REG - Synergia Energy Ltd - Audited Annual Report for Year Ended 30 June 2025
07/10/2025 07:00
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RNS Number : 2355C Synergia Energy Ltd 07 October 2025
RNS Announcement
7 October 2025
AIM: SYN
Synergia Energy Ltd (AIM: SYN) - Audited Annual Report for the Year Ended 30
June 2025
Synergia Energy Limited ("Synergia" or the "Company"), is pleased to announce
that it has released its Audited Annual Report for the year ended 30 June 2025
(the "Annual Report").
A full version of the Annual Report can be viewed at:
http://www.rns-pdf.londonstockexchange.com/rns/2355C_1-2025-10-6.pdf
(http://www.rns-pdf.londonstockexchange.com/rns/2355C_1-2025-10-6.pdf)
The Annual Report is also available on the Company's website at:
https://www.synergiaenergy.com/investors/financial-reports
(https://www.synergiaenergy.com/investors/financial-reports)
Information regarding the Company's forthcoming Annual General Meeting will be
announced in due course.
Strategic and Operational Highlights
· Farmed out 50% of Cambay PSC ("Cambay Farm-Out") to Antelopus
Selan Energy Limited, formerly Selan Exploration Technology Limited
(Government of India approval received 19 July 2024).
· Continued progress on Medway Hub Camelot CCS Project in the UK;
project split into two phases to reduce risk and cost, with initial CO₂
injection targeted for 2030/2031.
· Advanced the Cambay CCS Scheme in India, including submission of
a Pilot Project proposal and funding request to the DGH and Ministry of
Petroleum and Natural Gas.
· No unsecured borrowings at year-end; all prior debt extinguished
through repayments and equity conversions.
Capital and Corporate Developments
· Raised A$2.77 million via equity placements in November 2024 and
February 2025.
· Issued capital increased to 15.57 billion shares; 4.02 billion
unlisted options outstanding.
· CFO transition: Colin Judd retired in November 2024; Andrew
Darbyshire appointed CFO and Executive Director.
Financial Highlights
· Net profit after tax of A$4.99 million (FY 2024: loss of A$2.80
million), driven by A$8.38 million gain on 50% Cambay Farm-Out in July 2024.
· Revenue from gas and oil sales of A$292,179 (FY 2024:
A$638,457); reflects reduced production share post Cambay Farm-Out.
· Cash at bank of A$1.21 million (30 June 2024: A$1.07 million).
· Net assets increased to A$18.95 million (30 June 2024: A$9.96
million).
· Remaining Cambay PSC assets and liabilities reclassified as "held
for sale" at 30 June 2025, following Heads of Terms signed on 4 July 2025 for
proposed sale of remaining 50% interest.
· Operating cash outflow of A$3.91 million; investing inflow of
A$2.46 million (including Cambay Farm-Out proceeds); financing inflow of
A$1.65 million.
· Earnings per share of 0.04 cents per share (FY 2024: loss per
share of 0.03 cents per share).
· The auditor's report includes a material uncertainty related to
going concern, reflecting the Group's reliance on the proposed Cambay PSC sale
and short-term funding options, including deferred payables, to meet
operational commitments.
FY 2026 Outlook
· Heads of Terms signed 4 July 2025 for proposed sale of remaining
50% interest in Cambay PSC for US$14 million, with initial payment received in
August 2025.
· Completion of proposed sale remains a key priority, with
remaining tranches subject to Sale and Purchase Agreement execution and
Government of India approval.
· Post-sale, Synergia intends to reset its strategy to focus on CCS
development and explore new opportunities aligned with shareholder value
creation.
· The Board intends to return a portion of sale proceeds to
shareholders, subject to regulatory and shareholder approvals.
Authorisation for Release
This announcement is authorised for release by the Board of Synergia Energy
Ltd.
This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR") and is disclosed
in accordance with the Company's obligations under Article 17 of MAR.
For and on behalf of Synergia Energy Limited
Roland Wessel
CEO
For further information, please contact:
Investor Enquires Nominated Advisor and Joint Broker Joint Broker
Synergia Energy Ltd SP Angel Corporate Finance LLP Novum Securities
Briana Stayt Stuart Gledhill / Richard Hail / Devik Mehta Colin Rowbury
Investor Relations Email:
Email: Tel: +44 (0)20 3470 0470 crowbury@novumsecurities.com
bstayt@synergiaenergy.com UK Tel: +44 20 7399 9427
Tel: +61 8 9485 3200 UK
Australia
CHAIRMAN'S REVIEW
Dear Shareholder,
Over the last year the Company continued its work on the two-fold strategy of
gas production from the Cambay field in India and carbon storage and
sequestration ("CCS") in the UK. This strategy stemmed from the current global
energy transition which views CCS as central to global CO(2) emissions
reduction strategies with natural gas as a key transition energy source.
However, there have been both external and internal challenges that have
shaped the decisions subsequently made by the Company. The external challenges
include severe tightening of equity and debt markets particularly affecting
small companies in our sector and corporate changes made by our joint venture
partners that have affected our CCS project. The internal challenges include
the disappointing hold ups at Cambay resulting in continued delay of expected
production revenue increases. The hopes associated with the successful Cambay
initial 50% farm-out and the $20 million carry of costs by new partner
Antelopus Selan Energy Limited (formerly Selan Exploration Technology Limited,
and referred to throughout the Annual Report as "Selan") have not materialised
to date. Selan is the lead operator, leaving Synergia with limited influence
over operational decisions.
These factors have led to a strategic decision to exit the Cambay PSC and to
sell the remaining 50% Participating Interest. The decision was taken in the
context of the gap between the Company's net asset valuation and the market
capitalisation. A transaction, involving an initial payment of US$0.5 million
(net of GST and withholding tax) was agreed in respect of this proposed sale,
and a Sale and Purchase Agreement ("SPA") is currently being prepared (details
of which were announced by the Company on 4 July 2025). The Company intends to
return a portion of the net proceeds to shareholders.
In the UK, Synergia is the operator of the CS019 Camelot carbon dioxide
appraisal and storage license ("CS019 Licence") located in the Southern North
Sea which is central to its Medway Hub CCS project. The Company has been
successfully progressing the NSTA-defined work programme on the license as
part of the early risk assessment and site characterisation phase of the
project. The Medway Hub Camelot CCS project has the goal to ultimately
permanently store up to 6.5 million tonnes of CO(2) per annum, with an initial
phase of 2 million tonnes per annum from 2030/2031.
In India, the Company is also progressing a CCS scheme to contribute to the
country's nascent carbon reduction plans. The project plans rely on
Government of India ("Gol") support for the storage of CO(2) emissions from
nearby gas- and coal-fired power stations into the extensive Olpad Formation
that underlies the hydrocarbon reservoirs in the Cambay Basin. The Company
aims to be in the vanguard of CCS development in India and the management
team's experience and expertise in gas storage projects and field development
projects provides the Company with a significant advantage.
Over the last 12 months the Company has been supported by its long-term
shareholders and Synergia's management team and the board of directors
continue to work on value return to its shareholders.
On behalf of the Board, I wish to acknowledge the significant contribution of
the Company's management and staff. We thank our contractors, local
communities, shareholders and stakeholders for their ongoing support of the
Company.
Mr J Salomon
Non-Executive Chairman
6 October 2025
BUSINESS REVIEW
Overview and Strategy
This year has again presented significant challenges. The management team
began the period with optimism, having entered a joint venture with Selan to
develop the Company's Cambay field in India. At the same time, technical work
on the UK Camelot CCS project was progressing well. However, several external
factors required the Board and management to adjust strategy and direction.
Approval from GoI for the transfer of a 50% participating interest in the
Cambay PSC to Selan, following the Farm-In Farm-Out ("FIFO") Agreement signed
on 14 February 2024, was delayed until 19 July 2024. Selan was then unable to
secure a suitable drilling rig for the agreed work programme, which to date
has been limited to three workovers. As a result, the expected increase in
production and revenue did not materialise, creating funding challenges for
Synergia. Since Selan is the lead operator of the Cambay PSC, Synergia Energy
has limited influence over operating activities.
The Camelot CCS project also suffered a setback in November 2024 when Harbour
Energy plc, which had acquired Wintershall Dea Carbon Management Solutions UK
("Wintershall Dea", Synergia Energy's contractual joint venture partner),
announced its intention to withdraw. Wintershall Dea remains on the CS019
Licence until a replacement joint venture partner is identified but has been
inactive on the project since January 2025.
To address the shortfall in revenues from Cambay, the Company undertook two
fundraises during the period, resulting in significant shareholder dilution.
This, and other factors led the Board to decide to sell its remaining 50%
working interest in the Cambay PSC to Selan. On 4 July 2025, the Company
signed a Heads of Terms with Selan outlining the key commercial terms for a
proposed SPA, under which Selan will pay Synergia Energy a total consideration
of US$14 million:
· US$0.5 million upon execution of the Heads of Terms (received in
August 2025);
· US$6.5 million following GoI approval of the transfer
(completion); and
· US$7.0 million, payable 12 months after GoI approval
The FIFO Agreement will remain in place until the SPA is completed. All
payments are or will be subject to tax, and the Board intends to return a
portion of the net proceeds to shareholders.
This decision followed a detailed strategic review, which concluded that
divesting the Cambay interest was the most effective way to unlock shareholder
value. At the same time, the Company implemented a cost-reduction programme,
scaling back CCS-related expenditure in both the UK and India, while further
reducing overheads through staff changes and salary deferments. In addition,
SP Angel, the Company's UK broker, assumed the role of Nominated Adviser on 10
June 2025.
Following completion of the Cambay sale that requires shareholder approval and
other conditions, the Company's strategy will be reset, with a primary focus
on CCS activities while remaining open to new opportunities that can deliver
shareholder value.
Cambay Field, Onshore Gujarat State, India
(Synergia Energy: Joint Operator and 50% Participating Interest)
The joint venture with Selan came into effect on 1 August 2024, with operating
personnel transferred to Selan as Lead Operator. The US$20 million work
programme, under which Selan is carrying Synergia's costs, commenced in
October 2024 with the workover of two legacy wells (C-70 and C-63). These were
unsuccessful in delivering material incremental production.
A further workover of the C-64 well is planned for October 2025, with the
installation of a sucker rod pump to achieve stable oil production from a well
that has only produced intermittently under natural flow.
The core of the work programme is the drilling of three new wells, two
vertical and one horizontal, targeting the Eocene gas reservoir. A drilling
rig has been contracted from Kiri Oilfield Services to drill one vertical
OS-II well, scheduled to commence in October 2025.
With the majority of India-based operating costs charged to the joint venture
account, Synergia's India operations are currently self-funded.
During the period, the majority of the production has come from the C-77H well
which is currently producing between 50,000 to 90,000 scf/day with associated
condensate production. Intermittent oil production from legacy wells (notably
C-19z and C-64) has contributed up to 20 bopd.
Cambay CCS Scheme
(Synergia Energy: Operator and 100% Participating Interest)
The Company has developed a CCS scheme in India based on CO₂ storage within
the extensive Olpad Formation, which lies beneath the Cambay producing
reservoirs. The scheme proposes capturing CO₂ emissions from nearby gas- and
coal-fired power stations and transporting it by pipeline to a CCS hub at the
Cambay field, where it would be injected into the Olpad Formation for
permanent storage.
The Olpad Formation is up to one kilometre thick in the Cambay Basin, and
Synergia believes it could underpin a national CO₂ storage resource.
However, additional technical work and an appraisal well are required to
confirm its suitability.
The Cambay CCS scheme was presented to the DGH in July 2024. Since then, the
Company has worked with the British Geological Survey and the Indian Institute
of Technology Bombay to develop a regional analysis of the Olpad Formation. A
Pilot Project proposal and funding request have been submitted to the DGH and
Ministry of Petroleum and Natural Gas. This proposal includes drilling an
appraisal well on the Cambay PSC, coring and logging the reservoir, and
conducting CO₂ injection tests. The Pilot Project is currently scheduled for
2026.
Medway Hub Camelot CCS Project
(Synergia Energy: Operator and 50% Participating Interest)
Together with its joint venture partner Wintershall Dea, the Company was
awarded a carbon dioxide appraisal and storage licence (the "CS019 Licence")
by the UK government's North Sea Transition Authority ("NSTA") effective 1
August 2023.
The CS019 Licence work programme includes an appraisal phase comprising
seismic reprocessing (completed), technical evaluations and risk assessment
(underway), and a contingent FEED study, potentially leading to a storage
licence application in 2028 following a final investment decision (FID). The
licence also originally required a contingent appraisal well. First CO₂
injection is anticipated in 2030/2031. The Company's share of the initial work
phase, as well as the FID, will be subject to sourcing appropriate funding.
On 3 September 2024, Harbour Energy plc completed its acquisition of
Wintershall Dea and, on 28 November 2024, Harbour Energy plc announced its
intention to withdraw from the licence and associated agreements. Wintershall
Dea remains on the CS019 Licence pending the identification of a replacement
joint venture partner.
To reduce project risk, the Company requested that the NSTA split the project
into two phases, beginning with a Leman Sandstone storage scheme. This
adjustment removed the requirement to drill the contingent appraisal well,
originally planned for 2026 at an estimated cost of £25 million. The NSTA
approved this change on 19 June 2025.
Significant effort has been made to find a replacement joint venture partner
and current indications are that a new joint venture partner could be secured,
allowing the project to continue broadly on its original timeline, albeit at a
reduced initial injection capacity of around 2 million tonnes per year.
Corporate and Treasury
Overview
The Company is listed on the Alternative Investment Market of the London Stock
Exchange ("AIM") and continues to focus on funding its development and
operational activities through a combination of equity raisings, joint venture
arrangements, and other financing strategies.
As at 30 June 2025, the Company had:
· Available cash resources of A$1,214,948, excluding amounts classified
as assets held for sale;
· No unsecured borrowings outstanding; and
· Issued capital of 15,571,741,779 fully paid ordinary shares and
4,016,206,906 unlisted options.
Executive and Board Changes
On 4 November 2024, Mr Colin Judd retired as Chief Financial Officer and
Executive Director. Mr Andrew Darbyshire was appointed as Chief Financial
Officer on the same day and subsequently appointed as Executive Director on 4
February 2025. There were no other board changes during the year.
Treasury Policy
The Group's funding requirements are regularly assessed by the Group's Chief
Financial Officer and reported to the Board, ensuring the Group can meet its
financial obligations as and when they fall due. Internal cash flow models are
used to evaluate and stress-test investment decisions. Until sufficient
operating cash flows are generated from its operations, the Group remains
reliant on equity or debt funding and joint venture contributions to fund its
expenditure commitments. Where appropriate, the Group may also consider asset
divestitures or farmouts as part of its broader funding strategy.
Formal control over the Group's activities is maintained through a robust
budget and cash flow monitoring process, with annual budgets reviewed in
detail and monitored monthly by the Board. These form the basis of the
Company's financial management strategy.
Cash flows are tested under multiple scenarios to ensure that expenditure
commitments can be met under all reasonably foreseeable conditions.
Expenditures are also carefully monitored against the budget. The Company
continues to actively develop funding options in order to meet its expenditure
commitments and its planned future discretionary expenditure.
During the year, the following transactions occurred in relation to the
Company's debt and equity funding activities, and other capital movements:
September 2024
· Conversion of 750 extended convertible notes and accrued interest of
£80,866 (A$156,203) into 101,083,050 shares at £0.0008 (A$0.0015) per share.
November 2024
Share Issuance:
· Capital raise involving the issue of 1,265,000,000 ordinary shares at
£0.0008 (A$0.0015) per share for gross proceeds of £632,500 (A$1,229,848).
· Conversion of £295,740 (A$581,022) of unsecured short-term loans
into 591,480,000 shares.
· Issue of 164,700,000 shares to settle professional advisor fees of
£82,350 (A$161,788).
Other Activity:
· Exercise of 311,686,750 nil-cost options by key management personnel.
· Repayment of first tranche of unsecured short-term borrowings plus
interest of £566,000 (A$1,114,173).
· Repayment of third tranche of unsecured short-term borrowings plus
interest of £184,618 (A$359,874).
February 2025
· Placement of 2,500,000,000 ordinary shares at £0.0003 (A$0.0006) per
share for gross proceeds of £750,000 (A$1,536,585).
Risk Management
The full Board continues to undertake the function of the Audit and Risk
Committee and remains responsible for overseeing the Group's internal
financial control systems and risk management framework. Effective risk
management is critical to the Group's success across its diversified
portfolio, which includes both oil and gas operations and carbon capture and
storage ("CCS") initiatives.
The Group manages risk through a structured risk identification and management
system, which is integrated into strategic planning and operational
decision-making. Key business risks include those associated with exploration,
evaluation, appraisal, development, and operations in the oil and gas sector,
as well as emerging risks related to CCS project development and long-term
storage integrity. Regulatory compliance risks are also actively monitored as
part of the Group's broader governance responsibilities.
The Board and management regularly review and update the Group's risk register
to ensure that mitigation strategies remain appropriate and responsive to
changes in the operating environment, including technological, environmental,
and market developments.
Health, Safety, Security and Environment
Synergia Energy is committed to protecting the health and safety of all
individuals involved in its operations, as well as those living in the
communities where activities take place. Across all locations, the Company
conducts business with respect and care for both the natural and social
environments, locally and globally, and systematically manages risks to
support sustainable business growth. The objective is to eliminate injuries,
occupational illness, unsafe practices and incidents of environmental harm
arising from operational activities.
The safety and health of the workforce, along with environmental stewardship,
are considered equally important to operational performance, financial
outcomes and corporate reputation.
Synergia Energy respects the diversity of cultures and customs encountered in
its areas of operation and seeks to adopt business practices that accommodate
such diversity and contribute positively to local communities. Efforts are
made to ensure facilities are safe and conducive working environments, with a
strong focus on high standards of safety, environmental, health and security
performance.
A commitment to continuous improvement underpins all activities, including the
adoption of international industry standards and codes wherever practicable.
Through consistent application of these principles, Synergia Energy aims to
earn the public's trust and be recognised as a responsible corporate citizen.
Qualified Person
The technical information contained in the above disclosure has been prepared
by, or under the supervision of, Mr Roland Wessel (BSc (Hons) Geology), Chief
Executive Officer and Executive Director of Synergia Energy Ltd. Mr Wessel has
over 46 years' experience in the oil and gas industry and is a member of the
Society of Petroleum Engineers.
Mr Wessel meets the requirements of, and acts as, the Qualified Person under
the Alternative Investment Market ("AIM") Rules - AIM Note for Mining and Oil
& Gas Companies. He has reviewed and approved the inclusion of the
technical information in this report and consents to its publication in the
form and context in which it appears.
PETROLEUM AND CCS PERMIT SCHEDULE
PETROLEUM AND CCS PERMIT SCHEDULE - 30 JUNE 2025
ASSET LOCATION ENTITY CHANGE IN INTEREST DURING THE YEAR EQUITY OPERATOR
Cambay Field PSC Gujarat, India Synergia Energy Ltd (35%) ((1)) 50% ((2)) Antelopus Selan Energy Limited and Synergia Energy Ltd ((3))
Oilex N.L. Holdings (India) Limited (15%) ((1)) -
CS019 - SNS Area 4 (Camelot Area) Southern North Sea (United Kingdom) Synergia Energy CCS Limited - 50% Synergia Energy CCS Limited
((1) )On 19 July 2024, the Ministry of Petroleum and Natural Gas
(Government of India) approved the transfer a 50% participating interest in
the Cambay Field Production Sharing Contract ("Cambay PSC") to Antelopus Selan
Energy Limited (previously Selan Exploration Technology Limited), referred to
as the "Cambay Farm-Out". The 50% interest comprised 35% previously held by
Synergia Energy Ltd and 15% previously held by Oilex N.L. Holdings (India)
Limited. Following the transfer, Synergia Energy Ltd has held a 50%
participating interest in the Cambay PSC continuously from that date through
to the date of signing of this Annual Report.
((2) )Subsequent to year end, on 4 July 2025, Synergia Energy entered into
a Heads of Terms with Selan for the proposed sale of its remaining 50%
participating interest in the Cambay PSC. The proposed sale is subject to
negotiation and execution of a formal SPA, the terms of which remain under
discussion at the date of signing of this Annual Report.
((3) )Under the terms of the Cambay Farm-Out, Synergia Energy and Selan
became the joint operators of the Cambay field, with Selan designated as the
lead joint operator.
FINANCIAL AND OPERATING RESULTS
FOR THE YEAR ENDED 30 JUNE 2025
Income Statement
During the year ended 30 June 2025, Synergia Energy Ltd recorded a
consolidated profit after income tax of A$4,990,595, compared to a
consolidated loss of A$2,798,511 in the prior year. This result was primarily
driven by a gain on disposal of a 50% participating interest in the Cambay
PSC, amounting to A$8,382,859, following the completion of the Cambay Farm-Out
transaction with Selan effective on 19 July 2024.
Revenue from gas and oil sales decreased to A$292,179 (2024: A$638,457). Cost
of sales also declined to A$523,659 (2024: A$1,048,993), resulting in a gross
loss of A$231,480 (2024: A$410,536). This reflects the reduction in the
Group's share of Cambay production from 100% to 50% effective 19 July 2024.
The decrease in production volumes and pricing, combined with the limited
success of initial workovers under the Selan-led work programme, contributed
to the lower operating net revenues.
Exploration, evaluation and appraisal expenditure decreased to A$417,674
(2024: A$773,213), also primarily due to the Cambay Farm-Out, which reduced
Synergia's share of joint venture costs.
Administration expenses increased to A$2,388,128 (2024: A$2,017,142), as a
result of higher employee and compliance costs, including the impact of
executive transitions and increased governance activity.
Share-based payments expense increased to A$434,809 (2024: A$168,187),
comprising A$347,579 for nil-cost options issued to Executive Directors under
the short-term incentive plan, and A$87,230 for options issued to advisors in
lieu of fees expensed.
An impairment of A$610,680 was recorded against the carried interest
receivable, based on the net recoverable amount of the Cambay cash-generating
unit, determined with reference to the proposed sale terms and estimated
timing of tranche payments.
Net finance income of A$722,408 (2024: A$888,640) included the unwinding of
discount on the carried interest receivable and fair value gains on derivative
liabilities, offset by interest on short-term borrowings and restoration
provisions.
Cash Flow
Cash flows from operating activities resulted in a net outflow of A$3,910,099
(2024: A$3,182,891), reflecting increased interest paid on borrowings repaid
during the year, and timing of payments to suppliers and employees.
Investing activities generated net cash inflows of A$2,462,887 (2024: outflow
of A$178,642), primarily due gross proceeds of A$3,851,487 received from the
Cambay Farm-Out, partially offset by A$184,197 in related transaction costs,
and also offset by payments for capitalised exploration, evaluation and
appraisal asset relating to the CCS project (outflow of A$1,086,348 during the
year compared to inflow of A$314,265 during the prior year, net of joint
venture partner reimbursements).
Financing activities contributed A$1,650,191 (2024: A$3,469,750), including
proceeds from equity placements, net of repayments of borrowings.
Financial Position
As at 30 June 2025, the Group held cash and cash equivalents of A$1,214,948,
with no unsecured borrowings outstanding (2024: A$1,739,983). Net assets
increased to A$18,954,929 (2024: A$9,955,839), supported by the recognition
of the carried interest receivable, increase in capitalised exploration,
evaluation and appraisal asset (reflecting continued investment in the UK
CS019 Licence and preparatory work for the Cambay CCS pilot project), and
equity raisings during the year.
Subsequent to year-end, the Company signed a Heads of Terms with Selan for the
proposed sale of its remaining 50% participating interest in the Cambay PSC
for US$14 million (net of GST and withholding tax), with payments to be made
in three tranches. As a result, the associated Cambay PSC share of assets and
liabilities have been classified as held for sale as at 30 June 2025.
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2025
2025 2024
A$ A$
Revenue 292,179 638,457
Cost of sales (523,659) (1,048,993)
Gross Loss (231,480) (410,536)
Gain on disposal of joint 8,382,859 -
venture participating interest
Profit from disposal of other assets - 10,474
Exploration, evaluation and appraisal expenditure (417,674) (773,213)
Depreciation (6,802) (5,530)
Administration expense (2,388,128) (2,017,142)
Expected credit losses (25,099) (288,424)
Share-based payments expense (434,809) (168,187)
Impairment of carried interest receivable (610,680) -
Impairment of equity securities - (34,593)
Results from Operating Activities 4,268,187 (3,687,151)
Net finance income 722,408 888,640
Profit/(Loss) Before Tax 4,990,595 (2,798,511)
Income tax expense - -
Profit/(Loss) After Tax 4,990,595 (2,798,511)
Other Comprehensive Income/(Loss)
Items that May be Reclassified
Subsequently to Profit or Loss
Exchange differences on currency translation of subsidiaries 208,097 (2,712)
Reclassification to Profit or Loss
Reclassification of exchange differences on currency translation on - (1,325,636)
deregistration of subsidiary
Other Comprehensive Income/(Loss) Net of Tax 208,097 (1,328,348)
Total Comprehensive Income/(Loss) 5,198,692 (4,126,859)
Earnings/(Loss) per Share
from Continuing Operations
Basic earnings/(loss) per share (cents per share) 0.04 (0.03)
Diluted earnings/(loss) per share (cents per share) 0.04 (0.03)
The above Consolidated Statement of Profit or Loss and Other Comprehensive
Income is to be read in conjunction with the accompanying notes.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2025
2025 2024
A$ A$
Assets
Cash and cash equivalents 1,214,948 1,069,782
Trade and other receivables 662,809 116,688
Prepayments 52,553 95,101
Inventories - 78,693
1,930,310 1,360,264
Assets classified as held for sale 19,693,257 -
Total Current Assets 21,623,567 1,360,264
Development assets - 17,336,721
Exploration, evaluation and appraisal asset 2,264,290 1,154,230
Plant and equipment 11,920 18,701
Total Non-Current Assets 2,276,210 18,509,652
Total Assets 23,899,777 19,869,916
Liabilities
Trade and other payables 1,968,649 2,373,587
Provisions 191,979 333,088
Borrowings - 1,739,983
Derivative financial liability - 167,726
2,160,628 4,614,384
Liabilities directly associated with 2,784,220 -
assets classified as held for sale
Total Current Liabilities 4,944,848 4,614,384
Provisions - 5,299,693
Total Non-Current Liabilities - 5,299,693
Total Liabilities 4,944,848 9,914,077
Net Assets 18,954,929 9,955,839
Equity
Issued capital 200,057,746 196,252,167
Reserves 7,406,365 7,203,449
Accumulated losses (188,509,182) (193,499,777)
Total Equity 18,954,929 9,955,839
The above Consolidated Statement of Financial Position is to be read in
conjunction with the accompanying notes.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
Attributable to Owners of the Company
Issued Capital Share-Based Payments Reserve Foreign Currency Translation Reserve ("FCTR") Accumulated Losses Total Equity
A$ A$ A$ A$ A$
Balance at 1 July 2024 196,252,167 766,829 6,436,620 (193,499,777) 9,955,839
Comprehensive Income
Profit after tax - - - 4,990,595 4,990,595
Other comprehensive income - - 208,097 - 208,097
- - 208,097 4,990,595 5,198,692
Transactions with
Owners of the Company
Share placements (net) 2,452,972 - - - 2,452,972
Conversion of unsecured 581,022 - - - 581,022
short-term loan
Advisor fee settlement 161,788 - - - 161,788
Conversion of convertible notes 156,203 - - - 156,203
Nil-cost options exercised 453,594 (453,594) - - -
Share-based payment transactions - 448,413 - - 448,413
3,805,579 (5,181) - - 3,800,398
Balance at 30 June 2025 200,057,746 761,648 6,644,717 (188,509,182) 18,954,929
Balance at 1 July 2023 192,817,143 534,957 7,764,968 (190,779,552) 10,337,516
Comprehensive Loss
Loss after tax - - - (2,798,511) (2,798,511)
Other comprehensive income - - (1,328,348) - (1,328,348)
- - (1,328,348) (2,798,511) (4,126,859)
Transactions with
Owners of the Company
Share placements (net) 3,217,726 - - - 3,217,726
Conversion of convertible notes 217,298 - - - 217,298
Share-based payment transactions - 310,158 - - 310,158
Options expired - (78,286) - 78,286 -
3,435,024 231,872 - 78,286 3,745,182
Balance at 30 June 2024 196,252,167 766,829 6,436,620 (193,499,777) 9,955,839
The above Consolidated Statement of Changes in Equity is to be read in
conjunction with the accompanying notes.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2025
2025 2024
A$ A$
Cash Flows from Operating Activities
Receipts from customers 466,392 904,825
Recovery of prior operating costs - 131,670
Payments to suppliers and employees (3,640,779) (3,003,601)
Payment for Cambay PSC bank guarantee ((1)) - (423,950)
Payment into site restoration fund ((1)) - (77,982)
Payments for other exploration, evaluation and appraisal related expenses (310,158) (672,079)
((1))
Interest received 6,278 5,498
Interest paid (431,832) (47,272)
Net Cash Used in Operating Activities ((1)) (3,910,099) (3,182,891)
Cash Flows from Investing Activities
Proceeds from Cambay Farm-Out 3,851,487 -
Payments for transaction costs (184,197) -
related to Cambay Farm-Out
Payments for capitalised development assets (118,055) (492,907)
Payments for capitalised exploration, (2,133,637) (604,204)
evaluation and appraisal assets ((1))
Reimbursements from joint venture partner ((1)) 1,047,289 918,469
Net Cash Used in Investing Activities ((1)) 2,462,887 (178,642)
Cash Flows from Financing Activities
Proceeds from issue of share capital 2,766,434 3,571,757
Payment for share issue costs (138,070) (212,060)
Proceeds from borrowings 272,312 1,161,226
Repayment of borrowings (1,250,485) (1,051,173)
Net Cash from Financing Activities 1,650,191 3,469,750
Net Increase in Cash and Cash Equivalents 202,979 108,217
Cash and cash equivalents at 1 July 1,069,782 938,589
Effect of exchange rate movements 14,742 22,976
on cash and cash equivalents
Cash and Cash Equivalents at 30 June 1,287,503 1,069,782
((1) ) Comparative cash flow information for the year ended 30 June
2024 has been restated to improve the classification and presentation of
certain cash flow items. This includes separating previously aggregated items
and reclassifying joint venture cost recoveries from operating to investing
activities, consistent with their nature and treatment in the supporting
notes. These changes do not affect the net increase in cash and cash
equivalents or the closing cash balance presented at 30 June 2024.
The above Consolidated Statement of Cash Flows is to be read in conjunction
with the accompanying notes.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
REPORTING ENTITY
Synergia Energy Ltd (the "Company") is a company limited by shares
incorporated in Australia and is a for-profit entity domiciled in Australia.
These consolidated financial statements comprise the Company and its
subsidiaries (collectively the "Group" and individually "Group Entities").
Synergia Energy Ltd's shares are publicly traded on the Alternative Investment
Market ("AIM") of the London Stock Exchange ("LSE") under the ticker symbol
"SYN".
The principal activities of the Group during the financial year included:
· appraisal and development of oil and gas prospects;
· production and sale of oil and gas; and
· development of carbon capture and storage ("CCS") projects.
The Group's operations are geographically focused in India and the United
Kingdom, with oil and gas activities in India and CCS development in both
India and the United Kingdom. During the year, the Group completed a farm-out
of 50% of its participating interest in the Cambay PSC in India (effective on
19 July 2024), and subsequent to year-end, entered into a Heads of Terms for
the proposed sale of its remaining 50% interest. These transactions represent
a material change in the Group's asset ownership and strategic focus.
Following the proposed full divestment of its participating interest in the
Cambay PSC, the Group continues to pursue its Cambay CCS initiative in India,
which remains a key part of its carbon reduction strategy.
There were no other significant changes in the nature of the Group's
activities during the year.
Unless otherwise indicated, these financial statements are presented in
Australian dollars ("A$"), which is the Company's functional and presentation
currency and are rounded to the nearest Australian dollar.
Parent Entity Information
In accordance with the Corporations Act 2001, these financial statements
present the results of the consolidated entity only.
BASIS OF PREPARATION
Statement of Compliance
The consolidated financial statements are general purpose financial statements
that have been prepared in accordance with the Australian Accounting
Standards, interpretations and other authoritative pronouncements issued by
the Australian Accounting Standards Board ("AASB") and the Corporations Act
2001. The Australian Accounting Standards include Australian equivalents to
the International Financial Reporting Standards ("IFRS"), as issued by the
International Accounting Standards Board ("IASB"). Accordingly, the
consolidated financial statements comply with IFRS as issued by the IASB.
The principal accounting policies used in preparing this results announcement
are those that the Company has adopted for its statutory accounts for the year
ended 30 June 2025 and are unchanged from those previously disclosed in the
Group's Annual Report for the year ended 30 June 2024.
Statutory accounts for 2024 have been delivered to Australian Securities and
Investments Commission ("ASIC") and those for 2025 will be delivered as soon
as possible. The Company's auditors have provided their audit report on the 30
June 2025 accounts, dated 6 October 2025; their report was unmodified, with an
emphasis of matter paragraph, in relation to a material uncertainty relating
to going concern as set out in the note below.
The consolidated financial statements were authorised for issue by the Board
of Directors on 6 October 2025.
Going Concern Basis
The Directors believe it is appropriate to prepare the consolidated financial
statements on a going concern basis, which contemplates continuity of normal
business activities and the realisation of assets and settlement of
liabilities in the ordinary course of business.
In assessing going concern, the Directors have considered the Group's business
operations, financial performance and position, cash flows and liquidity, and
the Group's financial risk management objectives, including exposures to
liquidity and other financial risks. The Directors also considered the
classification of Cambay PSC assets and liabilities as held for sale,
following execution of a Heads of Terms for the proposed sale of the Group's
remaining 50% participating interest.
For the year ended 30 June 2025, the Group reported a net profit after tax of
A$4,990,595, including a gain on disposal of joint venture interest of
A$8,382,859. Excluding this gain, the Group incurred a net loss of
A$3,392,264. Net cash outflows from operating activities totalled A$3,910,099.
At year end, the Group had net assets of A$18,954,929, including assets
classified as held for sale of A$19,693,257 and associated liabilities of
A$2,784,220. Excluding these, the Group had net current liabilities of
A$230,318, including trade and other payables of A$1,968,649, of which
A$753,226 was overdue at 30 June 2025 (subsequent to year end, A$84,656 of
this amount has been paid). The trade and other payables balance also included
deferred director fees totalling A$167,912, which were deferred as agreed by
the Board to support short-term cash flow management and liquidity, reflecting
the Board's proactive cash flow stewardship.
The proposed sale of the remaining participating interest in the Cambay PSC is
expected to generate total proceeds of US$14 million (net of GST and
withholding tax), payable in three tranches. An initial payment of
US$0.5 million (net of GST and withholding tax) was received subsequent to
year end in August 2025. Completion of the proposed sale and timing of the
remaining sale proceeds remains subject to negotiation and execution of a
formal SPA and Government of India approval. And, while the Board has
indicated its intention to return a portion of the net proceeds to
shareholders, the Company will retain sufficient funds from the sale to cover
expected operational overheads.
Management is also actively exploring borrowing options that may become
available once a formal SPA is signed, and the Group has a history of
successfully raising capital, which supports the Directors' confidence in the
availability of additional funding if required. Management also continues to
assess other funding alternatives to mitigate the risk of delays or
non-completion of the proposed sale.
If the proposed sale does not proceed, or if the Group does not obtain
additional short-term borrowings based on a formal SPA, the Group will require
additional funding within the next 12 months to meet its working capital and
expenditure commitments. The structure and timing of any fundraising, if
undertaken, are subject to market conditions, including investor support,
commodity prices and operational outcomes, and are therefore uncertain. If
funds are not raised or realised, the Group may need to sell or farm out
additional interests in its assets and reduce discretionary expenditure.
Based on the above, the Directors believe the Group will have sufficient
resources to continue its operations for at least 12 months from the date of
signing this report, and therefore, it remains appropriate to prepare the
consolidated financial statements on a going concern basis. However, the above
factors represent a material uncertainty that may cast significant doubt on
the Group's ability to continue as a going concern. The financial statements
do not include any adjustments that would result if the going concern basis
were inappropriate.
EARNINGS OR LOSS PER SHARE
(a) Basic and Diluted Earnings or Loss Per Share ("EPS")
2025 2024
A$ cents A$ cents
Basic EPS 0.04 (0.03)
Diluted EPS 0.04 (0.03)
(b) Profit or Loss Used in Calculating Basic and Diluted EPS
2025 2024
A$ A$
Profit/(Loss) attributable to ordinary shareholders ((1)) 4,990,595 (2,798,511)
((1) ) The convertible notes and their associated interest and
financing costs were not included in the calculation of earnings for the
purposes of diluted EPS for the year ended 30 June 2025 as they were
anti-dilutive. Accordingly, no adjustment was made to the profit attributable
to ordinary shareholders.
(c) Weighted Average Number of Ordinary Shares
2025 2024
Number Number
Issued ordinary shares at 1 July 10,637,791,979 8,417,790,704
Effect of shares issued during the year 1,632,410,959 1,360,221,063
Effect of conversion of convertible notes 75,327,643 36,457,112
Effect of conversion of unsecured short-term loans 359,749,479 -
Effect of shares issued on settlement of fees 100,173,699 -
Effect of exercise of nil-cost options 189,573,859 -
Weighted Average Shares (Basic EPS) 12,995,027,618 9,814,468,879
Dilutive effect of nil-cost options 47,565,049 -
outstanding during the year ((2))
Dilutive effect of other options 40,013,699 -
exercisable below average market price ((2))
Weighted Average Shares (Diluted EPS) 13,082,606,366 9,814,468,879
((2) ) Dilutive instruments include nil-cost options and options
exercisable at less than the average market price during the year. Instruments
are only included if they are dilutive in accordance with AASB 133.
Material Accounting Policy
Basic earnings or loss per share is calculated by dividing the profit or loss
attributable to the owners of Synergia Energy Ltd by the weighted average
number of ordinary shares outstanding during the financial year.
Diluted earnings per share adjusts the basic earnings or loss per share for
the effects of dilutive potential ordinary shares, including interest and
other financing costs associated with such instruments.
CASH AND CASH EQUIVALENTS
2025 2024
A$ A$
Cash at bank and on hand 1,214,948 1,069,782
At year-end, cash and cash equivalents amounting to A$72,555 were reclassified
to assets classified as held for sale in relation to the proposed sale of the
Group's remaining participating interest in the Cambay PSC. This amount is
excluded from the cash and cash equivalents balance presented above but
included in the total cash and cash equivalents in the statement of cash flows
(see below).
Reconciliation of Cash and Cash Equivalents in the Statement of Cash Flows
2025 2024
A$ A$
Cash at bank and on hand (per above) 1,214,948 1,069,782
Cash and cash equivalents included 72,555 -
in assets classified as held for sale
Total Cash and Cash Equivalents 1,287,503 1,069,782
Included in the Statement of Cash Flows
RELATED PARTIES
(a) Identity of Related Parties
The Group's related parties include its:
· subsidiaries - entities controlled by Synergia Energy Ltd;
· joint operations - unincorporated arrangements in which the Group has
joint control, including the Cambay PSC and the Medway Hub CCS project; and
· key management personnel ("KMP") - individuals having authority and
responsibility for planning, directing and controlling the activities of the
Group, directly or indirectly, including all Directors (refer to disclosures
below and the Remuneration Report in the full Annual Report).
(b) Key Management Personnel ("KMP")
The following individuals were considered Key Management Personnel ("KMP") of
the Group at any time during the current and previous financial years. Unless
otherwise indicated, they served as KMP for the entire period:
Non-Executive Directors Position
Joe Salomon Non-Executive Chairman
Peter Schwarz Independent Non-Executive Director and Deputy Chairman
Mark Bolton Non-Executive Director
Paul Haywood Independent Non-Executive Director
Executive Directors Position
Roland Wessel Chief Executive Officer and Executive Director
Andrew Darbyshire ((1)) Chief Financial Officer and Executive Director
Ashish Khare Head of India Assets and Executive Director
Colin Judd ((2)) Chief Financial Officer and Executive Director
((1) ) Mr Darbyshire was appointed as CFO on 4 November 2024 and
Executive Director 4 February 2025.
((2) ) Mr Judd retired as CFO and Executive Director on 4 November
2024.
(c) KMP Compensation and Disclosures
Total compensation recognised for KMP of the Group during the year comprised
the following:
2025 2024
A$ A$
Short-term employee benefits 1,307,283 1,017,766
Other long-term benefits - 6,058
Post-employment benefits 32,693 23,708
Equity compensation benefits 347,579 168,188
1,687,555 1,215,720
Further details regarding individual KMP compensation, equity instruments
granted, and option movements are provided in the "Remuneration Report"
section of the Directors' Report in the full Annual Report. Apart from the
disclosures in this note and the Remuneration Report in the full Annual
Report, no Director has entered into a material contract with the Company
since the end of the previous financial year, and there were no material
contracts involving Directors' interests existing at year end.
(d) Amounts Payable to KMP
At 30 June 2025, total amounts owing from the Group to Directors were
A$167,912 (2024: A$235,748). These balances primarily relate to unpaid or
deferred director fees and accrued remuneration, none of which are
interest-bearing or secured. Further details, including individual balances
and breakdowns by director, are provided in the Remuneration Report section of
the Directors' Report in the full Annual Report.
SUBSEQUENT EVENTS
On 4 July 2025, the Company entered into a Heads of Terms with Selan for the
proposed sale of its remaining 50% participating interest in the Cambay PSC.
The proposed consideration totals US$14 million (net of GST and withholding
tax), payable in three tranches. Following execution, Selan remitted an
initial payment of US$0.5 million (net of GST and withholding tax) in August
2025. The sale remains subject to negotiation and execution of a formal SPA,
which is under discussion at the date of signing of this Annual Report. Under
the Heads of Terms, Selan was granted 180 days of exclusivity to negotiate and
finalise the SPA. Subject to completion and receipt of proceeds, the Board
intends to return a portion of the net proceeds to shareholders, subject to
regulatory and shareholder approvals. All outstanding obligations under the
FIFO Agreement will also be extinguished upon completion of the sale.
Other than the matters disclosed above, no item, transaction or event of a
material and unusual nature has arisen in the interval between the end of the
financial year and the date of signing of this Annual Report that, in the
opinion of the Directors, is likely to significantly affect the operations of
the Group, the results of those operations, or the Group's state of affairs in
future financial periods.
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