bank (Malaysia) Berhad Aa1 1,251,678 273,924 -
CIMB Islamic Bank Berhad Baa1 2,112,690 523,071 -
Malayan Banking Berhad AAA 197 - -
B4B Payments 15,391 - 15,391 -
Cash at bank and restricted cash 6,226,407 2,988,607 2,861,842 2,191,612
DNB Bank ASA Aa1 - 76,815 - -
OCBC Bank (Malaysia) Berhad Aa1 - 238,548 - -
Cash held in asset held for sale - 315,363 - -
Liquidity Risks
Liquidity risk is defined as the risk that a Company may not be able to fulfil
its financial obligations. The Group manages its liquidity by maintaining cash
and cash equivalents sufficient to meet its expected cash requirements. The
Group has assessed the ability of the Group's in meeting their cash
requirements for the next twelve-months in the statement of going concern.
At 31 December 2025, the Group had cash on deposit of £6,226,407 (2024:
£3,303,970).
Market Risks
Interest Rate Risks
Interest rate risks exist due to potential changes in market interest rates
and can lead to a change in the fair value of fixed-interest bearing
instruments, and to fluctuations in interest payment for variable interest
rate financial instruments.
The Group is exposed to interest rate risks on cash held on deposits at banks.
Interest income for the year 31 December 2025 was £239,631 (2024: £111,758).
These accounts are maintained for liquidity rather than investment, and the
interest rate risk on deposits is not considered material to the Group.
Currency risks
The Group operates in the UK and Malaysia, incurring expenses and holding cash
in sterling, United States dollars and Malaysian Ringgit. The Group incurs
some expenditure in foreign currency when the investment policy requires
services to be obtained overseas. The foreign exchange risk on these costs is
not considered material to the Group.
The following table shows the carrying amounts, amortised amounts and fair
values of financial assets and financial liabilities. It does not include fair
value information for financial assets and financial liabilities not measured
at fair value if the carrying amount is a reasonable approximation of fair
value.
At the year-end the Group and Company maintained the following cash reserves:
Group Company
2025 2024 2025 2024
£ £ £ £
Cash and cash equivalents held in GBP 717,587 1,707,122 717,214 1,706,479
Cash and cash equivalents held in USD 4,752,444 1,015,515 2,144,628 485,133
Cash and cash equivalents held in MYR 756,376 265,970 - -
Cash at bank and restricted cash 6,226,407 2,988,607 2,861,842 2,191,612
Cash and cash equivalents held in USD - 264,137 - -
Cash and cash equivalents held in MYR - 51,226 - -
Cash held in asset held for sale - 315,363 - -
The Group's exposure to foreign currency risk at the end of the reporting
period is summarised below. All amounts are presented in GBP equivalent.
2025 2024
£ £
Cash and cash equivalents 5,585,319 1,281,485
Trade and other receivables 12,411 32,824
Trade and other payables (618,743) (57,020)
Net exposure 4,978,987 1,257,289
Sensitivity analysis
As shown in the table above, the Group is exposed to changes in exchange rates
through its balances not held in sterling. The table below shows the impact in
sterling on pre-tax profit and loss of a 10% increase/decrease in the exchange
rates, holding all other variables constant.
2025 2024
£ £
Exchange rate increases by 10% (430,934) (114,299)
Exchange rate decrease by 10% 526,697 139,699
Classification of financial instruments
Carrying amount Amortised Carrying amount Amortised
cost cost
Group 2025 2025 2024 2024
£ £ £ £
Financial assets measured at amortised cost
Cash and cash equivalent 4,120,638 4,120,638 2,467,899 2,467,899
Restricted cash 2,105,769 2,105,769 520,708 520,708
Trade and other receivables (1) 18,366 18,366 17,420 17,420
Other financial assets 1,409,055 1,409,055 - -
Total financial assets 7,653,828 7,653,828 3,006,027 3,006,027
Financial liabilities measured at amortised cost
Trade and other payables (2) 882,899 882,899 669,357 669,357
Provisions 694,384 694,384 702,000 702,000
Other financial liabilities (5) 290,087 290,087 308,825 308,825
Total financial liabilities 1,867,370 1,867,370 1,680,182 1,680,182
Total financial instruments 5,786,458 5,786,458 1,325,845 1,325,845
(1) (The trade and other receivables for the financial year 2024, previously
disclosed in the amount of £88,803, were incorrectly stated as including VAT
recoverable balances, which are not financial assets in nature. Accordingly,
the amount has been revised to £17,420.)
(2) (The trade and other payables for the financial year 2024, previously
disclosed in the amount of £129,289, were incorrectly stated as excluding
accrual balances, which are financial liability in nature. Accordingly, the
amount has been revised to £669,357.)
Carrying amount Amortised Carrying amount Amortised
cost cost
Company 2025 2025 2024 2024
£ £ £ £
Financial assets measured at amortised cost
Cash and cash equivalent 2,861,842 2,861,842 2,467,899 2,467,899
Trade and other receivables (3) 7,472,354 7,472,354 3,050,446 3,050,446
Other financial assets 1,409,055 1,409,055 - -
Total financial assets 11,743,251 11,743,251 5,518,345 5,518,345
Financial liabilities measured at amortised cost
Trade and other payables (4) 323,734 323,734 524,434 524,434
Provisions 498,428 498,428 519,483 519,483
Other financial liabilities (5) 290,087 290,087 308,825 308,825
Total financial liabilities 1,112,249 1,112,249 1,352,742 1,352,742
Total financial instruments 10,631,002 10,631,002 4,165,603 4,165,603
( )
(3) (The trade and other receivables for the financial year 2024, previously
disclosed in the amount of £3,121,728, were incorrectly stated as including
VAT recoverable balances, which are not financial assets in nature.
Accordingly, the amount has been revised to £3,050,446.)
( )
(4) (The trade and other payables for the financial year 2024, previously
disclosed in the amount of £122,692, were incorrectly stated as excluding
accrual balances, which are financial liability in nature. Accordingly, the
amount has been revised to £524,434.)
(5) (The comparative disclosure for the financial year 2024 has been revised
to include other financial liabilities that were previously omitted.
Accordingly, the comparative amount has been reinstated to £308,825.)
( )31.Retirement benefit schemes
Group
2025 2024
£ £
Defined contribution schemes
Charge to profit or loss in respect of defined contribution schemes:
Continuing operations 131,922 102,717
Company
Defined contribution schemes
Charge to profit or loss in respect of defined contribution schemes: 29,516 56,194
32.Related party transactions
a. Identities of related parties
The related parties of the Group and of the Company are:
(i) Its subsidiaries as disclosed in Note 13 to the financial
statements; and
(ii) Members of the Board of Directors are deemed to be key
management personnel. Key management personnel compensation for the financial
year is the same as the Director remuneration set out in the Corporate
Governance Statement except for key management personnel as disclosed in (d).
b. In addition to the information detailed elsewhere in the financial
statements, set out below are other significant transactions and outstanding
balances with related parties during the financial year:
Transactions 2025 2024
Group £ £
Net expenses recharged to/(by):
- Longboat JAPEX Norge AS - (218,359)
- INPEX 2A 202,053 -
Company
Net expenses recharged to/(by):
- Longboat JAPEX Norge AS - (218,359)
- INPEX 2A 2,626 88,065
- SE 2A (181,852) 17,430
- SE DEWA (49,374) 52,048
- SE SEA 1,440,696 528,688
- SEA One 15,164 -
Loan to:
- INPEX 2A - 1,222,741
- SE 2A 146,020 230,629
- SE DEWA 526,212 511,103
- SE SEA 977,485 326,839
- SEA One 3,369,446 -
Interest on loan charged to:
- INPEX 2A 17,145 71,668
- SE 2A 28,483 5,265
- SE DEWA 61,976 16,014
- SE SEA 64,779 11,284
- SEA One 88,416 -
Balances 2025 2024
Company £ £
Loan receivable from:
- INPEX 2A - 1,296,633
- SE 2A 363,347 237,188
- SE DEWA 1,071,510 527,704
- SE SEA 1,342,203 338,538
- SEA.One 3,252,610 -
Receivable/(payable) to:
- INPEX 2A - 36,604
- SE 2A (78,573) 42,888
- SE SEA 1,433,154 546,228
The related party transactions with Longboat JAPEX arose as a result of the
agreements that were entered into at the time of establishment of the joint
venture. On 12 July 2024, the Company completed the sale of the investment in
Longboat JAPEX to JAPEX, hence there was no intercompany balance outstanding
with the joint venture.
c. Other information
Directors' interests in the shares of the Company in the current and prior
period, including family interests, were as follows:
Ordinary shares
2025(1) 2024(1)
Graham Stewart 350,000 350,000
Nicholas Ingrassia 375,511 304,080
James Menzies 2,502,896 2,360,039
Geraldine Murphy 357,142 285,714
Pierre Eliet 453,026 431,598
Michael Buck 271,427 -
(1) As at the date of publication of the Report and Accounts for each
respective year, noting that Michael Buck's interests were not reported in
2024, having been appointed in 2026.
Under IAS 24 section 4, all intragroup transactions which have been eliminated
on consolidation are exempt from being disclosed as the Group has prepared
consolidated financial statements.
The Group does not have one controlling party.
33.Minimum financial commitments
2025 2024
£ £
Dewa PSC 174,723 510,188
Temaris PSC 461,985 -
636,708 510,188
(i) SE DEWA holds a 28% participating interest and a further 12% paying
interest (on behalf of PETROS) in the DEWA PSC, and is obligated to carry out
the minimum work commitments as stated in the production sharing contract.
This includes conducting a detailed and systematic resource assessment for 12
fields on the hydrocarbon potential of the contract area through integrated
geological, geophysical and geochemical studies on a regional scale trend and
prospect level and thereafter submitting a resource assessment report to
PETRONAS. The total costs to be incurred by SE DEWA in regard to the work
commitments are USD640,000. As at 31 December 2025, the remaining commitment I
s estimated at £174,723 (USD234,686).
(ii) SEA One holds 100% a participating interest in the Temaris PSC, and
is obligated to carry out the minimum work commitments as stated in the
production sharing contract. This includes submitting the FDAP within the
stipulated period in the PSC, conducting specialised studies namely
sedimentology and core study, and rock physics and inversion study, and
conducting 3D seismic reprocessing data. The total costs to be incurred by SEA
One in regard to the work commitments are USD2,100,000. As at 31 December
2025, the remaining commitment is estimated at £461,985 (USD620,530).
34.Subsequent events
On 13 January 2026, the Company announced the appointment of Mike Buck as an
Independent Non-Executive Director and that Graham Stewart (Independent
Non-Executive Director) does not intend to stand for re-election at the 2026
Annual General Meeting.
On 13 January 2026, the Company announced that its Executive Directors have
elected to receive a significant portion of their annual bonus as nil cost
options under the Long Term Incentive Plan, with the CEO receiving 232,721
options, the Executive Chairman 164,991, the Executive Director Corporate
Development 166,578, and the Company Secretary 51,982, all based on an average
market price of 64.7 pence per share.
On 11 February 2026, the Company announced the application for the admission
of 11,143 new ordinary shares to AIM following the exercise of share options
by a former employee. This issuance increased the Company's total issued
ordinary share capital to 63,139,111 shares.
On 25 and 26 March 2026 the Company announced the placing, subscription and
take up under the retail offer of a combined 7,200,000 new ordinary shares in
the Company to raise gross proceeds of £5.04 million before expenses at a
price of 70 pence per share, representing 11.4 per cent of the Company's share
capital. This issuance increased the Company's total issued ordinary share
capital to 70,339,111 shares.
On 22 April 2026, the Company announced that its Executive Directors have
elected to receive the unpaid element of their annual bonus under the Long
Term Incentive Plan, with the CEO receiving 232,721 options, the Executive
Chairman 164,991, the Executive Director Corporate Development 166,578, all
based on an average market price of 64.7 pence per share.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END FR FBLLLQELFBBD
Copyright 2019 Regulatory News Service, all rights reservedRecent news on Seascape Energy Asia
See all newsREG - Seascape Energy Asia - Audited Full Year Results to 31 December 2025
AnnouncementREG - Seascape Energy Asia - Deferred 2025 Annual Bonus
AnnouncementREG - Seascape Energy Asia - TR-1: form for notification of major holdings
AnnouncementREG - AIM - AIM Notice - 30/03/2026
AnnouncementREG - Seascape Energy Asia - Result of Oversubscribed WRAP Retail Offer
Announcement