The Company's Annual Report and Financial Statements for 2025, extracts from which are set out below, together with the Annual General Meeting Notice, will be published and sent out to the Company's shareholders shortly and will be available on the Company's website at www.corcelplc.com.
The Annual General Meeting will be held at 10:00 am on Wednesday 28 January 2026 at The Wigmore Room, 33 Cavendish Square, London W1G 0PW.
Chairman's statement
Dear Shareholders,
This has been a defining year for Corcel, one in which the Company moved from strategic repositioning into a well laid out growth plan and disciplined execution. As a Board, our responsibility has been to ensure that this transformation is built on sound governance and effective oversight, and with a senior leadership team fully aligned with long-term value creation. I am pleased to report that we have made substantial progress on all fronts.
Strengthening governance for a company in acceleration
Over the course of the year, we oversaw a number of important enhancements to Corcel's governance framework. These changes were designed to match the Company's growing operational footprint, the scale of its ambitions, and the increasing expectations of our stakeholders.
We strengthened the Board with a refreshed mix of technical, commercial and financial expertise, ensuring robust challenge, independent oversight and strategic clarity as Corcel expanded its activities across Angola and Brazil. The appointment of Richard Lane as Chief Operating Officer, alongside the evolution of the executive team under Scott and Geraldine's leadership, has significantly deepened our operational capability while maintaining accountability at every level of the organisation.
Importantly, we have also seen meaningful personal investment from members of the Board and management. This alignment of interests is a cornerstone of sound governance and reflects our collective confidence in Corcel's strategy and future.
Board oversight through a period of strategic momentum
The Company delivered exceptional progress this year - from consolidating its position in KON-16 to advancing technical programmes and creating optionality for near-term production. The Board has worked closely with management to ensure that these achievements were underpinned by disciplined capital allocation, thoughtful risk management and a clear strategic rationale.
Several of the year's most notable developments, including the KON-16 equity interest consolidation, the strategic alliance with Sintana, and the strengthening of the Company's financial position, reflect the disciplined, shareholder-focused approach we will continue to pursue.
A more resilient, well-capitalised and strategically focused Corcel
Corcel ends the year as a fundamentally stronger business:
· a focused portfolio aligned to high-value oil and gas opportunities;
· a significantly enhanced balance sheet;
· a broadened institutional investor base; and
· a leadership team built to execute with speed and discipline.
These foundations have been developed through deliberate strategic oversight and a commitment to maintaining the highest standards of governance as the Company accelerates its operational activities.
Looking ahead: disciplined oversight as Corcel enters its most active phase
The year ahead will be transformational, with seismic acquisition at KON-16, preparations for drilling in 2026, renewed activity across KON-11 and KON-12, and further expansion opportunities internationally. The Board's focus will remain on:
· safeguarding capital discipline;
· ensuring operational excellence and risk management;
· supporting management as Corcel scales; and
· maintaining transparent, constructive engagement with shareholders and regulators.
Corcel is entering a period of significant opportunity, and equally significant responsibility. The Board is fully committed to ensuring that the Company's growth is delivered responsibly, strategically, and with long-term shareholder value at its core.
I would like to thank my fellow Board members, our executive team, our partners in, and most importantly, our shareholders for their confidence and support during this transformative year. Corcel's momentum is real, its foundations are strong, and its trajectory is upward.
We look forward to overseeing and enabling the next stage of Corcel's growth.
CEO's Statement
Dear Shareholders,
A year of strategic transformation and acceleration
The past twelve months have marked a profound turning point for Corcel. We entered the period as a company repositioning itself around Angola and Brazil. We closed the year, and have progressed further still post-period, as a rapidly emerging high-impact exploration company with a sharply strengthened balance sheet and a commanding operated position in one of the most prospective parts of the onshore Kwanza Basin.
Our strategy from the outset was clear: secure high-impact acreage, build optionality across exploration and near-term production, and use commercial creativity to scale without destructive dilution.
Over the last twelve months we delivered exactly that. Through disciplined portfolio management, accelerated execution, strategic partnerships, and improved governance, Corcel has transformed into a well-capitalised, opportunity-rich, multi-jurisdiction energy company capable of delivering material value creation.
Rebuilding the company and restoring momentum
When we began the turnaround in mid-2024, we were at the beginning of a rebuild. We made changes to governance, board composition, commercial discipline, and operational focus. We shifted the organisation toward execution, speed and
strategic clarity.
Since then, Corcel has:
· Increased its net interest in KON-16 from 31.5% to 71.5% (subject to regulatory approval), achieving both early strategic consolidation and early monetisation.
· Designed, permitted, financed, and prepared for execution a very sound exploration program in the Kwanza Basin.
· Secured high-calibre institutional investors from across Asia, North America, South America, Europe and Africa, reflecting broad international confidence in Corcel's strategy and execution.
· Executed value accretive transactions, including the strategic alliance with Sintana Energy, crystallising early value and conditionally securing $2.5m in development funding, as well as the incremental increases in interest in KON-16 .
· Attracted a strong technical team, from management to field operations with experience that is directly relevant to our core geographies.
· Improved market confidence, reflected in over 180% increase in share price and an almost tenfold increase in market capitalisation since the start of the period to date.
This momentum reflects a fundamental shift: Corcel is no longer a junior explorer attempting repositioning, it is now an ambitious, financially strengthened, technically capable and operationally active E&P company with a clear route to material value creation.
Angola: Building a dominant onshore position in the Kwanza Basin
The progress made in Angola this year has been transformational. We are now one of the largest interest holders and operators in the onshore Kwanza Basin, a basin with large pre-salt potential, significant post-salt opportunities, and an emerging competitive landscape where first-mover advantage is decisive.
KON-16: From early entry to basin-defining control
· Started the period with a 31.5% net interest.
· Increased net interest to 49.5% at no cost in September 2024.
· Acquired a further 27% net interest in May 2025 for a modest outlay.
· onditionally monetised a 5% net interest for $2.5m, validating asset value.
· Resulting current net position: 71.5%, with 80% operated control through Atlas Petroleum Exploration Limited (APEX).
This working interest consolidation positions Corcel at the centre of one of Africa's most prospective onshore exploration basins.
Technical progress: foundation for drilling in 2026
Since the beginning of the period under review (including post-period) we:
· Completed a 100% coverage Enhanced Full Tensor Gradiometry (eFTG) survey.
· Reprocessed legacy 2D seismic.
· High-graded multiple pre-salt and post-salt exploration leads.
· Were awarded and advanced the Environmental Impact Assessment (completed and approved post period).
· Designed a targeted 2D seismic acquisition program of 326 line-km for 2025.
· Signed the seismic acquisition contract with BGP following a competitive tender.
· Secured all permits required for both seismic acquisition and exploration drilling.
These technical steps, combined with the increased working interest and strategic funding, move Corcel decisively towards drilling an exploration well in KON-16 in 2026, targeting large-scale post-salt and pre-salt structures.
This is potentially basin-reshaping exploration, and Corcel is leading it.
KON-11 and KON-12: Reactivating historic potential
The Tobias and Galinda fields, within KON-11 and KON-12 respectively, are important near-term opportunities:
· Workover and intervention operations in Tobias-13 and Tobias-14 recommenced in January 2025.
· Engineering and production restoration plans are advancing.
· These brownfield assets have the potential to create nearer-term cashflow and complement the broader exploration and production strategy.
We view KON-11 and KON-12 as synergistic with KON-16 as an integrated acreage package across the heart of the Kwanza Basin with both near-term production and material exploration upside. Work is ongoing to unlock the exploration upside in KON 11 and KON 12. We completed a 100% coverage Enhanced Full Tensor Gradiometry (eFTG) survey in KON 12 and 41% coverage in KON 11, setting the two assets up for possible 2D seismic campaigns in 2026.
Brazil: Rapid expansion into profitable onshore gas
Our Brazil strategy is simple: build a non-dilutive, production-backed portfolio that complements our high-impact exploration in Angola.
In November 2024, we secured an option to acquire 20% of the IRAI Field and ROFR rights over the remaining 80% and the adjacent TUC-T-172 exploration block. While the option period has now expired, the opportunity demonstrated the core of our strategy: low-risk, high-margin, short-cycle investments that strengthen the business while we pursue high-impact exploration.
During the option period:
· Workovers commenced (February 2025).
· EI-1 delivered a stable gross production rate of 20,000 m³/day (120 BOEPD).
We continue to evaluate similar opportunities in Brazil's onshore gas sector.
Strengthening our balance sheet and shareholder base
Throughout the period and since the year-end, Corcel has secured multiple rounds of funding, each anchored by sophisticated, globally diversified private and institutional investors who recognise the scale of the opportunity we are building. Every raise was executed with discipline - always very close to market price, often at a premium, and never below prior levels. Corcel enters 2026 with a significantly strengthened cash position, providing meaningful strategic flexibility as we progress negotiations on potential producing asset acquisitions and evaluate farm-down options in KON-16.
Corcel is fully funded for its entire 326 line km KON-16 seismic program and core operational and business development activities through 2026.
People, governance, and leadership renewal
This year saw a renewal across our leadership and governance framework:
· Appointment of Pradeep Kabra as Chairman, bringing 35+ years of global E&P leadership.
· Appointment of Richard Lane as COO, adding deep operational and subsurface expertise in Angola and Brazil.
· Strengthened independent oversight through our Audit and ESG committees.
· Executive team alignment evidenced by significant personal share purchases by Directors.
Our team today blends commercial agility, technical depth, and capital markets capability - essential to executing the next phase of growth.
Financial Review
The financial year ending 30 June 2025 marked a period of decisive transition as the Group completed its repositioning into a focused oil and gas business. Strengthening financial resilience while expanding our operational footprint remained a core priority.
During the year, Corcel completed two key equity fundraises aligned with its strategic objectives. In September 2024, the Company raised £1.22 million at £0.001 per share, supporting continued technical work in the Kwanza Basin and early-stage evaluation activities in Brazil. A subsequent placing in February 2025 raised £2.72 at £0.0016 per share, enabling preparations for the KON-16 2D seismic programme and further progression of the Angolan and Brazilian initiatives. As a result, cash balances at 30 June 2025 increased to £0.51 million (2024: £0.26 million).
For the financial year, the Group recorded a loss of £7.02 million (2024: £3.04 million), reflecting the rapid scale-up of oil and gas activities, expansion of the technical, operational and corporate teams, and the write-down of legacy non-core assets, including assets held for sale. Administrative expenses rose modestly to £3.12 million (2024: £2.57 million), in line with the Company's growth, while project expenses remained stable at £0.12 million (2024: £0.14 million) due to disciplined capital deployment and the capitalisation of most technical work in Angola.
As part of the rationalisation of its legacy portfolio, the Group recognised a £0.179 million impairment on the Mt Weld project in Australia. Finance costs decreased to £0.11 million (2024: £0.13 million). Discontinued operations, relating solely to the Mambare Nickel joint venture, resulted in a £3.20 million loss (2024: £0.03 million), driven by the impairment of the asset following disputes with the joint venture partner and confirmation that the underlying exploration licence had not been renewed.
Despite these non-cash charges, the Group closed the year with a significantly reinforced capital position, a streamlined portfolio focused exclusively on oil and gas, and the financial strength required to drive forward its core strategy.
Following the period end, Corcel's financial position improved substantially. A July 2025 placing added £1.1 million, the accelerated exercise of outstanding warrants contributed a further £3.85 million, and an additional £3 million was raised in December 2025 at £0.0035 per share. Taken together, these inflows provide the Company with ample liquidity and full funding for planned technical work in Angola and continued execution of the international growth strategy.
The year ahead: Executing the value step-change
Corcel now stands at the beginning of its most active operational period in its recent history.
Our priorities for the coming year are clear:
1. Complete the KON-16 seismic program: delivering a fully matured prospect inventory.
2. Prepare for the first exploration well in KON-16 in 2026: a potentially basin-defining event.
3. Advance KON-11 and KON-12 operations: restoring operations and enhancing asset value.
4. Advancing our production ambitions, evaluation and moving towards potential acquisitions.
5. Deliver disciplined capital allocation: preserving financial strength while capturing growth.
6. Build a regional operational leadership position across the onshore Kwanza Baisn.
We are moving from strategy to execution from a position of financial strength and technical readiness.
When we began this transformation, our ambition was bold: to build a leading energy company in sub-Saharan Africa and Latin America, driven by strategic and commercial prowess, technical excellence, disciplined capital management, and with a portfolio capable of delivering step-change value. Today, that ambition is no longer conceptual, it is underway.
On behalf of the Board and management team, I extend my sincere appreciation to our shareholders, our partners in Angola and Brazil, our employees, the governments and regulators in the countries in which we operate, and - very importantly - the communities in which we operate. Your support and collaboration are integral to Corcel's success.
Scott Gilbert, Chief Executive Officer
Results and Dividends
The Group made a loss after taxation of £6.78 million (2024: loss of £3.03 million) with the increase on the prior year driven largely by the impairment of the assets held for sale. The Directors do not recommend the payment of a dividend (2024: nil).