Strategic Report

Chairman's letter

2025 was a year of significant progress and strategic transformation for Reabold. Our focus remained on developing European gas assets to secure gas supply and energy security by unlocking potential sources of near-term domestic gas supply, at a time when the continent has continued to be exposed to potentially significant gas supply disruptions.  We achieved several key milestones across our portfolio, particularly at our two core gas assets, West Newton in the UK and Colle Santo in Italy. Both projects are highly material assets with the potential to deliver substantial benefits for European energy security.

A key achievement was at West Newton where we increased our interest in Rathlin to 79.8%, resulting in an increased overall economic interest of 69.9% in the licence (PEDL 183). This increased economic interest underscores our commitment to the development of what is the largest undeveloped onshore gas field in the UK. In March 2025, we were delighted to announce the appointment of Mr. Paul Harris, former CEO and COO at UK operator NEO Energy, as an independent non-executive director of the Board of Rathlin, bringing 35 years' experience in progressing UK hydrocarbon projects. His expertise will be invaluable as we advance West Newton towards the next phase of development.

In parallel, we continued to explore opportunities to maximise the value of the West Newton asset. In this regard we announced the potential for early monetisation through the use of gas produced from the existing wells to generate on-site electricity and power for crypto mining activities. Rathlin entered into a non-binding LOI with 360 Energy, Inc. to scope and design a potential Bitcoin mining solution at the project, subject to regulatory and third-party approvals, as a precursor to the full development of the field. In addition to this initiative, we launched KryptoByte Ltd, a wholly owned subsidiary aimed at transforming stranded natural gas, into power for Bitcoin mining and potentially data centres. This positions Reabold at the forefront of the energy-to-digital infrastructure space in the UK, with the potential to leverage our assets to create new revenue streams in what is believed to be a key growth area of the economy in the coming years, demonstrating our ability to explore innovative ways to maximise asset value for our shareholders.

Our investment in LNEnergy also delivered important progress during the year. We increased our shareholding from 29.2% to 47.6% in a year of significant regulatory progress for the Colle Santo gas project in Italy. The project achieved a major milestone with the Independent Environmental Impact Assessment ("EIA") Commission of the Italian Ministry for the Environment and Energy Security issuing a positive opinion on the Small-Scale LNG development plan. This brings the project closer towards the award of a Natural Gas Production Concession.

We signed a sale and purchase agreement with Beacon In October 2025, and  successfully crystallised value from the Colle Santo project in March 2026, selling our total interest in LNE to Beacon for a €16 million earn out mechanism and 29% of the enlarged capital of Beacon, achieving for shareholders a significant uplift in value from initial investment and ensuring that they will continue to benefit from the attractive cash flow generated from the project, whilst protecting them from any further funding requirement.

The momentum achieved across our portfolio during 2025 has continued into the current year. We strengthened our financial position through a successful £4.2 million equity raise, which will support the next phase of work at West Newton, including the funding of the recompletion of the A-2 well, expected to take place later this year.

The importance of Reabold's aims to contribute to Europe's energy security by unlocking potential sources of near-term domestic energy supply is particularly significant at a time when Europe is exposed to energy supply disruptions. As we look to 2026 and beyond, Reabold is well-positioned to deliver on these aims and strategic priorities. Our disciplined capital allocation, and innovative approach to value creation provide a robust foundation for the development of the West Newton project.

On behalf of the Board, I would like to thank our shareholders for their continued support and we look forward to updating you on our continued progress in the year ahead.

Strategy and business model 

Reabold is an investing company focussed on developing strategic European gas assets to secure European gas supply and energy security. Reabold has a diversified portfolio of gas assets comprised of development, appraisal and exploration projects. Reabold aims to generate shareholder value by making disciplined and focused investments to grow our business. Reabold's strategy is to invest in existing undeveloped gas discoveries with significant resources and near-term production potential, which have considerable valuation uplift potential and a clear monetisation plan. Proceeds from monetisation events are balanced between shareholder returns and re-investment into new and existing projects.

We are preparing for the future and responding to the increased focus on energy security brought about by the rise in geopolitical conflict and instability in the region, and globally. Concern about energy shortages and vulnerability to geopolitical events has prompted many governments to prioritise access to more domestically produced energy and reduce their dependency on imported gas. Reabold aims to contribute to Europe's energy security by unlocking potential sources of near-term domestic gas supply, at a time when the continent is exposed to significant gas supply disruptions. 

We are focused on the disciplined allocation of capital to deliver on our strategic objectives. Reabold's focus in 2025 was on its two key gas assets: West Newton (UK onshore) & Colle Santo (Italy onshore). Both assets are highly material, undeveloped gas discoveries in Europe. Full details of these operations are included in the Review of Operations.

We are also developing our strategy in response to the massive energy demands of artificial intelligence. In 2025, we launched KryptoByte Ltd, a wholly owned subsidiary of Reabold Resources plc.  KryptoByte aims to take stranded natural gas and use it to power Bitcoin mining and potentially data centres. KryptoByte would be able to purchase gas at discounted prices to power Bitcoin mining operations, offering a compelling economic advantage. KryptoByte would co-locate power generation at the well-site avoiding costly and lengthy waiting times to connect to the grid. KryptoByte would aim to roll out its business model to a number of locations, and sees further opportunities to establish data centres at locations across the UK, Europe and globally. Please see Review of Operations for further detail.

Reabold is evolving from a traditional upstream investment company into a hybrid energy-investment and energy-to-compute technology play, using its gas assets not just for commodity sales but as a feedstock for next-generation digital infrastructure value creation.

Key performance indicators (KPIs)

The Group's main business is to invest in direct and indirect interests in exploration and development gas projects. Reabold's long-term strategy is to re-invest capital generated through monetisation of its investments into new projects in order to grow the Company and create value for its shareholders. Reabold tracks its new business development objectives through the building of a risk-balanced portfolio of assets. Reabold reviews its KPIs on an ongoing basis as it moves through the lifecycle of its strategy to ensure they continue to serve as a useful measure of our strategic performance.

The Board assesses the performance of the Group across measures and indicators that are consistent with Reabold's strategy and investor proposition. Given where Reabold is in its maturity and stage of development, numerical and formulaic target setting is not appropriate. The current KPIs allow the Board to assess performance based on areas where management's efforts should be focused. As the company grows and evolves, more specific targets will be set.

The KPIs are:

Co-Chief Executive Officers' Review of Operations

A renewed focus on energy security has underscored the enduring importance of oil and gas within an increasingly complex and uncertain global landscape. As energy demand continues to rise, driven by data centres, AI, and electrification, energy remains central to economic and societal stability. We believe stable government policy is essential to enable long-term investment, and by fully unlocking our project portfolio, we are confident in delivering strong, attractive returns for investors.

Italy - LNEnergy

Colle Santo Gas Field

With 65bcf of 2P reserves, as estimated by RPS as of 30 September 2022, Colle Santo is a highly material undeveloped onshore gas resource. Reabold believes this is the largest onshore proven undeveloped gas field in mainland Western Europe. Two wells have already been drilled and are available for production, with no additional drilling being required. The development will consist of a small-scale LNG facility to produce initially at 10mmcf/d from the existing two wells with over 20 years of ultimate production. LNEnergy Ltd ("LNEnergy") believes that the field has the potential to generate an estimated €11-12 million of gross post-tax free cash flow per annum.

The Colle Santo gas fieId is development ready subject, primarily, to concession award. In August 2025, Reabold announced that LNEnergy's Small Scale-LNG development plan in Colle Santo was granted a positive opinion by the Independent Environmental Impact Assessment Commission of the Italian Ministry for the Environment and Energy Security ("MASE"). This is a significant milestone towards the final EIA Ministerial Decree and the award of the Natural Gas Production Concession expected in Q3 2026. At the end of the regulatory journey, LNEnergy will be enabled to operate the two existing gas wells and to develop the project to produce liquified natural gas ("LNG").  

In March 2025, Reabold announced that LNEnergy had entered into a binding purchase and sale agreement to acquire the entire outstanding issued share capital of LNEnergy S.r.l for a total deferred consideration of US$11m plus a 4% net profits interest. LNEnergy now holds a 100% interest in LNEnergy S.r.l, the Italian company that has a 90% interest in, and is seeking regulatory approval for the development of, the Colle Santo gas field in Italy.

LNEnergy's application for concession has been recognised by MASE as a project that meets the requirements of the Italian government's National Integrated Plan for Energy and Climate and National Plan for Economic Recovery, for which €12 billion in grants and economic incentives have been made available by executive decree.

In May 2025, Reabold announced it had converted £500,000 of outstanding convertible loan notes into 374 ordinary shares of LNEnergy Limited at an average price of £1,350 per share. Following this conversion, Reabold held approximately 45.1% of LNE's enlarged share capital. In July 2025, Reabold increased its interest in LNEnergy to 46.2% following the conversion of a £40,000 convertible loan made in May 2025. In the second half of the year, Reabold participated in a share issue through exercise of its pre-emption rights, subscribing for an additional 256 shares at a price of £1,200 per share. Reabold's shareholding in LNEnergy at 31 December 2025 stood at 47.6%.

In October 2025, we signed an agreement to sell our total interest in LNEnergy to Beacon in exchange for new shares in Beacon and a €16 million earn out pursuant to which Reabold will receive 25% of its pro rata share of the net cash flow from the Colle Santo project once on production. The transaction will be completed in two stages. The first stage completed in March 2026 as per below.

In March 2026 Beacon successfully completed a fundraise raising gross proceeds of £3.8 million, re-admitted its shares to trading on AIM and initially acquired 49% of Reabold's holding in LNEnergy. The fundraise will be used to finance the Colle Santo project through FID and towards first production, as well as the associated required working capital. Reabold supported the fundraise by participating with an investment of £750,000.

Beacon will subsequently acquire the balance of Reabold's holding in LNEnergy ("Second Acquisition"). The Second Acquisition is anticipated to complete in Q3 2026 upon certain conditions being satisfied, including the project being awarded a Production Concession.

The Second Acquisition long stop date is 12 months from the execution of the Agreement, which can be extended by mutual agreement between Reabold and Beacon.

Under the terms of the SPA, Reabold will receive new shares in Beacon equal to approximately 28.1% per cent of the enlarged share capital of Beacon.  In addition, Reabold will receive contingent consideration based on the net cash flow of LNEnergy, subject to a cap of €16 million (assuming the Second Acquisition completes).

UK Onshore

Rathlin Energy (UK) Limited and West Newton - PEDL183

West Newton is an onshore hydrocarbon discovery located north of Hull, England. To date, three discovery wells have been drilled at West Newton (A-1, A-2 and B-1z) confirming a major discovery - potentially one of the largest hydrocarbon fields discovered onshore UK. Rathlin is the operator of the PEDL 183 licence and holds a 66.67% interest.

In January 2025, Reabold announced it had completed the acquisition of 20.4% of the shares in Rathlin from Connaught Oil & Gas Limited for a total cash consideration of £700,000, taking Reabold's shareholding in Rathlin to 79.8%. Reabold also holds a direct 16.67% direct licence interest in PEDL 183 giving Reabold a 69.9% economic interest in PEDL 183.

As part of the work programme for PEDL 183, the JV is required to recomplete the A-2 well and conduct an Extended Well Test (EWT) or before 30 June 2027.  Following Reabold's recent £4.2 million equity raise in April 2026, we plan to carry out the recompletion and EWT in the second half of 2026, using the net proceeds to fund both Reabold and Rathlin's shares of the recompletion. The JV partnership believes this is a low risk and low cost approach to derisk the project.

In February 2026, the EA issued the permit allowing for recompletion works to be carried out at the A-2 well. We believe West Newton is an important strategic asset to the UK as the country looks to secure domestic energy supply for secure and affordable energy, at a time when the country is exposed to potentially significant gas supply disruptions.

KryptoByte Limited ("KryptoByte")

Ahead of the planned longer term full field development at West Newton, we have been evaluating ways of generating additional value through early production schemes. In particular, we have been looking at development concepts that would co-locate gas-powered generators and crypto mining equipment at the West Newton A and West Newton B sites, which would be fuelled by the natural gas produced from the existing wells at those sites, namely; A-1, A-2 and B-1z.

In 2025, we launched KryptoByte, a wholly owned subsidiary of Reabold, representing Reabold's strategic evolution into the digital infrastructure space. KryptoByte aims to transform stranded energy into digital assets. KryptoByte intends to purchase stranded natural gas, at a discount, to power Bitcoin mining operations. KryptoByte will look to roll this model out across the UK, Europe and globally, making it an early mover in the European Bitcoin mining space. We believe that the creation and accumulation of new Bitcoin through mining operations offers a significantly enhanced, sustainable return, and one which is superior to simple cash purchases and accumulation of Bitcoin on the balance sheet, popularly referred to as a Bitcoin treasury strategy. Generating early revenue from the existing well stock also moves the West Newton project further forward in unlocking the full value of this significant natural gas resource, which we believe will play an invaluable role in UK energy security in the years ahead. Successful implementation of such a project could allow for the development of a larger scale data centre at site, which would not preclude the potential for gas to grid, or gas to industrial consumption development options. 

In addition, the UK government's AI Opportunities Action Plan, announced in January 2025, set out new measures that will create dedicated AI Growth Zones. We believe that AI/data centres will be a key growth area of the UK economy in the coming years, and that West Newton's onshore setting and low operating costs also render it ideal for powering co-located data centres at the existing well sites from domestically produced gas.

UK Offshore

Reabold holds a 10% non-operated interest in Licence P2659 in the Southern North Sea, The other partners on the licence are Horizon Energy Acquisition Limited (45%) and Horizon Energy Partners Limited (45%). The licence covers blocks 37/26 and 37/27 and the initial Phase A work programme commitments for the licence are focused on completing an advanced geophysical processing study using 475 sq km of existing 3D seismic data.

Romania - Danube Petroleum Limited

Reabold has a 50.8% equity position in Danube Petroleum Limited ("Danube"), with ASX listed ADX Energy Ltd ("ADX") holding the remaining 49.2%. Danube, via its wholly owned subsidiary ADX Energy Panonia S.R.L. ("Panonia"), has a 100% interest in Iecea Mare production licence in Western Romania.

On behalf of Danube, ADX has been engaged in ongoing discussions with the regulatory authority (ANRMPSG - National Regulatory Authority for Mining, Petroleum, and Geological Storage of Carbon Dioxide previously known as National Agency for Resources and Minerals (NAMR)) in relation to options for the extension of the Parta exploration licence (Parta).

Panonia has been unable to perform the work plan in Parta due to regulatory constraints, delays and operational
access restrictions. ADX was reluctant to enter exploration phase 2, with additional significant commitments,
due to the inability to perform the phase 1 program despite its reasonable efforts. As a result, ADX has been in
discussions with the Romanian Regulatory Authorities regarding an extension of the Parta licence. Despite
repeated requests, the Regulatory Authority has advised that the exploration phase 1 of the licence has expired.
Additionally, the Regulatory Authority has issued Panonia with invoices totalling EUR 4.2 million relating to alleged
expenditures relating to the unperformed exploration commitments applicable to Parta. ADX, on behalf of Panonia, will formally dispute these invoices on the basis of having incurred significant costs to
address the unforeseen challenges attributable to the work program, as well as due to the regulatory delays and
access restrictions which have prevented Panonia from entirely fulfilling the work program, and denied Panonia
the ability to benefit from the potential upside from making a discovery. The Iecea Mare production licence which has a validity of 20 years is not affected by the discussions.  However as a result of the adverse changes in the regulatory environment, and portfolio choices made by Reabold, we have taken the decision to fully impair our investment in Danube. See note 14 for the book value of associates.

USA - Daybreak

Reabold has a 42% shareholding in Daybreak Oil and Gas Inc ("Daybreak"). Reabold treats its investment in Daybreak as a financial asset - see Note 1 Use of judgements for further details.   Daybreak is an OTC traded oil and gas company engaged in the exploration, development and production of onshore crude oil and natural gas, primarily in California. Further details on Daybreak can be found on its website at www.daybreakoilandgas.com/.

Financial review             

Group Income Statement

The loss attributable to Reabold Resources plc shareholders for the year ended 31 December 2025 was £7.8 million (2024: £3.4 million). With non-controlling interest included, the loss for the period was £7.9 million. (2024: £3.4 million) The increase was primarily due to Reabold's non-cash impairment charge of £4.0 million relating to Reabold's investment in Danube.

Reabold's share of loss from associates was £1.1 million (2024: £1.0 million). A reduction of £0.5 million of losses from Rathlin as a result of reclassifying Rathlin as a subsidiary in January 2025 was offset by an increase of £0.5 million of losses in Danube as a result of impairments related to the Parta licence in Romania. See Note 14 for more information.

Exploration expenses decreased by £0.3 million to less than £0.1 million in 2025 as a result of licence relinquishments in the North Sea throughout the prior year. See Notes 4 and 11 for further details.

Administrative expenses for the year were up from £2.0 million in 2024 to £2.7 million in 2025. This reflected the consolidation of Rathlin into the Group at the end of January 2025. Rathlin contributed approximately £0.7 million to the £2.7 million Group administrative expenses in 2025. 

Share-based payments were £143,000 (2024: £153,000). The decrease was primarily due to a lower share price at the time of granting the shares in 2025 compared to 2024. See note 22 for further details.

Finance income of £75,000 (2024: £169,000) primarily represented interest income earned on cash deposits and has decreased as a result of a lower average cash balance in 2025.

Finance costs of £68,000 (2024: £18,000) represent the non-cash discount unwind on the West Newton decommissioning provision. The increase reflects the contribution from Rathlin's decommissioning provision on West Newton which was consolidated into the Group in 2025.

Group Balance Sheet

Exploration and evaluation assets increased from £7.0 million at 31 December 2024 to £29.0 million at 31 December 2025. The main driver for the significant increase in the balance is the £22.6 million value attributed to Rathlin's 66.67% interest in West Newton consolidated into the Group accounts following Reabold's acquisition of a controlling stake in Rathlin in January 2025.

Investments in associates was £5.4 million compared with £26.1 million at year end 2024. The decrease was a result of derecognising Rathlin as an associate following Reabold's acquisition of a controlling stake in Rathlin in January 2025. The total investment derecognised at acquisition was £16.7 million. In addition, an impairment of £4.0 million was recognised against the investment in Danube.

The decrease in cash and cash equivalents from £6.2 million at 31 December 2024 to £2.1 million at 31 December 2025, reflected cash outflows from operations of £2.6 million and capital expenditure of £1.5 million.

Current trade and other payables increased to £0.2 million at 31 December 2025 from £0.1 million at the end of 2024 reflecting the contribution from the enlarged business as a result of the Rathlin acquisition.

Decommissioning provisions increased from £0.4 million at year end 2024 to £0.7 million at 31 December 2025 as a result of consolidating Rathlin's share of the decommissioning liability at West Newton.

At 31 December 2025, equity attributable to Reabold Resources plc shareholders was £31.6 million (31 December 2024: £38.9 million), and equity attributable to minority interests was £4.2 million (31 December 2024: £Nil). The minority interest represents the 20.2% interest in Rathlin that Reabold does not own.

Group cash flow statement

Net cash used in operating activities was £2.6 million in 2025, compared with £2.3 million in 2024. Higher admin costs of £0.5 million following the consolidation of Rathlin in 2025 were offset by a reduction in working capital outflows of £0.2 million.

Cash flow from investing activities in 2025 was an outflow of £1.5 million compared with an inflow of £3.2 million in 2024. The cash flow from investing activities in 2025 included investments in associates of £0.7 million (2024: £1.0 million) primarily related to LNENergy, and the acquisition of Rathlin, net of cash acquired, of £0.1 million. Capital expenditures at West Newton totalled £0.7 million compared with £0.3 million in 2024 as a result of accounting for Rathlin's share of capital expenditure from 1 February 2025.  Divestment proceeds in 2025 were £Nil compared with £4.4 million in 2024 relating to contingent consideration received from the sale of Corallian to Shell in 2022.   

Cash flow from financing activities in 2025 was an outflow of £42,000 relating to lease payments compared with outflows of £110,000 in 2024, mainly relating to the repurchases of shares.

Liquidity

Cash and cash equivalents were £2.1 million at 31 December 2025 (2024: £6.2 million). The only debt the Group has is in the form of lease liabilities which are less than £0.1 million. Gross proceeds of £4.2 million were raised in April 2026, resulting in a cash balance of £4.4 million as at 31 May 2026.

Commitments

The Group does not have any signed contractual capital commitments as at 31 December 2025 (2024: nil), however the group does have obligations to carry out defined work programmes on its licences, under the terms of the award of rights to these licences. The Company is not obliged to meet other joint venture partner shares of these programmes.

PEDL 183

Reabold's minimum work programme for PEDL 183 is as follows:

·      Recomplete WNA-2 and carry out EWT on or before 30 June 2027

·      Investment decision and long term EWT / Datacentre development on or before 30 June 2028,

·      Investment decision and drill horizontal well on or before 30 June 2029, and

·      Test horizontal well and submit a field development plan on or before 30 June 2030

Reabold anticipates re-entering and recompleting an existing WNA-2 well in the second half of 2026 in order to establish sustained gas flow. The gross cost for the JV to re-enter and re-complete is expected to be c.£3.0 million.

UK Southern North Sea

The initial four year Phase A work programme commitments for the licence are focused on completing an advanced geophysical processing study using 475 sq km of existing 3D seismic data.

Environmental, Social and Governance (ESG) Statement

Reabold is committed to the highest standards of environmental, social and governance processes and we incorporate these responsibilities into our operational decision-making and investments. We regularly review our approach, policies, and processes across key areas.

As Reabold is a small AIM listed company with fewer than 500 employees, it is not required to make climate - related financial disclosures, however we fully recognise that the oil and gas industry, alongside other stakeholders such as governments, regulators and consumers, must contribute to reduce the impact of carbon-related emissions on climate change, and is committed to contributing positively towards the drive to net-zero, therefore we have voluntarily reported certain ESG factors where relevant below. Our governance framework is described within the Corporate Governance Report on page 25.

Environment

Greenhouse Gas Emissions (GHG)

The GHG Protocol's Corporate Accounting and Reporting Standard defines three scopes of GHG emissions:

·      Scope 1: direct GHG emissions from sources under Reabold's operational control.

·      Scope 2: indirect GHG emissions from generation of purchased energy consumed by Reabold assets under

operational control.

·      Scope 3: other indirect GHG emissions, that occur in the value chain, e.g. emissions associated with the use of any energy products sold by Reabold.

At present, emissions are not material to the Group's current operations.

The Group does not have any assets that are yet in the development or production stage and therefore the business has no scope 1 GHG emissions from any of our operations.

Reabold leases a small office space in London which is managed by a service company which is responsible for tracking the energy consumption. Reabold receives no invoices for electricity consumption and therefore does not report any scope 2 emissions.

For oil and gas companies, scope 3 emissions from the use of our energy products (Category 11) form the largest component of the indirect Scope 3 emissions, Reabold does not produce any energy products at present and therefore has no scope 3 category 11 emissions. Reabold has not performed an assessment of the other scope 3 categories.

Managing our environmental footprint is an important objective for Reabold. We are committed to assessing emissions if and when any of our projects within our operational control enter production.

Balanced energy transition

We support a balanced energy transition where the world maintains a secure and affordable supply of energy, while building the clean energy system of the future. Gas and LNG are viewed as key transition fuels because they are versatile, reliable and lower-carbon than coal in power generation, and they can help balance renewable energy in power systems. Reabold's core assets include our gas project at West Newton and our LNG project in Italy. Both assets are highly material, undeveloped gas discoveries in Europe. We believe that supplying gas and LNG will be the biggest contribution we will make through the next decade of the energy transition as we help to build the energy system of the future.

The role of oil and gas are expected to remain important for decades. Our focus is on minimising carbon emissions and the environmental footprint of the projects we invest in, whilst continuing to contribute positively to the demand for energy and products that require hydrocarbons in the supply chain. The pace of transition to a lower carbon economy and cleaner fuels is uncertain, and will be heavily influenced by government policy. The challenge is to meet the world's energy needs sustainably and efficiently, which requires managing and reducing harmful emissions.

Diverging global attitudes toward ESG and sustainability has become a notable issue for our industry. In 2025, and more recently, political and geopolitical developments have reshaped global attitudes towards sustainability and intensified debates and division over the role of sustainability in economic and investment decision-making. A renewed focus on energy pragmatism and scepticism towards the pace and cost of decarbonisation has placed political and legal pressure on net zero commitments.

In the UK in particular, we believe it is common sense to support the oil and gas industry to protect jobs, reduce our reliance on carbon heavy imports and generate greater domestic economic and energy security until such time renewables are available commercially and at scale. Despite the current circumstances of an excessive tax rate combined with fiscal and regulatory uncertainty, we are confident that Reabold can make smart, responsible investment decisions in a manner that that is financially prudent and also considers and is transparent about our impacts on the environment and society. 

Reabold actively encourages and expects its investee and group companies to continuously strive to minimise the potential environmental impact of operations by:

·      Implementing controls to identify and prevent potential environmental risks

·      Implementing controls during operations to avoid accidental spills, or leaks of polluting materials

·      Managing water with due consideration

·      Targeting high energy efficiency levels in drilling and other activities

·      Limiting unnecessary wastage

·      Handling waste products in an environmentally responsible manner

·      Regularly assessing the environmental consequences of operations

The operators have developed systems, controls and processes to integrate climate related considerations, in order to meet these objectives. For example one can read the approach and policies of Rathlin Energy, operator of the West Newton PEDL 183 licence, on its website at www.rathlin-energy.co.uk, and of LNEnergy, operator of the Colle Santo project in Italy, on its website at https://www.sviluppocollesanto.it/.

Focus on energy efficient extraction and drilling to reduce carbon intensity

Reabold's assets are primarily small to medium sized, proven oil and gas fields at relatively shallow depth. As such, the intensity of drilling required is considered low relative to industry standards and we do not conduct energy intensive prospecting activities, reducing the impact on the environment. We encourage the operators of our assets to use the most energy efficient drilling methods.  As the energy mix evolves towards a higher percentage of renewables in the countries in which we operate, we anticipate a greater share of our energy consumption will be purchased from green sources.

United Kingdom

Our West Newton site in the United Kingdom is located close to areas with a high demand for energy. Consequently, we expect that hydrocarbons produced locally and consumed locally will displace imported hydrocarbons thereby resulting in lower carbon emissions overall. This will provide greater security of supply to the UK as well as providing jobs and supporting UK industry, compared to the alternative of importing fuel. The COVID-19 pandemic highlighted the importance of our critical national infrastructure and, more recently, the war in Ukraine and the conflict in the Middle East has been a stark reminder that energy security cannot be taken for granted.

A renewed focus on energy security has brought with it a broader recognition that oil and gas will still represent a significant part of the global energy system for decades to come. We believe that natural gas has an important role to play in the energy transition, bridging the gap on the journey from fossil fuels to a renewable, zero-carbon future and helping to supply stable and affordable energy to UK homes and businesses as part of a lower-carbon energy supply mix. To that end, we continue to explore ways to invest and monetise gas projects such as the Colle Santo gas project in Italy.

Reabold takes its commitment to responsible hydrocarbon production very seriously. It is integral to our decision-making that we reflect on our impact on the community and the environment.  In May 2024, Reabold commissioned GaffneyCline to perform a carbon intensity study for the West Newton field. The GaffneyCline study highlighted the following:

·      The West Newton project has an AA rating for Carbon Intensity for its potential upstream gas and condensate production, the lowest possible carbon intensity rating category on GaffneyCline's scale

·      The West Newton field has a Carbon Intensity that is significantly lower than the UK average and onshore and offshore analogues. It is also significantly lower than the average imported LNG, based on the NSTA Natural Carbon Footprint Analysis published in July 2023

·      Based on the study, GaffneyCline estimates that West Newton could produce the equivalent of just 2.87 grams of CO2 per megajoule of energy developed (gCO2eq./MJ)

·      As the development proceeds and project knowledge increases, there is potential to improve the Carbon Intensity by further reducing fugitive, flaring and venting emissions and by gas-to-grid development, reducing on site gas and condensate processing, and using the shortest possible route to the National Grid

The AA rating demonstrates the low carbon credentials of the West Newton project and is an example of the opportunities available in the UK to power the country through lower carbon, home grown energy, rather than relying on expensive and more carbon intensive imports.

We believe West Newton is an important strategic asset to the UK as the country looks to secure domestic energy supply for secure and affordable energy, at a time when the country is exposed to potentially significant gas supply disruptions. The study proves that the operator, Rathlin, is a responsible hydrocarbon producer complying with best environmental practice to produce much needed UK hydrocarbons in the most efficient and environmentally friendly way possible.

Italy

The development plan for Colle Santo involves converting gas to LNG directly onsite using a small modular LNG processing unit. The LNG will be trucked a short distance (7 km) to an entry point into the SNAM transmission grid. There will be no new drilling due to two existing wells already drilled and tested. There will be on-site CO₂ capture of 1,400 tonnes CO₂ equivalent per year, and connected hydrogen production facilities.

LNG provides energy security and flexibility because it can be easily transported to places where it is needed most. LNG is a critical fuel in the energy transition and plays an important role as a lower-carbon alternative to coal for industry, and provides grid stability alongside wind and solar power in electricity generation. It is the lowest-carbon fossil fuel, producing around 50% less carbon emissions than coal when used to generate electricity.

In mid-2026, we expect to complete the divestment of our investment in LNEnergy in exchange for a 28.1% interest in Beacon Energy plc and the retention of up €16.2 million of cash flows from the Colle Santo project.

Health & Safety

Reabold wishes to build value through developing sustainable relationships with partners and the community. We comply with all applicable legislation; and design and manage our activities to prevent pollution, minimize environmental and health impact and provide workplaces free of safety hazards.

The Company is committed to high standards of health, safety and environmental ("HSE") protection; these aspects command equal prominence with other business considerations in the decision-making process.

HSE protection are responsibilities shared by everyone working for the Company and the full support of all staff, partners and contractors is vital to the successful implementation of the policy. We ensure, as far as reasonably practicable, that all personnel are aware of their delegated HSE responsibilities and are properly trained to undertake these.

We strive for continuous improvement in our HSE performance and measure this by setting objectives and targets consistent with the aims of this policy.

HSE performance is routinely monitored and reported regularly to the Board of Directors, which will ensure that the necessary resources are provided to support this policy fully.

As we implement our strategy, the nature of our operations may expose us to a wider range of safety risks. Before conducting operations, we will plan to execute our work with the aim of preventing harm to people or leaks to the environment and to be prepared to respond if something goes wrong.

Governance

As an AIM-quoted company, Reabold is required to apply a recognised corporate governance code, demonstrating how the Company complies with such corporate governance code and where it departs from it.

Please see pages 25 to 30 for the Chair's corporate governance statement and how Reabold has applied the 10 principles of the 2023 QCA code.

Principal risks and uncertainties

Reabold operates in an environment subject to inherent risks and uncertainties. The Board regularly considers the principal risks to which the Group is exposed and monitors any agreed mitigating actions. The overall strategy for the protection of shareholder value against these risks is to carry a broad portfolio of assets with varied risk/reward profiles, and to retain adequate working capital. The risks faced by the Group can, and are likely to, change with progress in the Group's strategy and developments in the external business environment.

The risks discussed below, separately or in combination, could have a material adverse effect on the implementation of our strategy, our business, financial performance, liquidity, prospects, shareholder value and returns and reputation.

Section 172(1) statement

In accordance with the requirements of Section 172 of the Companies Act 2006, the Directors consider that, during the financial year ended 31 December 2025, they have acted in a way that they consider, in good faith, would most likely promote the success of the Company for the benefit of the members as a whole, having regard to the likely consequences of any decision in the long term and the broader interests of other stakeholders, as required by the Act. The level of information disclosed is consistent with the size and the complexity of Reabold's businesses and focuses on matters of strategic importance to Reabold. The Board delegates day-to-day management of the business of the Company to the Co-CEOs, save for those matters which are reserved for the Board's approval. More information on how the Board has regard to the Section 172 factors are outlined below.

S172(1) (a) "The likely consequences of any decision in the long term" 

The Directors understand the business and both the evolving and challenging environment in which we operate, including the challenges of the global energy transition. In 2025, the Board focused on progressing the West Newton asset and ensuring sufficient liquidity in order to progress the Reabold strategy, with consideration given to key stakeholders and the likely long-term impact of any decision. During the year, the Board reflected on the challenges to be faced by Reabold given the shifting macroeconomic and geopolitical context. Reabold is an energy business focused on developing strategic European gas assets to secure European gas supply and energy security. We are also developing our strategy in response to the massive energy demands of artificial intelligence, by Launching KryptoBye Ltd, a wholly owned subsidiary of Reabold Resources plc. See page 4 for more on our Strategy and business model. The Directors have considered S172 and made their decisions relating to Reabold's strategy in good faith and with regard for the long-term and sustainable success of the Company.

S172(1) (b) "The interests of the Company's employees" 

Reabold employees are fundamental and core to our business model and the delivery of our strategic ambitions. The future success of our business depends on attracting, retaining, developing and motivating talented employees.

We ensure that:

• Health, Safety and the Environment are considered paramount throughout the organisation.

• Annual pay and benefit reviews are carried out to determine whether all levels of employees are benefitting fairly and to retain and encourage skills vital for the business.

• There is competitive pay and employee benefits

• There are freely available Company policies and procedures.

• Personal development reviews and work appraisals are conducted.

• Employees are informed of the results and important business decisions and are encouraged to feel engaged

• Working conditions are favourable

The Remuneration Committee (REMCO) oversees and makes recommendations of executive remuneration and any long-term share awards.

S172(1) (c) "The need to foster the Company's business relationships with suppliers, customers and others" 

Delivering our strategy requires strong mutually beneficial relationships with suppliers, customers, governments, and joint-venture partners. We aim to have a positive and enduring impact on the communities in which we operate, through partnering with national and local suppliers, and through payments to governments in taxes and other fees.  The Group values all of its suppliers and aims to build strong positive relationships through open communication and adherence to trade terms.  The Group is committed to being a responsible entity and doing the right thing for its customers, suppliers and business partners. The Board upholds ethical business behaviour across all of the Company's activities and encourages management to seek comparable business practices from all suppliers and customers doing business with the Company. We value the feedback we receive from our stakeholders and we take every opportunity to ensure that where possible their wishes are duly considered. The Board engages with stakeholders to understand their priorities and concerns through a range of engagement activities.

The Co-CEOs provide a comprehensive update to the Board on material business and external developments at each main Board meeting. These updates include information on joint partnerships, investments, divestments, projects, commercial highlights and political or regulatory developments.

S172(1) (d) "The impact of the Company's operations on the community and the environment" 

This aspect is inherent in our strategic ambitions, most notably on our ambitions to thrive through the energy transition and to sustain a strong societal licence to operate. To help it make decisions, the Board receives information on various topics including, for example, the net carbon intensity of our projects. Executive Directors conduct site visits to investee company operations and hold external stakeholder engagements, where feasible. 

The Company fully recognises that the oil and gas industry, alongside other stakeholders such as governments, regulators and consumers, must contribute to reduce the impact of carbon-related emissions on climate change, and is committed to contributing positively towards the drive to net-zero.

Further information can be found within our ESG Statement on page 12, and within the principal risks and uncertainties section on page 15. 

S172(1) (e) "Maintaining a reputation for high standards of business conduct" 

With global demand for energy increasing and the urgent challenge of climate change, we will continue to focus on our strategy to develop strategic European gas assets to secure European gas supply and energy security. In response to the growing energy demands of artificial intelligence we are evolving from a traditional upstream investment company into a hybrid energy-investment and energy-to-compute technology play, using our gas assets not just for future commodity sales but as a feedstock for next-generation digital infrastructure value creation.

We are committed to do being business in an ethical and transparent way. The Company has adopted the QCA Code and the Board recognises the importance of maintaining a good level of corporate governance, which together with the requirements to comply with the AIM Rules ensures that the interests of the Company's stakeholders are safeguarded. Please see the Chair's Corporate Governance statement on pages 25 - 30. 

Reabold aims to contribute to Europe's energy security by unlocking potential sources of near-term domestic gas supply in economically, environmentally and socially responsible ways. The Board periodically reviews and approves clear frameworks, such as Reabold's Code of Conduct, and specific Ethics & Compliance policies, to ensure that its high standards are maintained both within Reabold and the business relationships we maintain. This, complemented by the various ways the Board is informed and monitors compliance with relevant governance standards help ensure its decisions are taken, and that Reabold investee companies act, in ways that promote high standards of business conduct. 

S172(1) (f) "Acting fairly between members of the Company" 

The Directors consider which course of action best enables delivery of our strategy in the long-term interest of the Company, taking into consideration the effect on stakeholders. In doing so, our Directors act fairly as between the Company's members.

The Board is committed to maintaining good communication and having constructive dialogue with its shareholders. The Company has close ongoing relationships with its shareholders - engaging with both retail and institutional holders. Institutional shareholders and analysts have the opportunity to discuss issues and provide feedback at meetings with the Company. All shareholders are encouraged to attend the Company's Annual General Meeting and any general meetings held by the Company, which present an opportunity for shareholders to speak with the Executive Directors in a formal environment and in more informal one to one meetings.

The primary communication tool with our shareholders is through the Regulatory News Service ("RNS") on regulatory matters and matters of material substance. The Company's website provides details of the business, investor presentations and details of the Board, changes to major shareholder information and QCA Code disclosure updates under AIM Rule 26. Changes are promptly published on the website to enable the shareholders to be kept abreast of the Company's affairs. The Company's Annual Report and Notice of Annual General Meetings are available to all shareholders. The Interim Report and investor presentations are also available on our website. 

Principal decisions

Below we outline one of the principal decisions made by the Board over the year, and how directors have performed their duty under Section 172. Principal decisions are those decisions taken by the Board that are of a strategic nature and significant to any of our key stakeholder groups.

Divestment of LNEnergy

The Board approved the sale of Reabold's equity interest in LNEnergy in October 2025. The first stage of the transaction completed in March 2026 and the final stage is expected to complete in Q3 2026.

How stakeholders were considered

The Board considered the impact of the sale of LNEnergy from existing opportunities. Critically, the Board reviewed the alignment of various proposals with Reabold's strategy. Particular focus was given to the potential benefit of the transaction, including its potential to: create returns for shareholders; further strengthen the balance sheet; crystallise value; and avoid significant additional capital investment.  As part of the transaction Reabold crystallised value from the Colle Santo gas project through an earn out mechanism of up to €16 million and the receipt of shares in Beacon Energy plc, whilst protecting Reabold shareholders from any further funding requirement.

As part of the transaction, management undertook effective due diligence to ensure future obligations are met and suitable mitigating measures are in place, to protect Reabold. As part of the transaction, the Board considered if the Company was being a responsible seller of its assets and if the purchasers had the capability to take the project forward.

Strategic Report signed on behalf of the Board

Chris Connolly

Company Secretary

29 June, 2026