28 June 2022

Petrel Resources plc

("Petrel" or "the Company")

Audited Results for the Year Ended 31^st December 2021

Petrel announces its results for the year ended 31^st December 2021.

A copy of the Company's Annual Report and Accounts for 2021 will be mailed shortly only to those shareholders who have elected to receive it and extracts are set out in the announcement below. Otherwise shareholders will be notified that the Annual Report will be available on the website at www.petrelresources.com.  Copies of the Annual Report will also be available for collection from the Company's registered office, 162 Clontarf Road, Dublin 3, Ireland.

The Company's Annual General Meeting will be held on 5 August 2022 in the Hotel Riu Plaza The Gresham, 23 O'Connell Street Upper, Dublin 1, D01 C3W7 at 12.00 pm.

ENDS

For further information please visit http://www.petrelresources.com/  or contact:

Enquiries:

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). The person who arranged for the release of this announcement on behalf of the Company was Jim Finn, Director.

Chairman's Statement

Highlights

● Petrel directors agreed to personally purchase a disputed circa 20% shareholding - this over-hang had confused partners and constrained Petrel's ability to grow.

● Petrel's Iraqi business is being re-galvanised, with data bases being updated, and updated proposals submitted to the incoming administration.

● Ratification plan agreed-in-principle with Ghanaian authorities - though ideally needs recovery of the farm-out market, to fund an early well.

●  Additional projects being considered to serve surging commodity demand.

Introduction, Sector Overview and Market Conditions

This is a time of exceptional opportunity in the gas and oil industries, as well as in critical minerals essential for any green or cleaner energy transition.  There has been a near investors' strike in oil & gas exploration since 2014, with only limited appraisal drilling.  Meanwhile, demand is bouncing back as the world recovers from the C-19 pandemic.  The result is a supply/demand imbalance, which - together with geopolitical uncertainties - drives commodity prices up.  The commodity business cycle operates under its own rules of karma: the longer, and deeper the downturn, the more vigorous and long-lasting the recovery will be - and vice versa, as shown by how the 2003 through 2008 boom led to a lengthy depression till 2021.  We aim to fully benefit from this boom, as shareholders could from the last.

Despite media and official petro-phobia since 2008, oil remains 32% of the global primary energy mix (measured in exajoules) - albeit down from 40% in 2000.  Oil-fired power generation is almost gone, but petrochemicals are growing.  Natural gas continues to grow strongly, to 24% - while even taboo coal remains 27% of global primary energy.  In no sense, therefore is the oil age ending.

Despite fast growth - especially in liquified natural gas ("LNG") - international gas prices have soared since late 2021 - especially in Europe and Asia. This is partly due to geopolitical issues, though an underlying concern is the tightening supply/demand balance. Under-investment in new gas developments since 2014 - exacerbated by the C-19 pandemic - have left key markets under-supplied as gas demand recovers.

Pressure to diversify away from Russian gas (both piped and LNG) can only be addressed in the short-term by increasing European LNG imports. 

Pipelines from North Africa are subject to their own political uncertainty (as seen by the shutting of the Algeria-Morocco-Spain pipeline since September 2021 because of a colonial era territorial dispute). 

Many European countries have outlawed fracking and even conventional offshore gas exploration.  Even if these policies are reversed (which is still uncertain), it will take time to re-build confidence among Independent Oil Companies and National Oil Companies which invested so heavily in European seismic and drilling, etc. in recent decades - only to have their ability to monetise their investment by successful developments unilaterally sabotaged by the State.  Once bitten, they will be twice shy.

Despite much wishful thinking, additional hydro and geothermal potential in Europe is quite limited, while investment in intermittent renewables generation requires back-up from reliable generators, of which gas-fired turbines are the most flexible and efficient.

However, while LNG supplies to Asia have grown by a CAGR of 8%, there has been LNG under-investment since 2015, exacerbating supply issues - especially in cold winters, as Asian generator struggle to displace dirty bituminous coal with clean gas.

This supply constraint is particularly tight in Australia's North-West Shelf, where several expanding LNG export facilities urgently need new gas reserves.

LNG is now over half of global traded gas sales, and a third of European consumption - which will grow as buyers seek to diversify from dependence on Russian gas.

Meanwhile the Asian market (70% of global LNG deliveries) is also surging with economic recovery post C-19.

The OPEC+Russia deal has stabilised the oil industry

Despite a hostile environment towards oil, demand recovered (from the 2019 Sino-American trade war, and demand shock of Covid-19) during 2021 - despite new virus variants, resulting in periodic lock-downs.  High oil & gas prices in early 2022 led to some loss of demand, though you could equally remark on how price-insensitive demand now seems to be - in both developing as well as developed markets.

The petrochemical industries' success in surging supply (after brief 2020 shortages) of 'PPE' (Personal Protective Equipment), and later Plexiglass, illustrate society's ongoing dependence on petrochemicals, and their petroleum feedstock.  There is no technically and commercially feasible alternative to sterile packaging for medicines, syringes, drips, PPE and Plexiglass. 

Operations

Iraq

Our main focus in the period under review was on re-energising our Iraqi business.  This required resolving an outstanding issue of circa 20% disputed shareholdings. This has been complicated to untangle due to an apparent breach of a 2019 lock-in agreement, by wrongful pledging of these shares, and resulting legal actions.

Though Petrel acted properly throughout, as was confirmed by the High Court with the award of an open-ended injunction, life must go on.  Counter-parties want certainty of whom they are dealing with, while expansion plans require higher activity and funding.  By end-May 2022, the complicated issue seems finally resolved, so Petrel can resume growth.  Market endorsement of this deal is shown by a higher share price and much greater trading volume since April 2022 - despite inflation and geopolitical concerns.

Other constraints on early progress had been the C-19 pandemic - which had impacted business travel and some Middle Eastern populations severely - and lengthy Iraqi Government formation negotiations following end 2021 elections.  As of May 2022, the C-19 threat diminishing, while Iraqi government formation talks near completion.

Accordingly, Petrel is strengthening its Iraqi team, updating its legacy data-base in the light of advances in geology and geophysics, as well as surging commodity prices.  These have de-risked many projects - after the bleak depression of 2014 through 2021, and opened many opportunities.

Our Iraqi Director, Riadh Ani has maintained strong relationships with Ministry of Oil officials.  Petrel has monitored the evolving contracts, and opportunities, even during the darkest hours of sanctions, invasion, conflict, and Covid-19. 

Riadh Ani, is highly regarded as the son of one of the most successful drillers in history: his father Mahmoud Ahmed had run Iraq's North Oil Company, and also the State Iraqi Drilling Company, and in a decades' long drilling career encountered oil & gas in over 1,000 wells.  Only about 12 wells were duds - a record of exploration and appraisal drilling that is unlikely to be bettered.  This stellar career highlights Iraq's unique petroleum geology - even compared to neighbouring oil exporters. 

Prevailing circumstances obliged Petrel to temporarily dis-engage from on-the-ground Iraqi operations in 2010.  We had seen the erosion of central government control in the areas of most interest, and high levels of governance were proving more challenging to guarantee.  The then available Service Contracts imposed strict legal duties over outcomes that were not then under operators' realistic control.  As a result, some of the international majors have wearied of Service Contracts that capped their upside and have sought to improve terms - with some success, since the oil price falls of 2014, and especially 2020.  Others, like Exxon, have indicated a preference to divest.

Our Iraqi colleagues in the Ministry of Oil remained committed, diligent and supportive, but the political authorities were then insufficiently supportive of small business.  That neglect is finally changing following the oil price crash and forced output cuts of 2020.  Now licensing terms are being reviewed, and we expect more economically attractive terms necessary to return Iraqi output to the pre-C-19 4.7mmbod, and eventually to rival Saudi Arabia and Russia.

Iraqi fiscal terms have long held development back.  Politicians and even technicians focus on Iraq's excellent geology, without understanding the equal importance of logistics and finance.  Investors like profits and prefer more to less.  They dislike risk, and prefer less to more.  In practice, investors trade risk off against return.  Iraq has low geological risk, but there are operational, logistical, and OPEC quota uncertainties.  An additional headache is the oil industry's cyclical nature, with price volatility due to the interaction of low marginal costs of production and high marginal value in some applications.

The contractual terms available must reflect these objective facts if Iraq is to fully realise its potential.

Iraq has generally honoured the May 2020 OPEC+ output cuts, with a promised aggressive 1.07mmbod cut (out of a March 2020 base-line of 4.65mmbod).  However, these aggressive cuts are specifically designed, as an emergency response to the sharp demand fall which began in 1^st quarter 2020, was at its sharpest in the 2^nd quarter 2020, and is now steadily recovering through end 2021.  The C-19 demand shock is now over, and pressure is on to deliver additional supplies.  Yet output seems stuck at c.4.4mmcfd, with minimal gas (so that Iraq imports gas from Iran - despite discovered gas fields like Siba, Akkaz and flared gas at producing oil-fields).

While impressive in the circumstances, recent output levels are only about half Iraq's geological long-term oil production potential.  It takes about 5 years to bring Iraqi discoveries on-stream, so new exploration and development are needed now.

As the lowest cost producer, Iraq is now well positioned to exploit this historic opportunity.  Petrel has the experience, contacts and Board commitment to help drive forward the next phase of Iraqi oil development.

In discussions shortly before the Covid-19 pandemic, the authorities suggested that Petrel initially target "exploration of blocks in the western desert of Iraq, and present past studies done on the Merjan-Kifl-West Kifl discoveries, and Petrel's work on the Mesozoic and Paleozoic plays in the Western Desert".  Larger companies have also conducted workshops regarding exploration of Gas Blocks in the western desert of Iraq, but locals tell us that some have experienced hostility from local communities since 2014, due to their nationality and hiring of foreign mercenaries.  By contrast, where skills are available, Petrel favours local workers and suppliers.  Petrel has also invested heavily in the training and development of its Iraqi staff and Ministry officials we have partnered with.  Despite periodic issues with politicians, Iraqis value longstanding relationships and independence from foreign players.  They want partners, not bosses.

Ghana

Juniors require partners to efficiently provide technology and capital.  Unfortunately the farm-out market cooled after 2008, and almost vanished from late 2014.  The drought was as lengthy and intense as the prior noughties boom in commodities.  Finally, from late 2021, the commodity markets sharply recovered due to post-C-19 demand surges, and a dawning realisation that there has been under-investment in exploration, appraisal and development since 2010.  The under-investment was exacerbated by outmoded fiscal terms that failed to align partner interests and resulted in excessive reliance on slow-moving majors and National Oil Companies (NOCs).  Having stressed our industry for years, the business cycle is now turning in our favour.  Many still under-estimate the critical role that petroleum will play in developing the world this century, but that is part of why there are business cycles.

Accordingly, we are again pressing Ghanaian authorities to complete the ratification of the signed Petroleum Agreement on offshore Tano 2A Block.  Petrel is again ready to deliver on its demanding work programme - as shown by our sister company's participation in a similar 2022 well off Australia's north-west shelf, targeting similar plays in similar aged rocks in comparable water depths.

Therefore, Petrel Resources plc continues to progress its interests in Iraq, and Ghana, maintaining cordial relations with the relevant authorities in both countries, while continuing to operate efficiently on minimal expenditure. 

Additional projects

We reluctantly dropped our offshore Ireland interests due to the withdrawal of government support for new oil and gas exploration, and development.  This despite the attractive economics of gas & oil plays identified - resulting from record gas prices and geopolitical fears about the continued reliable supply of Russian and North African gas.  These issues were communicated by Petrel via the media and directly to decision-makers from 2011 to date, and may finally be getting some traction - though Petrel will need reassurance by such policy errors will not recur before returning to work in the European offshore.

David Horgan

Chairman

27 June 2022

PETREL RESOURCES PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2021

PETREL RESOURCES PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2021

PETREL RESOURCES PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2021

Share premium

Share premium reserve comprises of a premium arising on the issue of shares. Share issue expenses are expensed through the Statement of Comprehensive Income when incurred.

Capital redemption reserve

The Capital redemption reserve reflects nominal value of shares cancelled by the Company.

Capital conversion reserve fund

The ordinary shares of the company were renominalised from €0.0126774 each to €0.0125 each in 2001 and the amount by which the issued share capital of the company was reduced was transferred to the capital conversion reserve fund.

Share based payment reserve

The share based payment reserve arises on the grant of share options under the share option plan.

Translation Reserve

The translation reserve arises from the translation of foreign operations. A transfer from the translation reserve to retained deficit occurred during the prior during the prior year related to a balance on reserves linked to assets no longer held by the group.

Retained deficit

Retained deficit comprises of losses incurred in the current and prior years.

PETREL RESOURCES PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2021

NOTES:

1.    ACCOUNTING POLICIES

There were no changes in accounting policies from those used to prepare the Group's Annual Report for financial year ended 31 December 2020.  The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and in accordance with the provisions of the Companies Act 2014.

2.    LOSS PER SHARE

(i)        Loss per share

Basic loss per share is computed by dividing the loss after taxation for the year attributable to ordinary shareholders by the weighted average number of ordinary shares in issue and ranking for dividend during the year. Diluted loss per share is computed by dividing the loss after taxation for the year by the weighted average number of ordinary shares in issue, adjusted for the effect of all dilutive potential ordinary shares that were outstanding during the year.

The following tables set out the computation for basic and diluted earnings per share (EPS):

(ii)       Reconciliation of earnings used in calculating earnings per share

3.    GOING CONCERN

The Group incurred a loss for the financial year of €322,077 (2020: loss of €450,685) and had net current liabilities of €664,924 (2020: €341,647) at the balance sheet date. These conditions as well as those noted below, represent a material uncertainty that may cast significant doubt on the Group and Company's ability to continue as a going concern.

Included in current liabilities is an amount of €767,531 (2020: €677,531) owed to key management personnel in respect of remuneration due at the balance sheet date. Key management have confirmed that they will not seek settlement of these amounts in cash for a period of at least one year after the date of approval of the financial statements or until the Group has generated sufficient funds from its operations after paying its third party creditors.

The Group and Company had a cash balance of €101,843 (2020: €333,900) at the balance sheet date. The directors have prepared cashflow projections for a period of at least twelve months from the date of approval of these financial statements which indicate that additional finance may be required to fund working capital requirements and develop existing projects. As the Group is not revenue or cash generating it relies on raising capital from the public market.

These conditions as well as those noted below, represent a material uncertainty that may cast significant doubt on the Group and Company's ability to continue as a going concern.

As in previous years the Directors have given careful consideration to the appropriateness of the going concern basis in the preparation of the financial statements and believe the going concern basis is appropriate for these financial statements. The financial statements do not include the adjustments that would result if the Group and Company were unable to continue as a going concern.

4.    INTANGIBLE ASSETS

Exploration and evaluation assets relate to expenditure incurred in exploration in Ghana. The directors are aware that by its nature there is an inherent uncertainty in Exploration and evaluation assets and therefore inherent uncertainty in relation to the carrying value of capitalized exploration and evaluation assets.

During 2018 the Group resolved the outstanding issues with the Ghana National Petroleum Company (GNPC) regarding a contract for the development of the Tano 2A Block. The Group has signed a Petroleum Agreement in relation to the block and this agreement awaits ratification by the Ghanian government.

Relating to the remaining exploration and evaluation assets at the financial year end, the directors believe there were no facts or circumstances indicating that the carrying value of the intangible assets may exceed their recoverable amount and thus no impairment review was deemed necessary by the directors. The realisation of these intangible assets is dependent on the successful discovery and development of economic reserves and is subject to a number of significant potential risks, as set out below:

·    licence obligations;

·    exchange rate risks;

·    uncertainty over development and operational costs;

·    political and legal risks, including arrangements with Governments for licences, profit sharing and taxation;

·    foreign investment risks including increases in taxes, royalties and renegotiation of contracts;

·    financial risk management; and

·    ability to raise finance.

Directors' remuneration of €Nil (2020: €Nil) and salaries of €Nil (2020: €Nil) were capitalised as exploration and evaluation expenditure during the financial year.

5.    OTHER PAYABLES

It is the Group's normal practice to agree terms of transactions, including payment terms, with suppliers. It is the Group's policy that payments are made between 30 - 45 days and suppliers are required to perform in accordance with the agreed terms. The Group has financial risk management policies in place to ensure that all payables are paid within the credit timeframe.

Key management personnel have confirmed that they will not seek settlement in cash of the amounts due to them in relation to remuneration for a period of at least one year after the date of approval of the financial statements or until the Group has generated sufficient funds from its operations after paying its third party creditors.

6.    SHARE CAPITAL

7.    POST BALANCE SHEET EVENTS

There were no material post balance sheet events affecting the Company or Group.

8.    ANNUAL GENERAL MEETING

The Company's Annual General Meeting will be held on 5 August 2022 in the Hotel Riu Plaza The Gresham, 23 O'Connell Street Upper, Dublin 1, D01 C3W7 at 12.00 pm.

9.    GENERAL INFORMATION

The financial information set out above does not constitute the Company's financial statements for the year ended 31 December 2021. The auditors have reported on 2021 financial statements; their report was unqualified. The financial statements for 2021 will be delivered to the Companies Registration Office.

 The financial information for 2020 is derived from the financial statements for 2020 which have been delivered to the Companies Registration Office.  The auditors have reported on 2020 statements; their report was unqualified with an emphasis of matter in respect of considering the adequacy of the disclosures made in the financial statements concerning the valuation of intangible assets, investment in subsidiaries and amounts due by group undertakings.

A copy of the Company's Annual Report and Accounts for 2021 will be mailed shortly only to those shareholders who have elected to receive it. Otherwise shareholders will be notified that the Annual Report will be available on the website at www.petrelresources.com.  Copies of the Annual Report will also be available for collection from the Company's registered office, 162 Clontarf Road, Dublin 3, Ireland.