CAPRICORN ENERGY PLC ("Capricorn" or "the Company")

Half-Year Report Announcement

Randy Neely, Chief Executive, Capricorn Energy PLC said:

"Capricorn delivered solid operational performance during H1 2025, with the Company on track to achieve the mid-point of our annual production guidance. This performance reflects our ongoing commitment to operational and financial discipline as we pursue long-term value creation for shareholders.

Significant progress has been made towards unlocking value from our Egypt portfolio, having achieved a number of key milestones for increased investment in country. Crucial groundwork has been laid by the Egyptian General Petroleum Corporation's (EGPC's) approval of the amendment and consolidation of eight of the Company's 50% owned concession agreements into a new, single integrated concession agreement, pending Egyptian Parliamentary ratification which is expected later this year. In return for a modernisation payment paid in instalments, improved commercial terms in the new concession agreement support material investment which should unlock significant contingent resources and could increase future production and substantially increase reserves through economic extensions and investment.

We have received regular payments to date against a receivables balance which has remained stable and we anticipate the receipt of at least $90m in H2 2025, based on the most recent guidance from EGPC. We continue to invest in the asset base and we are actively working with EGPC to ensure that collections keep pace with our increasing investments in Egypt.

Operationally, the Company and its partners prioritised fulfilling its outstanding exploration commitments in H1 2025. Having encountered hydrocarbons in all three exploration wells drilled in the North Um Baraka (NUMB), West El Fayoum (WEF) and South East Horus (SEH) concessions, we are pleased to report that the joint venture (JV) elected to test two wells to evaluate commerciality, with results expected in September. With these exploration wells, our financial commitments will be fully met on SEH and WEF, with only ~$750k remaining on NUMB. A fourth rig was contracted in April, and in the second half of the year, we anticipate drilling 15 development wells, all focused on liquids in the Badr El Din (BED) area, to deliver our planned drilling target of 22 development wells during 2025.

We remain focused on growing cash flow through diversification and expanding our operations. Outside of our Egypt portfolio, the active evaluation of M&A opportunities in the UK North Sea and in the MENA region continues against a strict set of commercial and strategic criteria. We are well positioned for growth and look forward to updating the market on our efforts."

H1 2025 Financial and Operational Highlights

Ø Revenue in Egypt of $59m with a realised oil price of $73.6/bbl and gas price of $3/mscf

Ø Increased investment programme bolstered by EGPC's approval to consolidate eight of the Company's existing Egyptian concession agreements into a new, single integrated concession agreement (including improved commercial terms and a refreshed primary development term), as well as an agreed payment plan

Ø Cash collections of $61m in Egypt

Ø Egypt receivables of $172m at 30 June 2025

Ø Operating costs of $5.1 per boe on a working interest (WI) basis

Ø Balance sheet: Group cash of $96m, net cash $32m after debt

Ø Exploration capex of $8m; development and production capex of $19m 

Ø Seven development wells drilled; two Abu Roash G (ARG) targeted wells on the Alam El Shawish West (AESW) concession and five ARG wells in BED. In April, a fourth rig was added to accelerate exploration drilling prior to licence expiry across the exploration concessions

Ø WI production averaged 20,342 boepd, tracking slightly above the mid-point of 2025 guidance of 17,000-21,000 boepd comprising 43% liquids

2025 Outlook  

Ø On track to deliver FY25 production guidance of 17,000-21,000 boepd with year-to-date production averaging 19,994 boepd to 31 August 2025 comprising 42% liquids

Ø Full year forecast net capital expenditure of $75-85m

Ø Operating costs remain within guidance forecast of $5-7 per boe

Ø Egyptian Parliamentary ratification of the integrated concession agreement expected in 2025

Ø Payments expected in H2 2025 of at least $90m based on EGPC's payment plan

Ø Drilling of 15 development wells forecast in second half of 2025, all focused on the BED area, targeting liquids. Work programme is expected to be attributed against the commitments that the Company will be required to fulfil as part of the integrated concession agreement

Ø Continue to actively evaluate opportunities to create shareholder value in the UK North Sea and MENA region

Enquiries to:

Presentation

The results presentation slides will be available on the website from 09:00 BST.

Analyst conference call

You can listen to the results presentation by dialling in to a conference call 5-10 minutes prior to 09:00 BST using the below dial-in-details. Analysts who wish to ask a question should use the conference call facility.

Dial-in Details:

United Kingdom (Local): +44 (0) 33 0551 0200

Access code: Quote "Capricorn" when prompted by the operator.

Analyst and institutional investor webcast

A live webcast of the presentation including Q&A will be held today at 09.00 BST for investors and analysts and will be available via our website at https://www.capricornenergy.com/ or on https://brrmedia.news/CNE_HY25. This will be available for playback after the event.

Retail investor webcast

A live webcast for retail investors will be held today at 12:00 BST. Questions can be submitted pre-event via your Investor Meet Company dashboard up until 09:00 BST, or at any time during the live presentation.

Investors can sign up to Investor Meet Company for free and add to meet Capricorn via: https://www.investormeetcompany.com/capricorn-energy-plc/register-investor.

Corporate overview

In May, EGPC approved new concession agreement terms which, following the conclusion of customary parliamentary ratification expected later this year, will create a catalyst for development activity in lands previously impacted by licence expiry and commercial terms. The new terms will consolidate eight of Capricorn's 50% owned Egyptian concessions into a single integrated concession, with an increased footprint covering field extension opportunities, materially improving the Company's cost recovery, profit share and extending the overall contract life to potentially 2045.

The improvement in terms is a catalyst for the Company, boosting the economics of individual well opportunities, underpinning long term investment across the asset base and adding reserves. Capricorn has been working with our partner and operator, Cheiron, (the Operator) to ensure the sequencing of wells across the four active rigs is consistent with plans to prioritise high value liquids. At current levels of rig activity, exploration activity will also be stimulated by this new concession agreement with the addition of two new exploration areas. Furthermore, the JV partners are evaluating the opportunity for exploration activity across their existing development leases, with the benefit of recently reprocessed seismic data.

New concession terms are also being pursued on AESW; improvement in terms here may also create a similar catalyst for sustained investment and improved value for all partners.

Work programme costs across the existing development concessions in the first half of 2025 were below budget due to changes to operational and project scheduling and cost savings. Correspondingly, we have slightly reduced our total net capex spend forecast to $75-85m. Capricorn will continue to actively manage investment in Egypt against collections and funds available in-country, and exclusive of any outstanding exploration commitments.

Reducing the Group's Egypt receivables position continues to be a key strategic priority. At $172m as of H1 2025, the receivables position has improved over year end 2024. Since 30 June 2025, Capricorn has received $37m of the minimum $90m expected to be collected in H2. At 31 August 2025, overall accounts receivable had reduced to $160m, with further improvement expected by year end.

Egypt operations

Operationally, our ability to sustain and grow production in Egypt remains a key focus. WI production for H1 2025 in the Western Desert averaged approximately 20,342 boepd (43% liquids), tracking slightly above the mid-point of our full year guidance range. We are working closely with the Operator to prioritise production opportunities including restarting high-graded shut-in wells, identifying additional perforation opportunities, and optimising the development well sequence to accommodate new development areas that are expected to only be accessible following ratification of the new concession agreement.

22 development wells are planned for 2025, following legacy exploration commitments (postponed from 2024 and backed by a parent company guarantee) limiting development drilling activity in H1 2025. In the first half of the year, two Abu Roash G (ARG) targeted wells on the Alam El Shawish West (AESW) concession and five ARG wells in BED were completed. A fourth rig commenced operations in April, and, since July, the entire fleet has been allocated to development activity. We forecast the drilling of 15 development wells in H2 2025, all focused on liquids in the BED area, in addition to the seven drilled in H1 2025. Three exploration wells were drilled in the first half of 2025 (one on each of the NUMB, WEF and SEH concessions) and testing operations to establish the commerciality of the wells drilled on NUMB and SEH are ongoing with results expected this month. The work programme is expected to be attributed against the commitments that the Company will be required to fulfil as part of the integrated concession agreement.

In March, Capricorn's reserves auditor, GLJ, carried out preliminary work to assess the expected reserves and resources increment associated with the integrated concession which aligns with the Company's own expectation of an initial conversion of WI resources to 2P reserves of up to approximately 20 mmboe in the current year. Capricorn intends to issue an updated CPR at ratification, in addition to the conventional year end announcement.

UK North Sea contingent payment

Capricorn continues to pursue the recovery of the defaulted payment of $29.5m owed by Waldorf Production UK Plc (Waldorf) following the High Court judgement handed down in August which refused to sanction Waldorf's restructuring plan. As previously disclosed, it is unlikely that Capricorn will receive the full amount owed considering Waldorf's poor financial position, however discussions with Waldorf are ongoing and the Company continues to consider its position on this matter in conjunction with its legal advisers.

Senegal tax assessment

We continue to dispute the two assessments raised by the Senegal tax authorities relating to capital gains tax and registration duties on Capricorn's sale of the Sangomar field to Woodside Energy and continue to work with the purchaser to defend the Group's position. No provision has been made in the financial statements at the half year. Woodside has filed an action with the High Court of Dakar and a request for arbitration with the International Centre for Settlement of Investment Disputes disputing the tax assessment.  

Future outlook

Parliamentary ratification of the new concession agreement is anticipated to take place later this year, with the consolidated concession anticipated to unlock significant contingent resources and lead to increased production and reserves. Following this formality, the Company will provide updated guidance on its ongoing work programme with the potential for incremental development drilling. The Company anticipates current investments made prior to formal ratification will be recognised under the new terms.

Capricorn continues to actively evaluate accretive M&A opportunities in the UK North Sea alongside strategic investment and partnership opportunities in the MENA region, leveraging its position in both geographies to diversify and expand operations and grow cash flow.

Principal risks and uncertainties

Managing the Group's key risks and associated opportunities is essential to Capricorn's long-term success and sustainability. The Group endeavours to deploy capital in such a way that offers an appropriate level of return while ensuring the levels of associated political, commercial, and technical risk remain within the defined risk appetite of the Group.

The Group's risk management framework provides a systematic process for the identification and management of the key risks and opportunities which may affect the delivery of the Group's strategic objectives. Key Performance Indicators are set annually to determine the level of risk the Group is willing to accept in the pursuit of these objectives and form a fundamental component of the Group's risk management framework.

Overall responsibility for the system of risk management and internal control and reviewing the effectiveness of such systems rests with the Board.  Principal risks, as well as progress against key risk projects, are reviewed at each Board meeting, and at least once a year the Board undertakes a dedicated risk workshop to review the Group's principal risks. This integrated approach to risk management has been and continues to be critical to the delivery of our strategic objectives.

Responding to changing risks during 2025

Capricorn has assessed the principal risks and uncertainties at the end of H1 2025. The principal risks are:

·      Increasing EGPC receivables balance

·      Volatile oil and gas prices

·      Underperformance of Egypt assets

·      Failure to meet payment obligations relating to operational activities

·      Significant volume of company equity held by small shareholder group

·      Failure to replace long-term reserves and resources

·      Failure to expand and diversify the production base

·      Crystallisation of an adverse Senegal tax assessment

·      Political and fiscal uncertainties

·      Future challenges and costs as markets transition to net zero

Within the Group's risk assessment framework, emerging risks are considered as part of the identification phase. These are risks that cannot yet be fully assessed, risks that are known but are not likely to have an impact for several years, or risks which are unknown but could have implications for the business moving forward.

Financial Review

Key production statistics

*Excludes reduction in revenue due to expected credit loss charge

(Loss)/Profit for the Period

Egypt Operating Segment Results

In Egypt, total revenue was $59m. $44m was generated on sale of liquids with an average price of $73.6 per bbl on net sales volumes of 602,900 mmbbls. Gas revenue was $15m from volumes of 5,058,800 mscf at the contracted rate of $3/mscf.

Cost of sales in the half-year were $18m. Production costs increased slightly to $5.1 per boe, on working interest production over the six-month period while depletion charges were $38m, at a weighted average rate of $22.3 per boe across the concessions.

Capricorn records other income on additional production that is notionally allocated to the Group to cover tax due on profits from the concessions. This is offset by an equal and opposite tax charge.  In the current period, the value of this income and notional tax gross-up is $8m.

Net finance costs in Egypt of $1m, with loan interest and charges of $5m offset by foreign exchange gains. 

The total tax credit on Egypt operations for the period is $1m, being the tax gross-up charge of $8m offset by deferred tax credits on asset temporary differences of $9m. 

Results from Other Continuing operations

The loss on other continuing operations of $15m predominantly results from administration charges of $10m and net finance costs of $5m including $3m of foreign exchange losses. 

Net cash inflow for the Period

Cash and cash equivalent balances at 30 June 2025 of $96m were offset by borrowings in Egypt of $64m. Cash includes restricted cash balances of $12m which may not be distributed to shareholders. Of this amount, $10m is available for use to fund non-operated concessions in Egypt and debt interest payments. Loan repayments in the period were $36m. At the balance sheet date, and the date of this report, the Company has secured a waiver to events of default that have occurred on the facility to allow payments to continue in line with the scheduled amortisation of the facility.

Cash inflows from operations in Egypt of $35m, can be reconciled to cash flows from operations per the statutory cash flow as follows:

During the six months to 30 June 2025, Capricorn received payments of $61m against outstanding trade receivables, in accordance with the agreed payment plan with EGPC. Closing trade receivables in Egypt were $172m at 30 June 2025, after expected credit loss adjustments.

Balance Sheet

The Group's net asset position at 30 June 2025 is summarised as follows:

Exploration assets

All three exploration wells drilled in H1 2025 in NUMB, WEF and SEH concessions encountered hydrocarbons. At the balance sheet date, work interpreting the results continued with a subsequent decision by the JV in August 2025 not to test the WEF discovery due to sub-commercial volumes. Costs carried at the balance sheet date of $3.9m on the WEF concession shall be expensed in H2 2025.

Development assets and goodwill

At the period end, the carrying value of the Group's producing assets in Egypt was $193m, after additions in the period of $19m.

The Group reviewed its producing assets in Egypt for indicators of impairment, however no indicators were identified, and no impairment tests have therefore been performed at the half-year.

Other assets and liabilities

Other long-term assets represent other property plant and equipment and intangibles. The Group's net deferred tax position at 30 June 2025 fully relates to assets in Egypt.

Statement of Directors' Responsibilities

The directors confirm that these condensed consolidated interim financial statements have been prepared in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting', and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and give a true and fair view of the assets, liabilities, financial position and loss for the period and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

➢ an indication of important events that have occurred during the first six months and their impact on the condensed set of financial statements, and

➢ a description of the principal risks and uncertainties for the remaining six months of the financial year.

There were no material related-party transactions in the first six months and no material changes in the related-party transactions described in the last annual report.

The directors of Capricorn Energy PLC are listed in the Capricorn Energy PLC Annual Report for 31 December 2024. A list of current directors is maintained on the Capricorn Energy PLC website: www.capricornenergy.com.

By order of the Board.

Randy Neely

Chief Executive

17 September 2025

About Capricorn Energy PLC

Capricorn is a cash flow-focused energy producer, with an attractive portfolio of onshore development and production assets in the Western Desert.

For further information, visit www.capricornenergy.com.

Independent review report to Capricorn Energy PLC

Report on the condensed consolidated interim financial statements

Our conclusion

We have reviewed Capricorn Energy PLC's condensed consolidated interim financial statements (the "interim financial statements") in the Financial Statements of Capricorn Energy PLC for the 6 month period ended 30 June 2025 (the "period").

Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

The interim financial statements comprise:

·      the Group Balance Sheet as at 30 June 2025;

·      the Group Income Statement and Group Statement of Comprehensive Income for the period then ended;

·      the Group Statement of Cash Flows for the period then ended;

·      the Group Statement of Changes in Equity for the period then ended; and

·      the explanatory notes to the interim financial statements.

The interim financial statements included in the Financial Statements of Capricorn Energy PLC have been prepared in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

Basis for conclusion

We conducted our review in accordance with International Standard on Review Engagements (UK) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Financial Reporting Council for use in the United Kingdom ("ISRE (UK) 2410"). A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.

A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

We have read the other information contained in the Financial Statements and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.

Conclusions relating to going concern

Based on our review procedures, which are less extensive than those performed in an audit as described in the Basis for conclusion section of this report, nothing has come to our attention to suggest that the directors have inappropriately adopted the going concern basis of accounting or that the directors have identified material uncertainties relating to going concern that are not appropriately disclosed. This conclusion is based on the review procedures performed in accordance with ISRE (UK) 2410. However, future events or conditions may cause the group to cease to continue as a going concern.

Responsibilities for the interim financial statements and the review

Our responsibilities and those of the directors

The Financial Statements, including the interim financial statements, is the responsibility of, and has been approved by the directors. The directors are responsible for preparing the Financial Statements in accordance with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority. In preparing the Financial Statements, including the interim financial statements, the directors are responsible for assessing the group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or to cease operations, or have no realistic alternative but to do so.

Our responsibility is to express a conclusion on the interim financial statements in the Financial Statements based on our review. Our conclusion, including our Conclusions relating to going concern, is based on procedures that are less extensive than audit procedures, as described in the Basis for conclusion paragraph of this report. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

PricewaterhouseCoopers LLP

Chartered Accountants

Edinburgh

17 September 2025