2025 INTERIM RESULTS

30 September 2025

ENWELL ENERGY PLC

2025 INTERIM RESULTS

Enwell Energy plc ("Enwell Energy" or the "Company", and together with its subsidiaries, the "Group"), the AIM-quoted (AIM: ENW) oil and gas exploration and production group, is pleased to announce its unaudited results for the six month period ended 30 June 2025.

Highlights

Operational

Financial

Outlook

Oleksiy Zayets, CEO, commented: "The regulatory action taken by the Ukrainian authorities in November 2024 resulting in the ongoing suspensions of our MEX-GOL, SV and VAS production licences is very disappointing at a time when Ukraine is in need of hydrocarbon production to support its energy needs. We are endeavouring to find a resolution of these issues with the Ukrainian Government and hope that progress can be made towards such a resolution. These endeavours include, in August 2025, the Group commencing arbitration proceedings against Ukraine under the Agreement Between the Government of the United Kingdom of Great Britain and Northern Ireland and the Government of Ukraine for the Promotion and Reciprocal Protection of Investments."

This announcement contains inside information for the purposes of Article 7 of EU Regulation No. 596/2014, which forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended by virtue of the Market Abuse (Amendment) (EU Exit) Regulations 2019.

For further information, please contact:

Dr Gehrig Schultz, BSc Geophysical Engineering, PhD Geophysics, Member of the European Association of Geophysical Engineers, Member of the Executive Coordinating Committee of the Continental European Energy Council, and a Non-Executive Director of the Company, has reviewed and approved the technical information contained within this announcement in his capacity as a qualified person, as required under the AIM Rules for Companies.

Chairman's Statement

I present the Group's results for the first half of 2025, which reflect the very challenging situation in respect of the Group's business in Ukraine. The ongoing war in Ukraine presents a very difficult operating environment and worrying outlook, and I am greatly saddened by the terrible events occurring there.

The war has had a significant impact on all aspects of life in Ukraine, including the Group's business and operations. The overall scale and duration of future disruption to the Group's business continues to be difficult to predict, and there remains significant uncertainty about the outcome of the war.

In November 2024, the MEX-GOL, SV and VAS production licences were suspended by the Ukrainian authorities. The Group commenced legal proceedings in Ukraine to challenge these suspensions, which resulted in interim rulings to temporarily lift the suspensions, but unfortunately, the interim rulings in respect of the MEX-GOL and SV licences were overturned in January 2025 and in respect of the VAS licence in February 2025. Consequently, all operational activity is currently suspended at these licences.

In August 2025, the Group commenced arbitration proceedings against Ukraine under the Agreement Between the Government of the United Kingdom of Great Britain and Northern Ireland and the Government of Ukraine for the Promotion and Reciprocal Protection of Investments (the "Treaty"). The Treaty is an international treaty designed to protect the rights of investors from the United Kingdom or Ukraine who make investments in the other country. Within the arbitration proceedings, the Company is claiming monetary damages for the loss and damage it has suffered as a result of Ukraine's actions, as well as the reinstatement of the MEX-GOL, SV and VAS production licences for the remainder of their respective durations, and its costs.

Notwithstanding the war and the Ukrainian authorities regulatory actions, during the first half of 2025, the Group continued with development of the SC exploration licence area, which includes planning for the installation of gas processing facilities and other surface infrastructure.

Aggregate average daily production (calculated on the days when the fields were actually in production) during the first half of 2025 was 1,865 boepd, which is lower than the aggregate daily production rate of 2,077 boepd achieved on the days of actual production during the corresponding period in 2024 primarily due to the various suspensions of operations at the MEX-GOL, SV and VAS fields, as well as the disruption caused by the war and natural field decline. The aggregate production volumes for the period were 48,962 boe, which is lower than the aggregate production volumes of 377,968 boe for the corresponding period in 2024 for the same reasons.

The suspension of the MEX-GOL, SV and VAS fields meant that production volumes were significantly lower during the period, with the result that revenues were much lower at $3.4 million (1H 2024: $23.7 million). The Group made a net loss of $1.4 million (1H 2024: $12.6 million profit), and operating profit was also much lower at $1.0 million (1H 2024: $16.9 million). Despite this, the Group still generated a net cash inflow from operating activities of $1.2 million (1H 2024: $21.8 million) enabled by the $4.5 million interest received. 

Development activity was significantly impacted by the high level of risk faced by the Group in Ukraine.

There is significant disruption to the fiscal and economic environment in Ukraine due to the ongoing war. Whilst during the first half of 2025, the Ukrainian economy grew, it is likely that fiscal and economic uncertainties will continue until hostilities cease.

In recent years, the Ukrainian Government implemented a number of reforms in the oil and gas sector, which include the deregulation of the gas supply market and simplification of the regulatory procedures applicable to oil and gas exploration and production activities in Ukraine. The deregulation of the gas supply market, supported by electronic gas trading platforms, has improved pricing transparency in Ukraine.

During 2025 to date, Ukrainian gas prices strengthened as the Ukrainian gas market adapted to the prevailing demand and supply conditions. However, condensate prices were lower by comparison to the corresponding period in 2024, and there was no LPG production due to a delay in the issue of an LPG production licence.

Restructuring of Smart Holding Group

In January 2023, the Company was notified that there had been a restructuring of the ownership of the PJSC Smart-Holding Group, a member of which held a major shareholding in the Company, and which was ultimately controlled by Mr Vadym Novynskyi ("Mr Novynskyi"). Under this restructuring, which occurred with effect from 1 December 2022, Mr Novynskyi disposed of his major indirect shareholding interest in the Company to two trusts registered in Cyprus named the SMART Trust and the STEP Trust (the "Trusts"). Further information is contained in the Company's announcement dated 17 January 2023, and the TR-1 Forms published on 26 January 2023, 31 July 2023 and 20 March 2024.

Regulatory Actions by Ukrainian Authorities and Suspensions of Licences

In early December 2022, the Ukrainian Government imposed sanctions on Mr Novynskyi, as set out in the Company's announcement dated 9 December 2022.

As announced on 4 January 2023, new legislation, Law No. 2805-IX, relating to the natural resources sector was enacted in Ukraine, which came into force on 28 March 2023. This legislation was a substantial package of new procedures and reforms designed to improve the regulatory process relating to the exploration and development of natural resources in Ukraine. However, the legislation includes provisions that if the ultimate beneficial owner of a mineral or hydrocarbon licence becomes the subject of sanctions in Ukraine, then the State Geologic and Subsoil Survey of Ukraine (the "SGSS") may suspend or revoke that licence.

Following Law No. 2805-IX coming into force on 28 March 2023, the Ukrainian authorities have taken a number of regulatory actions against a number of the Group's subsidiary companies in Ukraine.

As announced on 12 April 2023, such regulatory actions included conducting a search at the Group's Yakhnyky office, from where the MEX-GOL and SV fields are operated, and placing certain physical assets of the Ukrainian branch (representative) office of Regal Petroleum Corporation Limited ("RPC") and LLC Arkona Gas-Energy ("Arkona") (which respectively hold the MEX-GOL and SV fields and the SC exploration licence) under seizure, thereby restricting any actions that would change registration of the property rights relating to such assets, although the use of such assets was not restricted and therefore the Company was able to continue to operate the fields. In addition, the Ministry of Justice of Ukraine (the "MoJ") made an order cancelling the registration entry made on behalf of a subsidiary of the Company named LLC Regal Petroleum Corporation (Ukraine) Limited in the Unified State Register of Legal Entities, Individuals-entrepreneurs and Civil Institutions of Ukraine (the "State Register") relating to the ultimate beneficial owners of such company, which were stated as being the trustees (the "Trustees") of the Trusts as previously notified to the Company, thereby restoring the previous entry in the State Register, Mr Novynskyi.

On 2 May 2023, the MoJ made further orders cancelling the registration entry made on behalf of three further Ukrainian subsidiaries of the Company named LLC Prom-Enerho Produkt ("PEP"), Arkona and LLC Well Investum ("Well Investum") respectively in the State Register relating to the ultimate beneficial owners of such companies, which again were stated as being the Trustees of the Trusts, thereby restoring the previous entry, Mr Novynskyi. PEP holds the VAS production licence, Arkona holds the SC exploration licence and Well Investum is a dormant company.

Following the issuance of the abovementioned orders by the MoJ, Mr Novynskyi was registered in the State Register as the ultimate beneficial owner of each of PEP and Arkona, and was consequently recognised by the SGSS as the ultimate beneficial owner of each of the VAS production licence and SC exploration licence. As a result, on 4 May 2023, the SGSS issued orders suspending the VAS production licence and SC exploration licence for a period of five years effective from that date.

However, on 26 June 2024, the SGSS issued orders to renew the validity of each of the VAS production licence and SC exploration licence, thereby cancelling the suspensions of those licences, and enabling the resumption of operational activities at those licences. Further information is contained in the Company's announcement dated 27 June 2024.

In September 2024, new legislation came into force which requires that branches (or representative offices) of foreign companies operating in Ukraine register their ultimate beneficial owners in the State Register. RPC, which holds the MEX-GOL and SV licences, operates such a branch and therefore registered the Trustees of the Trusts as its ultimate beneficial owners in the State Register, based on the notifications made by the Trustees to the Company and published to the market on 26 January 2023, 31 July 2023 and 20 March 2024.

On 8 October 2024, the Ukrainian Government imposed sanctions on the Trustees, as set out in the Company's announcement dated 11 October 2024.

On 15 November 2024, the SGSS issued orders to suspend the MEX-GOL, SV and VAS production licences for a period of ten years effective from 8 October 2024 pursuant to Law No. 2805-IX, based on the sanctions imposed on the Trustees of the Trusts. Further information is contained in the Company's announcement dated 18 November 2024.

Following receipt of the suspension orders, the Company issued legal proceedings in the Poltava District Administrative Court in Ukraine to challenge such orders, and within such proceedings, the Company obtained interim rulings (the "Interim Rulings") to lift the suspensions of the MEX-GOL, SV and VAS production licences pending determination of the substantive issues in the legal proceedings, as set out in the Company's announcement dated 26 November 2024.

The SGSS appealed against the Interim Rulings in the Second Appeal Administrative Court in Ukraine. By a decision dated 22 January 2025, the appeal against the Interim Ruling relating to the MEX-GOL and SV licences was allowed, and by a decision dated 27 February 2025, the appeal against the Interim Ruling relating to the VAS licence was also allowed. As a result, the respective suspension orders in respect of the MEX-GOL, SV and VAS licences were reinstated, and the Company ceased all field operations on those licences immediately following the respective appeal decisions.

The Group is continuing its legal proceedings in Ukraine to challenge the suspension orders, including investigating the possibility of pursuing further interim measures to allow restoration of its operations, and continuing to consult with its external legal and other advisers to seek to mitigate the risks associated with the regulatory actions of the Ukrainian authorities.

In addition, as announced on 27 August 2025, the Group has commenced arbitration proceedings against Ukraine under the Treaty between the United Kingdom and Ukraine. The arbitration proceedings have been commenced in accordance with the Convention on Settlement of Investment Disputes between States and Nationals of Other States (the "ICSID Convention"), and the arbitration has been registered by the International Centre for Settlement of Investment Disputes ( "ICSID"). Within the arbitration proceedings, the Company is claiming monetary damages for the loss and damage it has suffered as a result of Ukraine's actions, as well as the reinstatement of the MEX-GOL, SV and VAS production licences for the remainder of their respective durations, and its costs.

Board Change

In January 2025, Igor Basai stepped down as a Non-Executive Director and Oleksandr Blyzniuk was appointed as a Non-Executive Director.

Outlook

The ongoing war in Ukraine creates a devastating humanitarian situation in Ukraine, as well as extreme challenges to the social, fiscal, economic and business environment. This has been exacerbated in respect of the Group by the regulatory actions of the Ukrainian authorities, culminating in the suspension of the MEX-GOL, SV and VAS production licences.

Under these circumstances, it is extremely difficult to plan future investment and operational activities at the Group's fields. However, subject to resolution of the current regulatory issues with the Ukrainian authorities, and it being safe to do so, the Group is planning to undertake further limited development activities during the remainder of 2025 and beyond in order to continue the development of its fields. In doing so, the Group is taking and will take all measures available to protect and safeguard its personnel and business, with the safety and wellbeing of its personnel and contractors being paramount. The Group retains a significant proportion of its cash reserves outside Ukraine, and this provides a material buffer to any further disruptions to the Group's operations. This has enabled the Board to reach the opinion that the Group has sufficient resources to navigate the current risk environment for the foreseeable future.

In conclusion, on behalf of the Board, I would like to thank all of our staff for their continued dedication and efforts during 2025 to date, especially their remarkable courage and fortitude during the ongoing war in Ukraine.

Chuck Valceschini

Chairman

Chief Executive's Statement

Introduction

The war in Ukraine, as well as adverse regulatory actions by the Ukrainian authorities, have materially disrupted the Group's development activity at its Ukrainian fields during the first half of 2025. During the period, such regulatory actions resulted in the continued suspensions of the MEX-GOL, SV and VAS licences, and currently there are no production operations at these fields.

At the SC exploration licence, development activities continued and this included planning for the installation of new gas processing facilities and other surface infrastructure as well as assessing the feasibility of an alternative option to connect to existing gas processing facilities.

Overall production in the first half of 2025 was lower than in the corresponding period in 2024 due to the disruption to production operations caused by the war in Ukraine, natural field decline and the suspensions of the MEX-GOL, SV and VAS production licences.

Production

The average daily production of gas, condensate, oil and LPG for the 23 days that the MEX-GOL and SV fields were producing (182 days in 1H 2024) and the 58 days that the VAS field was producing (nil days in 1H 2024), during the six month period ended 30 June 2025, is shown below.

* Condensate includes light oil from well MEX-102 which commenced production in late October 2024

 ** There was no LPG production in 1H 2025 due to a delay in renewal of the LPG production licence

As a result of the continued operational disruptions caused by the war, regulatory actions and deferment of development work, the Group's average daily production rate for the first half of 2025 declined. During the period, regulatory actions taken by the Ukrainian authorities resulted in the suspensions of the MEX-GOL and SV licences from 22 January 2025 and the VAS licence from 27 February 2025, with, in each case, such suspensions currently continuing. Accordingly, there is currently no production from these fields.

Aggregate production volumes for 1H 2025 were 48,962 boe, which is lower than the aggregate production volumes of 377,968 boe in the corresponding period in 2024 for the reasons set out above. 

Operations

The war in Ukraine has significantly affected fiscal and economic stability in the country, and the oil and gas sector in Ukraine has been particularly affected by interruptions to power supplies, the unavailability of oil field equipment and services and disruptions to the markets, including weaker demand, for the sale of gas, condensate, oil and LPG. These disruptions impacted the Group's realised hydrocarbon prices in Ukraine, in turn impacting the Group's revenues and profitability during the period.

During the first half of 2025, the Group continued to refine its geological subsurface models of the MEX-GOL, SV and VAS fields, as well as the SC licence area, in order to enhance its strategy for the further development of such fields and licence area, including the timing and level of future capital investment required to exploit the hydrocarbon resources. 

At the MEX-GOL and SV fields, limited operational activities were undertaken in the period up to the reinstatement of the suspensions of these licences on 22 January 2025, after which all operational activities were suspended. At these fields, until the reinstatement of the suspensions, the Group continued to operate each of the SV-2 and SV-12 wells under joint venture agreements with PJSC Ukrnafta, the majority State-owned oil and gas producer. Under the agreements, the gas and condensate produced from the respective wells is sold under an equal net profit sharing arrangement between the Group and PJSC Ukrnafta, with the Group accounting for the hydrocarbons produced and sold from the wells as revenue, and the net profit share due to PJSC Ukrnafta being treated as a lease expense in cost of sales. However, following the SV-2 well experiencing water ingress, a workover of this well was undertaken to replace the production string and remove obstructions in the well, but this work was unsuccessful and further remedial work is not being considered at the present time.

At the VAS field, production operations were undertaken in the period up to the reinstatement of the suspension of this licence on 27 February 2025, after which all operational activities were suspended.

At the SC exploration licence area, development work continued, and this included planning for the installation of new gas processing facilities and other surface infrastructure as well as assessing the feasibility of an alternative option to connect to existing gas processing facilities.

Outlook 

The ongoing war in Ukraine has caused significant disruption to the country as a whole and to the Group's business activities, and until there is a resolution to the war, the disruption and uncertainty are likely to continue. Subject to resolution of the current regulatory issues with the Ukrainian authorities and it being safe to do so, during the remainder of 2025 and 2026, the Group plans to continue the development of its fields to the extent it is possible to do so.

However, such work at the MEX-GOL, SV and VAS fields, will remain suspended until there is a resolution of the regulatory issues, including the lifting of the suspension orders made in respect of those licences.

At the SC licence area, the work on development plans for the licence area will continue.

Finally, I would like to add my thanks to all of our staff for the continued hard work and dedication they have shown over the course of 2025 to date, and to especially recognise their continuing efforts and professionalism in the face of the extremely challenging current situation in Ukraine.

Oleksiy Zayets

Chief Executive Officer

Finance Review

The periods of suspension of its production licences and the resultant reduced production and sales volumes for much of the first half of 2025 resulted in the Group making a net loss for the period of $1.4 million (1H 2024: $12.6 million profit).

Revenue for the period, derived from the sale of the Group's Ukrainian gas, condensate, oil and LPG production, was down 86% at $3.4 million (1H 2024: $23.7 million), primarily as a result of the much lower production rates due to the licence suspensions. 

Aggregate daily production for the first half of 2025 was down approximately 10% at 1,865 boepd (1H 2024: 2,077 boepd), in each case calculated on the days when the Group's fields were actually in production, primarily due to the suspension of the MEX-GOL, SV and VAS production licences, as well as the disruption to operations and ongoing reduced levels of field development as a result of the war in Ukraine and natural field decline. Aggregate production volumes for the period were 48,962 boe, which is lower than the aggregate production volumes of 377,968 boe in the corresponding period in 2024 for the same reasons. 

During the first half of 2025, while there was less volatility in global, and particularly European, gas prices, the war in Ukraine continued to disrupt the Ukrainian gas market. Nevertheless, there was an improvement in realised gas sales prices, resulting in a 23% increase in average gas price realisations in the period at $377/Mm3 (UAH15,836/Mm3). Average sales prices for condensate declined by 15% at $63/bbl. Following the successful workover of the MEX-102 well, oil production commenced during October 2024 with average realised oil prices of $64/bbl. There were no LPG sales in the period due to a delay in the renewal of the Group's LPG production licence. Since 1 March 2025, there have been no hydrocarbon sales as a result of the suspension of the MEX-GOL, SV and VAS production licences.

Gross profit for the period was 91% lower at $1.4 million (1H 2024: $15.5 million) due to the much lower production rates caused by the licence suspensions. Cash generated from operations was negative at $2.0 million (1H 2024: $21.3 million) for similar reasons.

Cost of sales for the period was also proportionately lower at $2.0 million (1H 2024: $8.2 million), with the decline in production resulting in a decline in depreciation as well as reducing the revenue-related costs of taxes and well rental.

The subsoil tax rates applicable to gas production were stable during the first six months of 2025 as follows:

The subsoil tax rates applicable to condensate and oil production were 31% for condensate and oil produced from deposits shallower than 5,000 metres and 16% for condensate and oil produced from deposits deeper than 5,000 metres, for both old and new wells.

As a direct result of the war in Ukraine, including the significant decline in domestic consumption disrupting the previous supply, demand and pricing dynamics, there has been a divergence between domestic and European gas pricing, and accordingly, the methodology (linked to European prices) used to determine the reference gas price for the subsoil tax rates has had a significantly detrimental effect for domestic gas producers. In order to address this issue, legislation was implemented in August 2022 which modified such methodology to ensure that it operates as originally intended (with such reference price being aligned with domestic prices). 

Administrative expenses for the period were higher at $2.9 million (1H 2024: $2.4 million) as a result of higher staff and consultancy costs.

The tax charge for the six months ended 30 June 2025 was lower at $2.0 million (1H 2024: $4.2 million), and comprised a current tax charge of $0.4 million (1H 2024: $3.1 million) and a deferred tax charge of $1.6 million (1H 2024: $1.1 million).

A deferred tax asset relating to the Group's provision for decommissioning as at 30 June 2025 of $0.7 million (31 December 2024: $0.6 million) was recognised on the tax effect of the temporary differences of the Group's provision for decommissioning at the MEX-GOL and SV fields, and its tax base. A deferred tax liability relating to the Group's development and production assets at the MEX-GOL and SV fields as at 30 June 2025 of $8.1 million (31 December 2024: $6.4 million) was recognised on the tax effect of the temporary differences between the carrying value of the Group's development and production asset at the MEX-GOL and SV fields, and its tax base.

A deferred tax asset relating to the Group's provision for decommissioning as at 30 June 2025 of $0.4 million (31 December 2024: $0.4 million) was recognised on the tax effect of the temporary differences on the Group's provision on decommissioning at the VAS field, and its tax base. A deferred tax asset relating to the Group's development and production assets at the VAS field as at 30 June 2025 of $0.1 million (31 December 2024: $0.1 million) was recognised on the tax effect of the temporary differences between the carrying value of the Group's development and production asset at the VAS field, and its tax base.

Capital investment of $0.2 million reflects the greatly reduced investment in the Group's oil and gas development and production assets during the period (1H 2024: $0.5 million). The low level of capital investment in the period is a function of the deferral of certain aspects of the Group's development plans necessitated by the ongoing war in Ukraine and the suspension of the Group's MEX-GOL, SV and VAS licences since November 2024.

A review of any indicators of impairment of the carrying value of the Group's assets was undertaken at the period end and this review concluded that the suspension of the MEX-GOL, SV and VAS production licence had resulted in such an indicator. Impairment reviews were therefore conducted on the carrying value of the Group's assets but did not result in the recognition of any further impairment loss (1H 2024: $nil).

Cash and cash equivalents held as at 30 June 2025 were higher at $100.7 million (1H 2024: $93.7 million). The Group's cash and cash equivalents balance as at 22 September 2025 was $100.2 million, held as to $84.2 million equivalent in Ukrainian Hryvnia and the balance of $16.0 million equivalent predominantly in US Dollars, Euros and Pounds Sterling.

During the first six months of 2025, the Ukrainian Hryvnia was stable against the US Dollar, at UAH42.0/$1.00 on 31 December 2024 and UAH41.6/$1.00 on 30 June 2025. The impact of this was $1.6 million of foreign exchange gain (1H 2024: $8.9 million of foreign exchange loss). Increases and decreases in the value of the Ukrainian Hryvnia against the US Dollar affect the carrying value of the Group's assets. The official exchange rate of the Ukrainian Hryvnia to the US Dollar on 22 September 2025 was UAH41.25/$1.00. 

Cash from operating activities has funded capital investment during the first six months of 2025, and along with the Group's current cash position, are the sources from which the Group plans to fund the limited development programmes for its assets over the remainder of 2025 and beyond. This is coupled with the fact that the Group has no debt covenants that may otherwise impede its ability to implement contingency plans if domestic and/or global circumstances dictate. This flexibility and ability to monitor and manage development plans and liquidity is a cornerstone of our planning, and underpins our assessments of the future. The annual Group running costs of less than $8 million are currently covered by interest income from the Group's monetary resources at the end of the period of $100.7 million, meaning that the Group remains in a very strong position, notwithstanding the impact of the current regulatory actions of the Ukrainian authorities and the war in Ukraine, as well as any local or global shocks that may occur to the industry and/or the Group.

Bruce Burrows

Finance Director

Principal Risks and How We Manage Them

The Group has a risk evaluation methodology in place to assist in the review of the risks across all material aspects of its business. This methodology highlights external, operational and technical, financial and corporate risks and assesses the level of risk and potential consequences. It is periodically presented to the Audit Committee and the Board for review, to bring to their attention potential risks and, where possible, propose mitigating actions. Key risks recognised and mitigation factors are detailed below:-

Directors' Responsibility Statement

The Directors confirm that, to the best of their knowledge:

a) the unaudited condensed interim consolidated financial statements have been prepared in accordance with UK-adopted International Accounting Standard 34, 'Interim Financial Reporting' ("IAS 34") and the AIM Rules for Companies; and

b) these unaudited interim results include:

(i) a fair review of the information required (i.e. an indication of important events and their impact and a description of the principal risks and uncertainties for the remaining six months of the financial year); and

(ii) a fair review of the information required on related party transactions.

A list of current Directors is maintained on the Group's website, www.enwell-energy.com.

Condensed Interim Consolidated Income Statement

The Notes set out below are an integral part of these unaudited condensed interim consolidated financial statements.

Condensed Interim Consolidated Statement of Comprehensive Income

The Notes set out below are an integral part of these unaudited condensed interim consolidated financial statements.

Condensed Interim Consolidated Balance Sheet

The Notes set out below are an integral part of these unaudited condensed interim consolidated financial statements.

Condensed Interim Consolidated Statement of Changes in Equity

 * Predominantly as a result of exchange differences on retranslation, where the subsidiaries' functional currency is not US Dollars

The Notes set out below are an integral part of these unaudited condensed interim consolidated financial statements.

Condensed Interim Consolidated Statement of Cash Flows

*ECL - Expected credit losses

The Notes set out below are an integral part of these unaudited condensed interim consolidated financial statements.

Notes to the Unaudited Condensed Interim Consolidated Financial Statements

1. General Information and Operational Environment

Enwell Energy plc (the "Company") and its subsidiaries (together the "Group") is a gas, condensate, oil and LPG production group.

The Company is a public limited company incorporated in England and Wales under the Companies Act 2006, whose shares are quoted on the AIM Market of London Stock Exchange plc. The Company's registered office is at 84 Brook Street, London W1K 5EH, United Kingdom and its registered number is 4462555.

As at 30 June 2025, the Company's immediate parent company was Smart Energy (CY) Limited, which was 100% owned by Smart Holding (Cyprus) Limited, which was 100% owned by Proteas Trustees Ltd as trustee of the STEP Trust, and Proteas Trustee Services Ltd, Afroditi Loukaidou, Elena Iona and Argyrou Vaso as trustees of the SMART Trust. Accordingly, the Company was ultimately controlled by Proteas Trustees Ltd as trustee of the STEP Trust, and Proteas Trustee Services Ltd, Afroditi Loukaidou, Elena Iona and Argyrou Vaso  as trustees of the SMART Trust.

The Group's gas, condensate LPG and oil extraction and production facilities are located in Ukraine.

Impact of the ongoing war in Ukraine

On 24 February 2022, Russia commenced a military invasion of Ukraine, and since then there has been an ongoing war in Ukraine. Shortly after the invasion, the Ukrainian Government imposed martial law, and the corresponding introduction of related temporary restrictions that impact, amongst other areas, the economic environment and business operations in Ukraine. The war has caused significant economic and social challenges in Ukraine, which has led to a deterioration of Ukrainian State finances, volatility of financial markets, illiquidity on capital markets, higher inflation and a depreciation of the national currency against major foreign currencies.

During 2022, the National Bank of Ukraine ("NBU") took a number of measures to protect the Ukrainian economy, including significantly increasing its key policy interest rate, introducing temporary restrictions on foreign currency trades and limiting cross-border payments for non-critical imports and repayment of debt to foreign creditors, apart from international institutions. In addition, the Ukrainian Hryvnia exchange rate with the US Dollar was effectively fixed on the foreign exchange market to ensure the stable operation of Ukraine's financial system.

The NBU is now following an interest rate policy consistent with inflation targets, and its key policy rate currently stands at 15.5%. The inflation rate in Ukraine for the first half of 2025 was 6% (2024 year: 12%) according to the statistics published by the State Statistics Service of Ukraine. 

In October 2023, the NBU returned to a managed floating exchange rate for the Ukrainian Hryvnia, and as of 30 June 2025, the Ukrainian Hryvnia exchange rate with the US Dollar was UAH41.64/$1.00 (UAH42.04/$1.00 as at 31 December 2024).

During the first half of 2025, Ukrainian GDP increased by 1.3% compared with a 2.9% increase in the 2024 year.

The nature of the situation in Ukraine and the unpredictability of the outcome means it is impracticable to assess the full impact of the war on the economic environment.

Overall, the final resolution and the ongoing effects of the war and political and economic situation in Ukraine are difficult to predict, but they may have further severe effects on the Ukrainian economy and the Group's business.

As at 22 September 2025, the official NBU exchange rate of the Ukrainian Hryvnia against the US Dollar was UAH41.25/$1.00, compared with UAH41.64/$1.00 as at 30 June 2025.

Further details of risks relating to Ukraine can be found within the Principal Risks and Uncertainties section earlier in this announcement.

2. Accounting Judgements and Estimates

Basis of preparation

These unaudited condensed interim consolidated financial statements for the six month period ended 30 June 2025 have been prepared in accordance with UK-adopted International Accounting Standard 34, 'Interim Financial Reporting' ("IAS 34") and the AIM Rules for Companies. The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period.

These unaudited condensed interim consolidated financial statements do not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 December 2024 were approved by the Board of Directors on 20 June 2024 and subsequently filed with the Registrar of Companies. The Auditors' Report on those accounts was not qualified and did not contain any statement under section 498 of the Companies Act 2006.

The unaudited condensed interim consolidated financial statements should be read in conjunction with the annual consolidated financial statements for the year ended 31 December 2024, which were prepared in accordance with UK-adopted International Accounting Standards.

The accounting policies and methods of computation and presentation used are consistent with those used in the Group's Annual Report and Financial Statements for the year ended 31 December 2024, with the exception of the new or revised standards and interpretations set out below.

Going Concern

The Group's business activities, together with the factors likely to affect its future operations, performance and position are set out in the Chairman's Statement, Chief Executive's Statement and Finance Review. The financial position of the Group, its cash flows and liquidity position are set out in these unaudited condensed interim consolidated financial statements.

On 24 February 2022, Russia commenced a military invasion of Ukraine, and since then there has been an ongoing war between Russia and Ukraine. Immediately after the commencement of the war, the Ukrainian Government imposed martial law and introduced a number of related temporary restrictions that impacted the economic environment and business operations in Ukraine. While a number of restrictions remain in place, improvements in the economic environment have led the Ukrainian Government to relax a number of the restrictions and stabilise the economic situation in Ukraine.

The production assets of the Group are located in the central and eastern part of the country (Poltava and Kharkiv regions) which are controlled by the Ukrainian Government. As of the date of approval of these financial statements, no assets of the Group have been damaged. However, the licences relating to the Group's MEX-GOL and SV assets in the Poltava region and VAS asset in the Kharkiv region are suspended after the State Geologic and Subsoil Survey of Ukraine issued orders on 15 November 2024 for the suspension of the MEX-GOL, SV and VAS production licences for a period of ten years effective from 8 October 2024, and consequently all field and production operations on these licences has ceased. No military activities have occurred at the Group's field locations. The Gas Transmission System Operator of Ukraine has maintained complete operational and technological control over the operations of the Ukrainian Gas Transmission System. However, as of the date of approval of these financial statements, the war and the regulatory actions of the Ukrainian authorities has had, and continues to have, a material impact on the production and sales levels of the business and execution of the Group's 2025 budget.

The Group has no debt and funds its operations from its own cash resources. Cash and cash equivalents were $100.2 million as at 22 September 2025. The Directors maintain a significant level of flexibility to modify the Group's development plans as may be required to preserve cash resources for liquidity management. Absent the potential impact of the war in Ukraine, the Directors are satisfied that the Group and the Company are a going concern and will continue their operations for the foreseeable future.

In assessing the impact of the war and the regulatory actions of the Ukrainian authorities on the ability of the Group and the Company to continue as a going concern, the Directors have analysed a number of possible scenarios of economic and military developments and the impact on the expected cash flows of the Group and Company for 2025 and 2026. This includes considering a possible worst case scenario in which the Group has zero production as a result of possible future military conflict and regulatory actions dictating field operations being completely shut-in, and all other non-production related costs being maintained at current levels with no reduction or mitigating actions as would otherwise be possible. Even in this worst-case scenario, the Directors are satisfied that the Group and the Company have sufficient liquid resources to be able to meet their liabilities as they fall due and to be able to continue as a going concern for the foreseeable future.

The corporate strategy for the near term is to:

In respect of the Group's operations, staff and assets in Ukraine, the potential short and long-term impact of the future development of the war is inherently uncertain. Accordingly, this creates a material uncertainty related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern because of the potential impact on its ability to continue its operations for the foreseeable future and realise its assets in the normal course of business. The financial statements do not include the adjustments that would result if the Group were unable to continue as a going concern.

The Company is a UK-based investment holding company. The Company had cash and cash equivalents of $16.0 million as at 22 September 2025, all of which are held outside of Ukraine, in US Dollars, Pounds Sterling and Euros. The Directors are satisfied that the Company is a going concern and will be able to continue its operations for the foreseeable future, and there is no material uncertainty in respect of its ability to do so.

New and revised standards adopted by the Group

The Group has adopted the following new and revised standards for the first time, effective for reporting periods beginning on or after 1 January 2024:

Amendments to IAS 1 Liabilities with Covenants

The amendments clarify the requirements for classifying liabilities in financial statements if the implementation of covenants is related to events after the reporting date. Now, liabilities related to covenants are classified as non-current if all contractual terms are met at the reporting date, or if the creditor provides a grace period to remedy covenant violations that lasts at least 12 months after the reporting date. This allows entities to avoid incorrect classification of liabilities that are not actually required to be repaid immediately.

The amendments require retrospective application for all periods presented, if practicable.

Since the Group has no liabilities with covenants, the Group's accounting policies have not changed, no potential impacts on future periods are expected, the amendments did not affect any items in the financial statements, and there were no restatements for prior periods.

Amendments to IFRS 16 - Sale and Leaseback Liabilities

The amendments clarify the requirements for measuring lease liabilities in sale and leaseback cases. In particular, the amendments require lease payments to be determined in such a way that the amount of profit recognised corresponds only to those rights that have been transferred to the lessor. This is aimed to avoid misinterpretation in the event of changes in future lease payments, especially if they include variable payments that are not index or rate dependent. The amendments allow entities to increase transparency in financial reporting and enhance compliance with the economic substance of transactions.

The transitional provisions require retrospective application to all periods presented.

Since these amendments relate to transactions that are absent in the Group's activities, the Group's accounting policies have not changed, no potential impacts on future periods are expected, the amendments did not affect any items in the financial statements, and there were no restatements for prior periods.

Amendments to IAS 7 and IFRS 7 - Supplier Financing Arrangements

The amendments clarify disclosure requirements for supplier financing arrangements that allow companies to transfer their liabilities to suppliers to financial institutions. The amendments are aimed at improving the transparency of cash flow reporting, liability classification, and liquidity risks. Disclosures are required to include the terms of such arrangements, the range of payment periods, the amount of the liabilities, and the impact on financial indicators.

The amendments require retrospective application to all periods presented.

Since these amendments relate to specific transactions that are absent in the Group's activities, the Group's accounting policies have not changed, no potential impacts on future periods are expected, the amendments did not affect any items in the financial statements, and there were no restatements for the prior periods.

New and revised IFRSs that have been issued but which have not yet entered into force

In accordance with the requirements of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors, the Group has considered all new and revised standards that have been issued but which are not yet effective at the date of preparation of these financial statements. The list of such standards and amendments includes:

*For annual reporting periods beginning on or after the Effective Date.

These new standards and interpretations are not expected to significantly affect the Group's consolidated financial statements.

Significant accounting judgements and estimates

The preparation of the unaudited condensed interim consolidated financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates.

In preparing these unaudited condensed interim consolidated financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were consistent with those that applied to the consolidated financial statements for the year ended 31 December 2024 with certain updates described below.

Estimates

Depreciation of Development and Production Assets

Development and production assets held in property, plant and equipment are depreciated on a unit of production basis at a rate calculated by reference to proven and probable reserves at the end of the period plus the production in the period, and incorporating the estimated future cost of developing and extracting those reserves. Future development costs are estimated using assumptions about the number of wells required to produce those reserves, the cost of the wells, future production facilities and operating costs, together with assumptions on oil and gas realisations, and are revised annually. The reserves estimates used are determined using estimates of gas in place, recovery factors, future hydrocarbon prices and also take into consideration the Group's latest development plan for the associated development and production asset. The latest development plan and therefore the inputs used to determine the depreciation charge for the MEX-GOL, SV and VAS fields continue until the end of the economic life of the fields, which is assessed to be 2038, 2042 and 2028 respectively, based on the assessment contained in the DeGolyer & MacNaughton reserves report for these fields. The licences for the MEX-GOL and SV fields have been extended until 2044. Were the estimated reserves at the beginning of the year to differ by 10% from previous assumptions, the impact on depreciation for the period ended 30 June 2025 would be to increase it by $31,000 or decrease it by $38,000 (31 December 2024: increase by $417,000 or decrease by $504,000).

3. Segmental Information

In line with the Group's internal reporting framework and management structure, the key strategic and operating decisions are made by the Board of Directors, who review internal monthly management reports, budgets and forecast information as part of this process. Accordingly, the Board of Directors is deemed to be the Chief Operating Decision Maker within the Group.

The Group's only class of business activity is oil and gas exploration, development and production. The Group's operations are located in Ukraine, with its head office in the United Kingdom. These geographical regions are the basis on which the Group reports its segment information. The segment results as presented represent operating profit before depreciation and amortisation.

6 months ended 30 June 2025 (unaudited)

*Comprises additions to property, plant and equipment and intangible assets (Notes 8 and 9).

Year ended 31 December 2024 (audited)

*Comprises additions to property, plant and equipment and intangible assets (Notes 8 and 9).

6 months ended 30 June 2024 (unaudited)

*Comprises additions to property, plant and equipment and intangible assets (Notes 8 and 9).

There are no inter-segment sales within the Group and all products are sold in the geographical region in which they are produced. The Group is not significantly impacted by seasonality.

4. Cost of Sales

5. Other operating gains, (net)

6. Taxation

The income tax charge of $2,030,000 for the six month period ended 30 June 2025 relates to a сurrent tax charge of $387,000 and a deferred tax charge of $1,643,000 (1H 2024: current tax charge of $3,060,000 and deferred tax charge of $1,137,000).

The movement in the period was as follows:

Taxes on income in the interim periods are accrued using the tax rate that would be applicable to the expected total annual profit or loss. The effective tax rate for the six month period ended 30 June 2025 was 25% (1H 2024: 25%). 

The deferred tax asset relating to the Group's provision for decommissioning at 30 June 2025 of $669,000 (31 December 2024: $615,000) was recognised on the tax effect of the temporary differences of the Group's provision for decommissioning at the MEX-GOL and SV fields, and its tax base. The deferred tax liability relating to the Group's development and production assets at the MEX-GOL and SV fields at 30 June 2025 of $8,069,000 (31 December 2024: $6,411,000) was recognised on the tax effect of the temporary differences between the carrying value of the Group's development and production asset at the MEX-GOL and SV fields, and its tax base.

The deferred tax asset relating to the Group's provision for decommissioning at 30 June 2025 of $366,000 (31 December 2024: $355,000) was recognised on the tax effect of the temporary differences on the Group's provision on decommissioning at the VAS field, and its tax base. The deferred tax asset relating to the Group's development and production assets at the VAS field at 30 June 2025 of $33,000 (31 December 2024: $8,000) was recognised on the tax effect of the temporary differences between the carrying value of the Group's development and production asset at the VAS field, and its tax base.

7. Earnings per Share

The calculation of basic earnings per ordinary share has been based on the loss for the six-month period ended 30 June 2025 and 320,637,836 (30 June 2024: 320,637,836) ordinary shares, being the weighted average number of shares in issue for the period. There are no dilutive instruments.

8. Property, Plant and Equipment

At 30 June 2025, an impairment indicator was identified by the Group, and impairment tests were performed for the MEX-GOL, SV, SC and VAS fields. These reviews concluded that no impairment to carrying value had occurred on any Group asset.

9. Intangible Assets

Intangible assets consist mainly of the hydrocarbon production licence relating to the VAS gas and condensate field, which is held by LLC Prom-Enerho Produkt, and the SC hydrocarbon exploration licence, which is held by LLC Arkona Gas-Energy. The Group amortises the hydrocarbon production licence relating to the VAS field using the straight-line method over the term of the economic life of the VAS field until 2028. The SC hydrocarbon exploration licence is not amortised due to it being at an exploration and evaluation stage.

As at 30 June 2025, an impairment indicator was identified by the Group, and impairment tests were performed for the MEX-GOL, SV, SC and VAS fields. These reviews concluded that no impairment to carrying value had occurred on any Group asset.

10. Trade and Other Receivables

Due to the short-term nature of the trade and other financial receivables, their carrying amount is assumed to be the same as their fair value. All trade and other financial receivables, except those provided for, are considered to be of high credit quality.

As at 30 June 2025 and 31 December 2024, the Group's total trade receivables were denominated in Ukrainian Hryvnia.

11. Provision for Decommissioning

The provision for decommissioning is based on the net present value of the Group's estimated liability for the removal of the Ukrainian production facilities and well site restoration at the end of production life.

The non-current provision of $8,550,000 (31 December 2024: $8,276,000) represents a provision for the decommissioning of the Group's MEX-GOL, SV, VAS and SC production and exploration facilities, including site restoration. None of the provision was utilised during the reporting period.

12. Financial Instruments

The Group's financial instruments comprise cash and cash equivalents and various items such as debtors and creditors that arise directly from its operations. The Group has bank accounts denominated in British Pounds, US Dollars, Euros and Ukrainian Hryvnia. The main future risks arising from the Group's financial instruments are currency risk, interest rate risk, liquidity risk and credit risk.

The Group's financial assets and financial liabilities, measured at amortised cost, which approximates their fair value, comprise the following:

At 30 June 2025, the Group held cash and cash equivalents in the following currencies:

All of the cash and cash equivalents held in Ukrainian Hryvnia are held in banks within Ukraine, and all other cash and cash equivalents are held in banks within Europe, Ukraine and the United Kingdom.

13. Reconciliation of Operating Profit to Operating Cash Flow

14. Contingencies and Commitments

Amounts related to works contracted in relation to the Group's 2025 investment programme at the MEX-GOL, SV, VAS and SC gas and condensate fields in Ukraine, but not provided for in the unaudited condensed interim consolidated financial statements at 30 June 2025, were $0 related to Oil and Gas Exploration and Evaluation assets and $247,131 related to Oil and Gas Development and Production assets (31 December 2024: $0 and $461,587 respectively).

15. Related Party Disclosures

Key management personnel of the Group are considered to comprise only the Directors. Remuneration of the Directors for the six month period ended 30 June 2025 was $441,100 (1H 2024: $934,311, and year ended 31 December 2024: $1,632,000).