Final Results

About this update from Prospex Energy Plc

Prospex Energy PLC / Index: AIM / Epic: PXEN / Sector: Oil and Gas   27 May 2025   Prospex Energy PLC ('Prospex' or the 'Company')   Final Results for Year ended 31 December 2024 and Notice of Annual General Meeting   Prospex Energy plc, an AIM quoted investment company, is pleased to announce its audited Final Results for the year ended 31 December 2024 (the "year-end") and Notice of the Annual General Meeting ("AGM") on 25 June 2025.   Corporate Highlights ·    At the end of 2024, the financial position of the Company had significantly strengthened with three revenue generating onshore natural gas investments situated in stable European countries - two in Spain and one in Italy. ·    A fundraise in August 2024 of £4.2m gross via the issue of 69,955,393 new shares at 6p each, was applied in the same month to acquire 7.5% of HEYCO Energy Iberia S.L. ("HEI"). HEI has majority ownership in the producing Viura gas field in northern Spain, now the Company's third producing asset. 14.473% of the net after-tax production income from the Viura gas field accrues to the Company's investment until completion of the drilling programme and payback of its initial capital investment plus a 10% preferred return, after which its share reverts to 7.2365%. ·    The results from the Viura-1B well, announced in December 2024, confirmed this investment decision. As this asset was acquired during the year, the fair value attributed to it is the actual amount invested at year-end, and it has not been revalued.  ·    During the year the Company expanded its activities into Poland, and created PXEN Tatra Sp. Z. o. o., a wholly owned subsidiary of Prospex, following its qualification to apply for onshore acreage hydrocarbon exploration licences in country. ·    Exemplary safety performance by our operators, contractors and partners with no lost time incidents and no environmental issues or events. Financial Highlights ·    The Company recorded a loss for the year of £46,759 (2023: loss - £1,231,400), a 96% reduction on last year.   ·    The Company is reporting a 19.5% increase in shareholder equity (net asset value) at year-end of £4,013,106, to £24,590,154 (2023: £20,577,048). ·    The revaluation of investments at fair value resulted in an increase of 4.59% to £16,310,197 (2023: £15,594,931) and an unrealised gain of £713,583 (2023: unrealised loss - £469,709). ·    In March 2024, the Company made final settlement of all remaining interest-bearing debt and interest. No further debt finance was required or raised during the year. ·    Consistent with the Company's strategy, cash inflows from the Company's investment portfolio (which are received as loan repayments until repayment of capital and interest) were reinvested for growth, with further investment in all of the Company's assets during the year. ·    At year-end, the Company held cash and cash equivalents of £1,185,386 (2023: £3,186).   Post period highlights ·    On 15th April 2025, the Company's wholly subsidiary, PXOG Muirhill Limited, completed the acquisition of 100% of Tarba Energía S.L. ("Tarba") through the purchase of the entire shareholding held by Warrego Energy Pty Ltd ("Warrego") in Tarba (the "Warrego Shares"). The Company now owns a 100% indirect working interest in El Romeral asset and the Tesorillo and Ruedalabola exploration permits. ·    The Company has invested a further £903,000 in the Viura asset during 2025. ·    Both of the above were completed using the Company's existing capital resources. ·    The Company appointed Hannam & Partners ('H&P') as Joint Broker. ·    The management team has been strengthened with the appointment of Richard Jameson, as Chief Operating Officer.   Operational Highlights Viura Field - Northern Spain ·    The Viura acquisition significantly increased Prospex's proven (2P) reserves by 6.5 Bcf (0.18 Bcm) net to Prospex.  Gross 2P remaining reserves at the Viura field is 90 Bcf (2.5 Bcm) and is expected to increase upon further evaluation of the newly drilled horizons. ·    Successful drilling and discovery of the Viura-1B well which reached its revised total depth in October 2024, encountering high-quality gas-bearing formations, including a new discovery in the previously unexplored Utrillas-B reservoir.  Further testing is planned for 2026. ·    Viura-1B was completed and tested with flow rates up to 500,000 scm/d (17.7 MMscfd), initiating production at 300,000 scm/d (10.6 MMscfd), significantly boosting Prospex's total gas output in December 2024. ·    Total natural gas produced from the Viura-1B well from start-up in December 2024 to the end of Q1-2025 was 30.2 MMscm = 1.1 Bcf (which is ≈ 4.4 MMscm = 154 MMscf net to Prospex). ·    Post Period the Company announced the temporary cessation of production of the new Viura-1B well due to a leak in the completion tubing.  The Operator is sourcing the necessary equipment including mobilising a suitable drilling rig in order to perform the workover by mid-June 2025. ·    Drilling Phase 2 wells Viura-3A and Viura‑3B is now anticipated in 2026. El Romeral - Southern Spain ·    Ten year extension of the natural gas exploitation concessions at "El Romeral 1, 2 and 3" to July 2034. ·    Significant progress was made by the operator on the permitting process of the five new wells to be drilled on the concessions and the Environmental Impact Assessment.  It is anticipated that the drilling permits may be issued in 2025. ·    Potential connection and gas sales to Enagas Gas Grid, subject to the issue of the permits to drill the five new El Romeral gas wells. Selva Field - Northern Italy ·    Strong production and revenues with gross gas production for 2024 totalling 27.5 million scm, with 10.2 million scm net to Prospex.  Gross revenue reached €10.3 million, with €3.8 million net to Prospex at an average realised gas price of €0.37/scm. ·    Average gross daily production increased steadily each quarter, ending the year at nearly 80,000 scm/day.  Quarterly net revenues to Prospex rose from €705,000 in Q1 to €1.25 million in Q4. ·    Extension of long-term gas sales contract w ith BP Gas Marketing ("BPGM"), originally effective from April 2024, was extended by 12 months in October.  A further renewal is anticipated by October 2025. ·    Drilling applications for four new wells in the Selva Malvezzi production concession were filed in Q3-2024 with the technical office of the Ministry of Environment and Energy Security. ·    Lifting of the inherent hydrocarbon exploration and extraction restrictions on the Plan for the Sustainable Energy Transition of Eligible Areas ("PiTESAI") has led to increased access for activities on the Selva Malvezzi Concession. ·    Approval for strategic 3D Seismic Campaign was obtained in January 2025, paving the way for four new planned wells.   Commenting on the results, Mark Routh, Prospex's CEO, said: "2024 was a year in which we made significant progress towards the development of our stated strategy - to become a mid-tier independent European energy producing group.  We are pleased to report a significant increase in net asset value by more than £4 million, underpinned by our growing portfolio of high-quality energy investments.  Ending the year debt-free, with more than £1.1 million in cash and financially self-sustaining on a business-as-usual basis, marks a key milestone for the business, enabling us to reinvest organically and strengthen our foundation for future growth from a far stronger balance sheet.   "The subsequent successful acquisition of Tarba Energía, and the increase of investment in the Viura asset, both completed with existing cash reserves, highlight our disciplined approach to portfolio development, supported by the continued confidence of our investors.  Looking ahead, we remain focused on both organic growth from our existing assets and the pursuit of new opportunities that meet our rigorous investment standards and look forward to a successful 2025."     Notice of Annual General Meeting   The Company also gives notice that its AGM will be held at Huckletree Bishopsgate, 8 Bishopsgate, London EC2N 4BQ , at 11.00 a.m. on 25 June 2025. The Financial Results for the year ended 31 December 2024 together with the Notice of AGM will be available to download from the Company's website: https://prospex.energy/ and will also be posted to shareholders on or around 28 May 2025. This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR") and is disclosed in accordance with the Company's obligations under Article 17 of MAR.   * * ENDS * *   For further information visit www.prospex.energy or contact the following:   Mark Routh Prospex Energy PLC Tel: +44 (0) 20 7236 1177 Ritchie Balmer Rory Murphy Strand Hanson Limited Tel: +44 (0) 20 7409 3494 Andrew Monk (Corporate Broking) Andrew Raca / Alex Cabral (Corporate Finance) VSA Capital Limited Tel: +44 (0) 20 3005 5000 Neil Passmore / Leif Powis Hannam & Partners Tel: +44 (0) 20 7907 8500 Ana Ribeiro / Charlotte Page St Brides Partners Limited Tel: +44 (0) 20 7236 1177     Prospex Energy Plc   Chairman's Report for the year ended 31 December 2024 Prospex Energy is an AIM quoted company with a focus on European natural gas and electricity.  Several significant developments took place in 2024, and the stage was set for additional opportunities in 2025 and beyond.  At 31 December 2024, through its investments the Company has working interests in three producing natural gas fields, two in Spain - the Viura gas field and El Romeral, and one in Italy - the Selva Malvezzi concession, which during 2024 were operated by the Company's partners.  Two of these generated income throughout the year - electricity sales from its gas-to-power facility at El Romeral in southern Spain and natural gas sales from the Selva field in northern Italy.  This has enabled the Company's investment vehicles to reinvest for growth and to make partial repayments to the Company of their interest-bearing debt, being funds which were invested during the acquisition, exploration and development phases.  In August 2024, the Company acquired a 7.2365% working interest in the producing Viura concession in Northern Spain (14.473% until pay back of capital investment plus a 10% preferred return) and gas sales accrued to this investment from that date.  Income from Viura was and is being reinvested in further drilling at Viura until completion of the drilling programme in 2026. Prospex Energy acquired its 7.2365% working interest in the Viura gas field by way of a 7.5% shareholding in HEYCO Energy Iberia S.L through its subsidiary PXOG Muirhill Ltd. including a share of 90 Bcf proven gas reserves and the Viura gas processing plant. The Company also created an investment vehicle in Poland, PXEN Tatra Sp. Z o.o., which is 100% owned and during 2024 initiated applications for open-acreage exploration permits in that country.  These permits have not yet been awarded. Operations in all the Company's investment portfolio were carried out with an exemplary safety performance by our operators, contractors and partners with no lost time incidents and no environmental issues or events.  The Company continues to monitor its Health, Safety and Environment ("HSE") performance by promoting a high level of HSE awareness and culture with its partners, operators and subcontractors. In 2024, the financial position of Prospex Energy was significantly strengthened with production income from three onshore producing gas assets situated in two stable European countries.  All these assets have significant growth potential which will be realised with the successful completion of drilling programmes which are already well advanced in the permitting processes, comprising five wells at El Romeral, four wells at Selva Malvezzi and two wells at Viura.  The Viura wells are already permitted; the remaining nine drilling permit applications, at El Romeral and Selva, are expected to be received during 2025 or early 2026.  This puts the Company in the position to achieve significant growth from its existing production concessions on all three of its main investments.  The timing of these eleven wells is not certain and accumulated production income from its existing assets will be deployed to fund the drilling campaigns.  The Company will actively seek other sources of funding to grow the production asset base which may include debt finance, farm-out activity or portfolio rationalisation. Final Settlement of Convertible Loan Note Debts In March 2024, the Company settled the third and final capital repayment plus accrued interest on the Convertible Loan Notes issued in September 2022 from accumulated cash within the Company.  The convertible loans which were convertible at 5.5p per share of original aggregate value of £500,000 were issued to three individuals pursuant to a Convertible Loan Note Deed dated 2 September 2022.  In settlement of the third and final quarterly debt repayments, a total of £175,239 was paid to the three Convertible Loan Note holders being the capital repayment of £168,487 plus accrued interest to 31 March 2024 of £6,753. Viura- through PXOG Muirhill and HEYCO Energy Iberia S.L. In August 2024, the Company raised, in aggregate, gross proceeds of approximately £4.20 million via a Placing, Subscription and WRAP Retail Offer of 55,633,333 Placing and Subscription Shares and the 14,322,060 WRAP Retail Offer Shares, amounting in aggregate to the issue of 69,955,393 new Ordinary Shares at an Issue Price of 6 pence per share.  The WRAP Retail Offer, which was significantly oversubscribed, raised aggregate gross proceeds of £859,323.  The gross proceeds from this fundraise enabled Prospex to acquire 7.5% of HEI.  This investment was closed on 19 August 2024.  HEI has majority ownership in the Viura gas field in northern Spain, owning 96.4865% of the Viura concession, its reserves, existing production and the surface facilities.  This translates to a Prospex Energy indirect ownership of 7.2365% in the Viura concession.  The investment was an important step in the development of the Company's strategy to become a mid-tier independent European energy producing group.    Prospex Energy committed to fund 15% of the 2024-2026 HEI development programme for its 7.5% stake in HEI, however, this was not a standard "2:1 Promote" transaction.  Whilst Prospex is funding 15% of costs to earn 7.5% of HEI, the Company will be repaid its capital investment from 15% of the HEI production income (after OPEX and taxes), plus a 10% preferred return on its investment, until payback of both, at which point Prospex's share of net income reverts to 7.5%. The Viura investment has increased the Company's proven reserves.  The Viura estimated 2P gross remaining reserves is 90 Bcf (2.5 Bcm) which is 6.5 Bcf (0.18 Bcm) net to Prospex.  The investment has not been revalued pending completion of the drilling programme and a new Competent Person's Report being prepared. During 2024 Prospex invested ~£3.9million towards the Viura phase 1 development programme which included the Viura-1B well.  A further ~£903,000 has been invested during 2025, bringing the total invested in Viura by Prospex Energy at the date of this report to ~£4.8m.  The Viura Phase 2 development programme will be funded from net proceeds of Phase 1 production together with debt-finance, further investor contributions into HEI, or a combination of both. Drilling of the Viura-1B well commenced on 22 June 2024.  On 21 October 2024, the Viura-1B development well successfully reached its revised targeted Total Depth ("TD") of 4,500 metres (≈4,100 meters True Vertical Depth ("TVD")) in the 6-inch hole section of the bottom 450 metres of the well.  The Viura-1B well encountered the main Utrillas-A reservoir 50 metres higher than expected, with good quality reservoir rock and significant gas shows throughout drilling, and gas-bearing formations extending 30 metres deeper than nearby wells in the formation.  With unanimous investor agreement, it was decided to drill the Viura-1B well deeper to evaluate the unexplored Utrillas-B formation, beneath the proven and producing Utrillas-A formation.  This resulted in the discovery of a new gas-bearing section in the Viura gas field.  Good gas shows and several potential reservoir formations were identified in this previously undrilled section and valuable new data was acquired.  Further testing of the Utrillas-B is planned during Phase 2 in 2026. The total extra cost of deepening the well to appraise the Utrillas-B section was a gross cost of €2.5 million.  Prospex met its 15% share of the costs (€375,000) to deepen and complete the well from existing cash reserves. In December 2024, the Company announced the results from drilling the Viura-1B development well.  Viura-1B was completed and tested, having achieved flow rates up to 500,000 scm/d (17.7 MMscfd), which was 72,000 scm/d (2.6 MMscfd) net to Prospex.  The Viura-1B well started production at an initial rate of 300,000 scm/d (10.6 MMscfd), which is 43,000 scm/d (1.5 MMscfd) net to Prospex, more than doubling the Company's share of production across all assets in December to ≈82,000 scm/d or ≈2.9 MMscfd. Production facilities at the Viura gas plant, which is connected to the Spanish national grid network meant that gas produced during the testing phase was immediately processed and sold. Subsequent to the reporting date, from January to March 2025, gross production rates reduced to an average of ≈248,000 scm/d (8.5 MMscfd), ≈35,893 scm/day (1.25 MMscfd) net to Prospex. Included in Phase 1 was a workover to convert the suspended well Viura-3 into a water injection well which unfortunately was not successful.  Post period end in April 2025 the field was shut-in to allow well workovers with production anticipated to recommence by mid-June 2025. El Romeral - through PXOG Muirhill and Tarba Energía S.L Ten-year Extension of Concessions On 25 July 2024, the Spanish regulatory authority granted a ten-year extension of the natural gas production concessions - El Romeral 1, 2 & 3 owned by Tarba  Energía S.L. ("Tarba") to July 2034.  This enables electricity supply to the grid from the Romeral gas-to-power facility until at least July 2034, when the concessions may be extended for a further ten-year period.  Tarba's electricity production plant in Carmona near Seville was declared a Public Utility by the Andalusian Regional Government at the beginning of 2023 and is the only facility in Spain that converts electricity from natural gas at the same location as the gas is extracted from the subsurface. Permitting Applications for five additional wells Tarba Energía, the operator of the El Romeral asset has been working through the complex regulatory requirements in the application for permits to drill five additional wells and an Environmental Impact Assessment, believed to be the final step, was commenced in April 2025.  It is anticipated that the regulatory authorities will issue the drilling permits in 2025.   Potential Connection to Enagas Gas Grid and other Business Development Furthermore, the El Romeral asset has the potential to sell gas directly to the Enagas operated national gas grid with a relatively short pipeline extension and tie-in, solar generation and battery storage and gas storage in existing depleted wells.  The first two projects, direct gas sales and solar expansion, have both been advanced as far as the Company will allow pending the permitting of the five further gas wells.  The permitting of these five El Romeral gas wells is expected in 2025 and applications for a further five wells will be submitted as soon as these are received. Post Period Acquisition of Tarba Energía shares On 15 April 2025 Prospex through its wholly owned subsidiary, PXOG Muirhill Limited, exercised a right of first refusal to acquire the shares of Tarba Energía that were not previously owned, thus bringing Prospex's interest in Tarba Energia to 100%. Selva Malvezzi - through PXOG Marshall Ltd. and UOG Italia Srl. Production and Revenues for 2024 The gross production from the Selva Malvezzi concession in 2024 was 27.5 MMscm of natural gas, 10.2 MMscm net to Prospex.  Gross revenue from the Selva Malvezzi concession in 2024 was €10.3 million, €3.8 million net to Prospex with the weighted average price for the gas sold of €0.37/scm. The breakdown of production and revenue for the year is shown in Table 1. PM-1 Production Data Mar 2024 Quarter Jun 2024 Quarter Sept 2024 Quarter Dec 2024 Quarter Q1-2024 Q2-2024 Q3-2024 Q4-2024 Average gross daily production rate (scm) 69,976 74,904 76,910 79,596 Quarterly net (37%) production (MMscm) 2.363 2.529 2.596 2.710 Weighted average price (per scm) € 0.30 € 0.34 € 0.39 € 0.46 37% Revenue net to Prospex ('000) € 705 € 855 € 1,020 € 1,250 Table 1.           Gas production and revenues from the Selva Malvezzi Production Concession in 2024 Approval of 3D Seismic Campaign In January 2025, Po Valley Energy Limited (ASX: PVE) ("Po Valley Energy", "Po Valley", "PVE") successfully obtained regional approval ("INTESA") from the Emilia Romagna Regional Council to commence its works under the planned 3D‑seismic campaign.  This campaign covers the entire Selva Malvezzi Production Concession Area (the "Concession") and is an integral part of the ongoing development programme, which envisages the drilling of four new wells on the Concession, building upon the current Podere Maiar-1 well production.  Po Valley Operations Pty Limited ("PVO"), a wholly owned subsidiary of PVE, is the operator of the Concession (the "Operator"), has a 63% working interest, while Prospex has the remaining 37% working interest.  The granting of the Regional INTESA is an important step in the authorisation process, which will complete with the issuing of a formal decree from the Ministry of Environment and Energy Security once all documentation has been verified.  In anticipation of the INTESA, the Operator has completed all preliminary works in relation to the design, planning and permitting of the campaign.  With the grant of the INTESA, it has been possible to commence the formalisation of the permitting and agreements with landowners.  As part of these preparatory activities, the Operator participated in constructive co-ordination meetings with the relevant farmers associations and has worked closely with relevant representatives to ensure that all the planned activity aligns with industry best practices. The nature of the 3D seismic campaign and the technology that will be used is purposefully designed to ensure that the environmental footprint is negligible and can be carried out quickly.  The campaign is expected to take no more than three weeks.  Once the seismic data has been acquired, the dataset will be processed and interpreted in-house with the aim of optimising the subsurface drilling locations targeted by the planned four new wells on the Concession.  The Environmental Impact Assessment to obtain the permits to drill these four new wells was lodged with the Ministry of Environment and Energy Security on 24 December 2024. Preparation for the 3D geophysical survey acquisition on the Selva Malvezzi Production Concession was significantly progressed during Q4‑2024.  All environmental approvals have been received, and planning and permitting is well advanced.   Gas Sales Contract with BP Gas Marketing In February 2023 Po Valley Operations Limited ("PVO"), the operator of the Selva Malvezzi production concession, in which Prospex has a 37% working interest, signed an 18-month gas sales contract with BP Gas Marketing ("BPGM") to commence on 1 April 2024 with potential to extend, on behalf of the Joint Venture.  This contract was extended for a further 12-months in October 2024.  The joint venture is confident that the BPGM contract will be renewed before October 2025.  The gas supply price is linked to Italy's "Heren PSV day ahead mid" price assessment. In January 2024, after six months of strong gas production, PVO confirmed that the PM-1 well was continuing to perform as expected.  The commissioning and testing period undertaken by PVO defined the optimal well performance and confirmed the optimum flow rates from the well to ensure no debris accumulation and to establish the most efficient rate of production for the long term.  As a precaution, a Surface Sand Detector was installed which provides added protection to the gas plant.  The operator continued to build on the upside potential of the Selva Malvezzi production concession , by  progressing agreements with local landowners and advancing the permitting process with the regulatory authorities in order to deliver the drilling programmes at Selva North, South and East and Riccardina. Lifting of restrictions on the PiTESAI In May 2024, the Italian authorities lifted the inherent hydrocarbon exploration and extraction restrictions on the Plan for the Sustainable Energy Transition of Eligible Areas ("PiTESAI").  This was officially confirmed in June 2024.  This resulted in increased access for activities on the Selva Malvezzi Concession, meaning that East Selva may now be drilled from an optimum location, no longer requiring a highly deviated well thereby reducing risk and cost.  The improved regulatory environment and geopolitical landscape in Italy, resulted in a reform of the permitting process and schedules allowing the operator, PVO, to apply for the permitting of four wells on the concession targeting increased future revenues. Onshore Licence Applications in Poland - through PXEN Tatra Sp. Z o.o. In March 2024, Prospex registered a wholly owned subsidiary company called PXEN Tatra Spółka Z Ograniczoną Odpowiedzialnością ("PXEN Tatra") or PXEN Tatra Sp. Z o. o. (which translates to PXEN Tatra Limited Liability Company).  The company has been named after the Tatra National Park and the Tatra Mountain range in southern Poland, which form a natural border between Slovakia and Poland.  PXEN Tatra is 100% owned by the Company.   On 21 May 2024, PXEN Tatra applied to the regulator in Warsaw for pre-qualification to apply for and operate Polish exploration licences.  Pre-qualification involves demonstrating the technical and financial capacity to own licences and is a necessary step prior to any licence application.  On 3 October 2024 PXEN Tatra officially secured this qualification, and applications for licenses were immediately submitted. The Company has identified and hopes to acquire prospective blocks in Poland, which meet its stringent investment criteria; namely, areas which have proven gas production, high potential prospectivity in the targeted geological horizons, high potential for new reserves to be unlocked and can be brought onstream within two to three years.  Details of the new licence areas applied for will be made public when the official applications are publicly gazetted after the submission to the Ministry of Climate and Environment.  The licence applications have been submitted based on a 100% initial working interest.  The award of the blocks will be based upon the proposed geological and geophysical work programmes and the work commitments.  Marking a potential entrance to develop onshore natural gas in a third European nation, the reasons for choosing to expand into Poland, include the favourable regulatory environment and prospective hydrocarbons, but also importantly the Company's previous experience in country.  Poland is well known for its hydrocarbon resources and has a regulatory regime which is supportive of natural gas investment with a track record in quickly approving permits for hydrocarbon exploitation activities as the nation focusses on its security of energy supply.  The Prospex senior team has valuable prior exploration experience in Poland and is very familiar with the regional geology and importantly, the regulatory environment.  Throughout its prior operations in Poland during 2016, Prospex met all local regulatory commitments, which puts the Company in a good position to leverage the experience and relationships gained at that time.  It is also important to note that Poland has a well-established petroleum service infrastructure in Country for any drilling operations to draw on.  In order to manage the applications, in April 2024 PXEN Tatra engaged an experienced Country Manager in Poland.  Prospex already has a consultant Reservoir Geologist based in Poland who is an integral part of Prospex group's technical team, so this natural expansion of the team ensures that the Company can manage operations effectively. Post period end: El Romeral 5-well permitting In February 2025, the Spanish Ministry Initiated the Statutory Environmental Impact Assessment ("EIA") Consultation and Public Gazetting of Statutory EIA Consultation with respect to the application for permitting to drill five further wells on El Romeral Production Concessions.  The five wells are planned to target the five optimum structures on the El Romeral concessions, which will produce biogenic natural gas from shallow subsurface horizons.  The depth of the wells average about 700 metres and will each take no longer than 3-4 weeks to drill once a suitable drilling rig has been mobilised.  No objections have been received from the public and statutory consultees on the Environmental Impact Assessment to drill the five wells on the El Romeral concessions. Tarba submitted the EIA to Spain's Ministry for the Ecological Transition and the Demographic Challenge (the "Ministry") in Madrid in May 2024 prior to confirmation that the El Romeral Concessions were granted an extension for 10 years until July 2034. El Romeral Transformer Replacement On 11 January 2025, the main 9MW transformer at the El Romeral plant which exports the generated electricity to the national grid failed, resulting in the shutdown of the plant which occurred safely and with no harm to personnel or other equipment.  The local team of the Tarba Energía operator rented a replacement transformer which was successfully installed and electricity generation re-started on 1 February 2025.  The original transformer which was more than 22 years old and its repair was deemed uneconomic has been sold for its inherent scrap value.  The new rental transformer is a higher specification at 16-20 MW and will be replaced by a new appropriately sized transformer in due course. 100% acquisition of Tarba Energía On 15 April 2025 Prospex through its wholly owned subsidiary, PXOG Muirhill Limited ("Muirhill") completed the acquisition of 100% of Tarba Energía S.L. ("Tarba") through the purchase of the entire shareholding held by Warrego Energy Pty Ltd ("Warrego") in Tarba (the "Warrego Shares") (the "Acquisition").  This opportunity arose because Warrego had received and accepted an offer for its shares from a third party which Prospex had a right to match and pre-empt. As a result of this acquisition, Prospex now owns a 100% indirect working interest in both the El Romeral asset and the Tesorillo and Ruedalabola exploration permits located in the Cadiz province of southern Spain. Under the terms of the Acquisition, Muirhill has paid to Warrego €562,725 of the total consideration of €662,725.  The balance of €100,000 is payable upon securing drilling permits.  The Acquisition was funded entirely by the Company's existing capital resources. It represents a highly competitive acquisition price equating to US$0.016/mcf or US$0.092/Boe and has the potential to increase significantly the production and revenues on the El Romeral concession once the permits to drill the five new wells are approved   Preparation of consolidated financial statements Prospex Energy Plc is an Investment entity as defined by IFRS 10, as such the results of its subsidiaries are not consolidated up to the parent company.  These financial statements therefore represent the financial position of the Company on a standalone basis, and the Company's investments in its subsidiaries, joint ventures and underlying assets are recognised at fair value through profit and loss.   Financial Review The Company recorded a loss for the year of £46,759 (2023: loss - £1,231,400). The current year's loss includes an unrealised gain on revaluation of investments of £713,583 (2023: unrealised loss £469,709). Administrative expenses increased by £150,939 (13.6%) to £1,263,452 (2023: £1,112,513). Net finance income increased by £335,507 to £614,433 (2023: £278,926). The Company is reporting an increase in shareholder equity (net asset value) at 31 December 2024 of £4,013,106, to £24,590,154 (2023: £20,577,048). Total Assets increased by £3,958,557 to £25,757,867 (2023: £21,799,310).  The increase is primarily attributable to the investment in Heyco Energy Iberia, operator of the Viura asset, via the Company's wholly owned investment vehicle, PXOG Muirhill Limited.  As this asset was acquired during the year, the fair value attributed to it is the actual amount invested at year-end.  The Company has invested a further £903,000 in the Viura asset subsequent to the year-end. Total Liabilities decreased by £54,549 to £1,167,713 (2023: £1,222,262). This is comprised primarily of provision for deferred tax. The revaluation of investments at fair value resulted in an increase of 4.59% to £16,310,197 (2023: £15,594,931) and the unrealised gain of £713,583 (2023: unrealised loss - £469,709). This unrealised gain comprises the change in the fair value of the Company's wholly owned investment vehicle, PXOG Marshall Limited, which directly and indirectly owns 37% of the Selva Malvezzi concession in Italy.  The change takes into account the reduction in remaining reserves from 2024 gas production, interest payable to the Company on its loans, and deferred taxes, offset by a reduction in the liability of PXOG Marshall to the Company through loan repayments made during 2024.  The Italian asset has been re-valued on a methodology consistent with that used in prior years audited financial statements, updated to reflect underlying future gas pricing based on the benchmark Title Transfer Facility ("TTF") European forward contract gas prices applicable at 31 December 2024.    At 31 December 2024, the Company held cash and cash equivalents of £1,185,386 (2023: £3,186). Amounts owed to the Company by its investment vehicles earn interest and are repaid out of surplus funds arising from after-tax net earnings in the underlying undertakings.  Where appropriate, surplus funds within the investment entities are reinvested, at the direction of the Company, to develop and diversify the underlying assets. The strengthening of the Company's balance sheet during the year was a result of a combination of factors including the investment in the Viura asset, receipt of loan repayments from the Company's wholly owned investment vehicles, and the conversion or repayment of the Company's own remaining interest-bearing debt.  The Company has no remaining debt and no further debt finance has been required or raised. Business Development During 2024, Prospex continued to evaluate potential deals or farm-in opportunities.  The Prospex technical team undertook in depth evaluations on a number of potential opportunities and importantly recommended that the Board should progress to participate in the Viura producing natural gas asset in northern Spain.  Results to-date at Viura have confirmed this investment decision and established the potential for significant additional upside in the near future.  The technical team's input was also integral to the decision to register as an Operator and apply for exploration licenses in Poland. The Company continues its strategy of as far as possible reinvesting the investment returns within its investment vehicles for growth.  This enables the Company to minimise its need to raise funds externally, and when it does so, ensure that the funds so raised are invested directly into growing the value and diversification of the investment portfolio. The Company continues to focus on onshore natural gas and power assets in Europe.  The Company's leadership continues to have confidence that this geographical and product focus is an essential ingredient to setting Company strategy and defining the boundaries within which we operate.  Management and Staff Subsequent to the reporting date, in April 2025, a new senior member of staff Richard Jameson was appointed to the Company's executive management team as Chief Operating Officer.  Richard is already a shareholder of the Company, having supported the Company in several funding rounds and brings to the Company many years of technical experience at senior levels in the oil and gas sector. The Company benefits from an exceptional team of geologists and technical specialists with experience and knowledge in Italy, Spain and Poland and who engage constructively with the Company's partners.  Each team member is highly skilled and energetic in pursuing business development opportunities which fit the Company's rigorous investment criteria. Outlook The Board is satisfied with the progress made during the year under review and the prospects for the future, with a number of significant activities to be undertaken in each area of operations, subject to regulatory approval.  The Company's net asset value, of which its portfolio of investments is the most important part, grew significantly during 2024.  Additionally, the Company ended the year debt-free, self-sustaining on a business-as-usual basis, and continues to actively reinvest funds generated within the Company's investment portfolio for growth.  This has continued post year-end with the acquisition of Tarba Energía and the further investment in the Viura asset. Additional funding obtained from the Company's investors in August 2024 was successfully applied in the Company's acquisition of the Viura asset.  Your board of directors and indeed the entire staff, are extremely appreciative of the trust and confidence placed in us.  On behalf of the entire team, I thank all investors, both long term and those who have recently joined, for their support.  Our unwavering focus is the continued growth of the value of the Company in terms of net assets and cash generation through production of natural gas and electricity. Having further strengthened the balance sheet during 2024, this growth will be both organic, with prospects for increasing the output and diversification of existing assets and external, with the active pursuit of new assets which meet the Company's discerning investment requirements, to add to the portfolio.  The Board is always conscious of the Company's responsibilities as thoughtful investors in the energy sector and proud of the contribution its investments make to Europe's overall energy requirements.     Bill Smith Non-Executive Chairman 22 May 2025     Prospex Energy Plc Statement of Profit or Loss and Other Comprehensive Income for the year ended 31 December 2024   2024   2023 Notes  £    £ Other operating income 5                    -                 36,936 Administrative expenses (1,263,452)   (1,112,513) Share-based payment charges (96,388)   (296,191) OPERATING LOSS   (1,359,840)   (1,371,768) Gain/(loss) on revaluation of assets 12          713,583    (469,709) (646,257)   (1,841,477) Finance income 7         621,486             519,982 Finance costs 7 (7,053)   (241,056) LOSS BEFORE INCOME TAX 8 (31,824)   (1,562,551) Income tax 9      (14,935)                      331,151 LOSS FOR THE YEAR   (46,759)   (1,231,400) LOSS PER SHARE 10 Basic loss pence per share (0.01)p   (0.41)p Diluted loss pence per share (0.01)p   (0.41)p         Prospex Energy Plc (Registered number: 03896382) Statement of Financial Position 31 December 2024   2024   2023 Notes  £    £ ASSETS   NON-CURRENT ASSETS   Property, plant and equipment 11                     -                         -   Investments 12    16,310,197        15,594,931    16,310,197         15,594,931 CURRENT ASSETS   Trade and other receivables 13      8,262,184         6,201,093 Investments 14                 100                   100 Cash and cash equivalents 15      1,185,386                3,186      9,447,670         6,204,379 TOTAL ASSETS      25,757,867        21,799,310 EQUITY   SHAREHOLDERS' EQUITY   Called up share capital 16      7,349,585         7,279,630 Share premium    21,052,369        17,158,847 Merger reserve      2,416,667         2,416,667 Capital redemption reserve            43,333              43,333 Fair value reserve    15,315,822        14,617,174 Retained earnings (21,587,622)   (20,938,603) TOTAL EQUITY      24,590,154        20,577,048 LIABILITIES   NON-CURRENT LIABILITIES   Deferred taxation 19         942,593            927,658         942,593            927,658 CURRENT LIABILITIES   Trade and other payables 17          225,120            126,117 Financial liabilities - borrowings - Interest bearing loans and borrowings 18                     -              168,487          225,120            294,604 TOTAL LIABILITIES        1,167,713         1,222,262 TOTAL EQUITY AND LIABILITIES      25,757,867       21,799,310   The financial statements were approved by the Board of Directors and authorised for issue on 22 May 2025 and were signed on its behalf by:   Mark Routh Director Prospex Energy Plc Statement of Changes in Equity for the year ended 31 December 2024  Share capital  Share premium  Merger reserve  Capital redemption reserve  Fair value reserve  Retained earnings  Total    £  £  £  £  £  £  £ Balance at 1 January 2023    7,225,893        14,850,928    2,416,667         43,333      14,755,732 (20,141,952)          19,150,601 Changes in equity   Loss for the year                  -                          -                    -                    -                       -   (1,231,400) (1,231,400) Issue of shares         53,737          2,307,919                  -                    -                       -                       -              2,361,656 Equity-settled share-based payments                  -                          -                    -                    -                       -             296,191               296,191 Transfer to fair value reserve                  -                          -                    -                    -   (138,558)           138,558                        -   Balance at 31 December 2023    7,279,630        17,158,847    2,416,667         43,333      14,617,174    (20,938,603)          20,577,048 Changes in equity   Loss for the year                  -                          -                    -                    -                       -   (46,759) (46,759) Issue of shares         69,955          4,127,368                  -                    -                       -                       -              4,197,323 Costs of shares issued                  -   (233,846)                  -                    -                       -                       -   (233,846) Equity-settled share based payments                        -                    -                    -                       -               96,388                 96,388 Transfer to fair value reserve                  -                          -                    -                    -           698,648   (698,648)                          -   Balance at 31 December 2024   7,349,585       21,052,369   2,416,667        43,333   15,315,822 (21,587,622) 24,590,154   Share capital - The nominal value of the issued share capital Share premium account - Amounts received in excess of the nominal value of the issued share capital less costs associated with the issue of shares Merger reserve - The difference between the nominal value of the share capital issued by the Company and the fair value of the subsidiary at the date of acquisition Capital redemption reserve - The amounts transferred following the redemption or purchase of the Company's own shares Fair value reserve - the cumulative fair value changes of the company's fixed asset investment, net of deferred tax Retained earnings - Accumulated comprehensive income for the year and prior periods Prospex Energy Plc   Statement of Cash Flows for the year ended 31 December 2024     2024   2023 Notes  £    £ Cash outflow from operations 1 (2,606,456)   (1,161,712) Cash flows from investing activities   Purchase of fixed asset investments (1,683)                       -   Interest received              2,402                 4,938 Interest paid (7,053)   (166,365) Net cash outflow from investing activities   (6,334)   (161,427) Cash flows from financing activities   Loan repayments (168,487)   (214,454) Share issue      4,197,323               58,017 Costs of shares issued (233,846)                       -   Net cash inflow/(outflow) from financing activities   3,794,990   (156,437) Increase/(decrease) in cash and cash equivalents        1,182,200   (1,479,576) Cash and cash equivalents at beginning of year 2              3,186          1,482,762 Cash and cash equivalents at end of year 2      1,185,386                 3,186     Prospex Energy Plc   Notes to the Statement of Cash Flows for the year ended 31 December 2024   1.         RECONCILIATION OF LOSS BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS   2024   2023  £    £ Cash flows from operations   Loss before income tax (31,824)   (1,562,551) (Gain)/loss on revaluation of fixed asset investments         (713,583)               469,709 Finance income (621,486)   (519,982) Finance costs              7,053             241,056 Operating loss   (1,359,840)   (1,371,768) Increase in trade and other receivables (1,442,007)   (170,812) Increase in trade and other payables           99,003               84,677 Equity settled share-based payments           96,388             296,191 Net cash outflow from operations   (2,606,456)   (1,161,712)   2.         CASH AND CASH EQUIVALENTS   The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:            Year ended 31 December 2024   31.12.24   01.01.24    £    £ Cash and cash equivalents 1,185,386   3,186   Year ended 31 December 2023 31.12.23   01.01.23  £    £ Cash and cash equivalents              3,186          1,486,762       Prospex Energy Plc   Notes to the Financial Statements for the year ended 31 December 2024   1.         STATUTORY INFORMATION Prospex Energy Plc is a public limited company, is registered in England and Wales and is quoted on the AIM Market of the London Stock Exchange Plc.  The Company's registered number and registered office address can be found on the Company Information page. The presentation currency of the financial statements is the Pound Sterling (£), rounded to the nearest £1. 2.         ACCOUNTING POLICIES             Basis of preparation The Company's financial statements have been prepared in accordance with International Accounting Standards in conformity with the requirements of the Companies Act 2006 as they apply to the financial statements of the Company for the year ended 31 December 2024 and as applied in accordance with the provisions of the Companies Act 2006. The Company financial statements have been prepared under the historical cost convention or fair value where appropriate.             Preparation of consolidated financial statements The Company is an investment entity and, as such, does not consolidate the investment entities it controls.  The Company's interests in subsidiaries are recognised at fair value through profit and loss.             Going concern The Company has reported an operating loss for the 2024 year of £1,359,840 and as at 31 December 2024 had cash at bank and in hand of £1,185,386 and net assets of £24,590,154. In 2025 it is expected that the Company will have continuing receipts resulting from ongoing gas sales from its investment in Italy which are either reinvested or used to repay loans to the Company.  These receipts are initially being received as loan repayments together with interest charged, reimbursing the Company for capital advances made in prior years which were applied to acquisition, exploration and development costs.  As a result, it is expected that the Company will again record an operating loss during 2025, but also again, an increase in cash inflows and balance sheet strength. In Spain, gas sales from the Viura gas-field net of operating costs, are at the election of the Company, applied by the Operator, Heyco Energy Iberia ("HEI") against the Companies 15% share of costs of the continuing drilling programme, expected to complete in 2026.  Once the drilling programme is complete, the Company's total investment cost (which is already net of the reinvested operating income to that point) and a 10% additional preferred return will be repaid by HEI at a rate of 15% of net after-tax income as a dividend until both the capital invested and the 10% preferred return are fully repaid.  The Company will then continue to earn dividends from Heyco as a 7.5% shareholder.  In April 2025, the Company invested a further £903,000 in HEI. The Directors have prepared detailed financial forecasts and cash flows looking beyond 12 months from the date of the approval of these financial statements.  In developing these forecasts, the Directors have made assumptions based upon their view of the current and future economic conditions that are expected to prevail over the forecast period.    The Board expects to raise additional funding only as and when required to cover any shortfall between the Group's own cash resources and its development and expansion of activities.  In the absence of sufficient funds being available to the Company from producing assets, farm-out activity, debt and equity finance, the Company has the ability to alter its planned investment activities to concentrate on key areas in order to ensure sufficient cash is available for at least 12 months from the date of approval of these financial statements. Should regulatory approval be received which allows for an expansion of current operations, or appropriate new investment opportunities arise which meet the Company's objectives and criteria, then the Directors will explore all potential sources of funding available to meet such shortfall.  Based on the Company's track-record, assets and prospects, the Directors have a reasonable expectation that they will be able to secure such further funding should the need arise. The Directors have therefore prepared the financial statements on a going concern basis.              Property, plant and equipment Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life. Computer equipment -  25% per annum on reducing balance             Financial instruments Financial assets and financial liabilities are recognised on the statement of financial position when the Company becomes a party to the contractual provisions of the instrument.     2.         Loans and receivables These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market.  The principal financial assets of the Company are loans and receivables, which arise principally through the provision of services to customers but also incorporate other types of contractual monetary asset.  They are included in current assets, except for maturities greater than 12 months after the statement of financial position date.  These are classified as non-current assets. The Company's loans and receivables are recognised and carried at the lower of their original amount less an allowance for any doubtful amounts.  An allowance is made when collection of the full amount is no longer considered possible. The Company's loans and receivables comprise other receivables and cash and cash equivalents in the consolidated statement of financial position. Financial liabilities and equity Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into.  An equity instrument is any contract that evidences a residual interest in the assets of the entity after deducting all of its financial liabilities. Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities.  Financial liabilities are presented as such in the statement of financial position.  Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account.  Finance costs are calculated so as to produce a constant rate of return on the outstanding liability. Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument.  Dividends and distributions relating to equity instruments are debited direct to equity. Equity comprises the following: - Share capital represents the nominal value of equity shares; - Share premium represents the excess over nominal value of the fair value of consideration received for equity shares, net of expenses of the share issue; - Profit and loss reserve represents retained deficit; - The capital redemption reserve arises on redemption of shares in previous years and own share reserve; - Merger reserve represents the difference between the nominal value of the share capital issued by the Company and the fair value of the subsidiary at the date of acquisition; - Fair value reserve represents the cumulative fair value changes of the company's fixed asset investment, net of deferred tax.             Leases        Leases are recognised as finance leases.  The lease liability is initially recognised at the present value of the lease payments which have not yet been made and subsequently measured under the amortised cost method.  The initial cost of the right-of-use asset comprises the amount of the initial measurement of the lease liability, lease payments made prior to the lease commencement date, initial direct costs and the estimated costs of removing or dismantling the underlying asset per the conditions of the contract.              Where ownership of the right-of-use asset transfers to the lessee at the end of the lease term, the right-of-use asset is depreciated over the asset's remaining useful life.  If ownership of the right-of-use asset does not transfer to the lessee at the end of the lease term, depreciation is charged over the shorter of the useful life of the right-of-use asset and the lease term.             Taxation Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the statement of financial position date. Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.  Deferred tax is determined using tax rates that have been enacted or substantially enacted at the balance sheet date and are expected to apply when the related deferred income tax asset is realised, or the deferred tax liability is settled.  Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited to equity, in which case the deferred tax is also dealt with in equity.  Deferred tax assets are only recognised to the extent that it is probable that future taxable profit will be available against which the asset can be utilised.                         Cash and cash equivalents Cash and cash equivalents include cash at bank and in hand and short-term deposits with an original maturity of three months or less. Trade and other payables Trade and other payables are initially measured at fair value and subsequently measured at amortised cost using the effective interest rate method.             Foreign currency translation Items included in the Financial Statements are measured using the currency of the primary economic environment in which the Company operates (the functional currency) which is UK sterling (£).  The Financial Statements are accordingly presented in UK Sterling Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or at an average rate for a period if the rates do not fluctuate significantly.  Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Profit or Loss.  Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.             Finance income and finance costs Finance income is recognised when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably.  It is accrued on a time basis by reference to the principal outstanding and at the effective interest rate applicable. Borrowing costs are recognised as an expense in the period in which they are incurred.             Equity-settled share-based payment The Company makes equity-settled share-based payments.  The fair value of options granted is recognised as an expense, with a corresponding increase in equity.  The fair value is measured at grant date and spread over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied.  The fair value of the options granted is measured based on the Black-Scholes framework, taking into account the terms and conditions upon which the instruments were granted.  At each statement of financial position date, the Company revises its estimate of the number of options that are expected to become exercisable.  It recognises the impact of the revision to original estimates, if any, in the income statement, with a corresponding adjustment to equity.             New standards, interpretations and amendments adapted from 1 January 2024   The following amendments are effective for the period beginning 1 January 2024: •    Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 17). •    Lease Liability in Sales and Leaseback (Amendments to IFRS 16) •    Classification of Liabilities as Current or Non- Current (Amendments to IAS 1); and •    Non-current Liabilities with Covenants (Amendments to IAS 1) These amendments had no effect on the consolidated financial statements of the Group In the current year the group has applied a number of new and amended IFRS Accounting Standards issued by the International accounting Standards Board ("IASB") and adopted by the UK, that are effective for the first time for the financial year beginning 1 January 2024 Their adoption has not had any material impact on the disclosure or on the amounts reported in these financial statements.       New standards , interpretations and amendments effective from 1 January 2025 onwards There are a number of standards, amendments to standards, and interpretations which have been issued by the IASB that are effective in future accounting periods that the Group has decided not to adopt early.     Effect annual periods beginning before or after IAS 21 The Effects of Changes in Foreign Exchange Rates Lack of Exchangeability (Amendment to IAS 21 The Effects of Changes in Foreign Exchange Rates) 1 January 2025 IFRS 7 Financial Instruments: Disclosure Amendments regarding the classification and measurement of financial instruments 1 January 2026 IFRS 7 Financial Instruments: Disclosure Amendments resulting from Annual Improvements to IFRS Accounting Standards 1 January 2026 IFRS 7 Financial Instruments Contracts Referencing Nature-dependent Electricity 1 January 2026 IFRS 9 Financial Instruments Amendments regarding the classification and measurement of financial instruments 1 January 2026 IFRS 9 Financial Instruments Amendments resulting from Annual Improvements to IFRS Accounting Standards 1 January 2026 IFRS 9 Financial Instruments Contracts Referencing Nature-dependent Electricity 1 January 2026 IFRS 18 Presentation and Disclosure of Financial Statements Original issue 1 January 2027 IFRS 19 Subsidiaries without Public Accountability: Disclosures Original issue 1 January 2027   IFRS 18 Presentation and Disclosures in Financial Statements IFRS 18 replaces IAS 1, carrying forward many of the requirements in IAS 1 unchanged and complementing them with new requirements. IFRS 18 introduces new requirements to: •       present specified categories and defined subtotals in the statement of profit or loss •       provide disclosures on management-defined performance measures (MPMs) in the notes to the financial statements •       improve aggregation and disaggregation. The Directors anticipate that the application of these amendments may have an impact on the Company financial statements in future periods. The Company is currently assessing the effect of these new accounting standards and amendments. The Company does not expect to be eligible to apply IFRS 19.                             Revenue recognition Revenue is measured at the fair value of consideration receivable, net of any discounts and VAT.  It is recognised to the extent that the transfer of promised services to a customer has been satisfied and the revenue can be reliably measured. Revenue from the rendering of services to the customer is considered to have been satisfied when the service has been undertaken. Revenue which is not related to the principal activity of the Company is recognised in the Statement of Profit or Loss as other operating income.  Such income includes consultancy fees and rent receivable. 3.         CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY The preparation of the financial information in conformity with IFRS requires the use of certain critical accounting estimates that affect the reported amounts of assets and liabilities at the date of the financial information and the reported amounts of revenue and expenses during the reporting period.  Although these estimates are based on management's best knowledge of the amounts, events or actions, actual results ultimately may differ from these estimates.  The estimates and underlying assumptions are as follows: Investment entities The judgements, assumptions and estimates involved in the Company's accounting policies that are considered by the Board to be the most important to the portrayal of its financial condition are the fair valuation of the investment and the assessment regarding investment entities.  The investment portfolio is held at fair value.  The Directors review the valuations policies, process and application to individual investments. Entities that meet the definition of an investment entity within IFRS 10 are required to account for most investments in controlled entities, as well as investments in associates and joint ventures, at fair value through profit and loss.  The Board has concluded that the Company continues to meet the definition of an investment entity as its strategic objective of investing in portfolio investments for the purpose of generating returns in the form of investment income and capital appreciation remains unchanged. Fair value is the underlying principle and is defined as "the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date".  Fair value is therefore an estimate and, as such, determining fair value requires the use of judgement.  The quoted assets in our portfolio are valued at their closing bid price at the statement of financial position date.  The largest investment in the portfolio, however, is represented by an unquoted investment. Impairment of assets The Company's principal investments are in wholly owned unquoted subsidiaries which each have a minority interest in overseas entities with energy assets. The Company is required to test, on an annual basis, whether its non-current assets have suffered any impairment.  Determining whether these assets are impaired requires an estimation of the value in use of the cash-generating units to which the assets have been allocated.  The value in use calculation requires the Directors to estimate the future cash flows expected to arise from the cash-generating unit and a suitable discount rate to calculate the present value.  Subsequent changes to the cash generating unit allocation or to the timing of cash flows could impact on the carrying value of the respective assets. The calculation of value-in-use for energy assets under development or in production is most sensitive to the following assumptions: - Commercial reserves - production volumes; - commodity prices; - fixed and variable operating costs; - capital expenditure; and - discount rates. A potential change in any of the above assumptions may cause the estimated recoverable value to be lower than the carrying value, resulting in an impairment loss.  The assumptions which would have the greatest impact on the recoverable amounts of the fields are production volumes and commodity prices   3.         CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY (continued) Share based payments The estimates of share-based payments requires that management selects an appropriate valuation model and make decisions on various inputs into the model including the volatility of its own share price, the probable life of the options before exercise and behavioural consideration of employees. Deferred tax assets Deferred taxation is provided for using the liability method.  Deferred tax assets are recognised in respect of tax losses where the Directors believe that it is probable that future profits will be relieved by the benefit of tax losses brought forward.  The Board considers the likely utilisation of such losses by reviewing budgets and medium-term plans for the Company.  The Directors have decided that no deferred tax asset should be recognised at 31 December 2024.  If the actual profits earned by the Company differs from the budgets and forecasts used then the value of such deferred tax assets may differ from that shown in these financial statements. 4.         REVENUE             Segmental reporting The company operates a single reportable segment, being an investment company. All of the Company's activities are conducted from the United Kingdom. Segmental information is therefore not presented, as the directors consider that the financial statements provide sufficient information.   5.         OTHER OPERATING INCOME 2024   2023  £    £ Consultancy fees                    -                 36,936   6.         EMPLOYEES AND DIRECTORS 2024   2023  £    £ Wages and salaries         517,939             464,802 Social security costs           49,640               48,244 Other pension costs              6,073                 5,483 Share-based payments           96,388             296,191         670,040             814,720   The average number of employees during the year was as follows: 2024   2023  Number    Number Directors                     4                        4 Staff                     1                        2                     5                        6 Under the Pensions Act 2008, every employer must put certain staff into a pension scheme and contribute to it.  The Company auto-enrolled its eligible employees in a defined contribution scheme.  The charge to the Statement of Profit or Loss represents the amounts paid to the scheme.  At the year end, the amount due to the pension scheme was £nil (2023: £nil). Details of Directors' remuneration can be found in note 24.   7.         NET FINANCE COSTS 2024   2023  £    £ Finance income   Interest receivable on group loans         619,084             515,044 Bank interest receivable              2,402                 4,938         621,486             519,982 Finance costs   Loan interest payable              6,753             240,709 Interest on overdue tax                 300                    347              7,053             241,056 Net finance income         614,433             278,926   8.         LOSS BEFORE INCOME TAX The loss before income tax is stated after charging: 2024   2023  £    £ Auditors remuneration           30,000               42,900 Foreign exchange differences              1,289                 6,577   9.         INCOME TAX 2024   2023  £    £ Current tax charge   UK corporation tax on profit for the year at 25.00% (2023: 23.52%)                    -                         -   Deferred tax      14,935     (331,151) Tax charge for the year      14,935   (331,151)                         Factors affecting the tax expense The tax assessed for the year is higher than the standard rate of corporation tax in the UK.  The difference is explained below: 2024   2023  £    £ Loss before income tax (31,824)   (1,562,551) Loss before income tax multiplied by effective rate of UK corporation tax of 25.00% (2023: 23.52%%) (7,956)   (367,512) Effects of Non-deductible expenses           24,212             70,100 Tax losses not utilised         162,140            186,937 Unrealised chargeable (gains)/losses     (178,396)              110,475 Deferred tax 14,935                       (331,151)      22,891             36,361     Current tax charge       14,935     (331,151) There is no provision for UK Corporation Tax due to adjusted losses for tax purposes, subject to agreement with HM Revenue and Customs.  The deferred tax asset, measured at the standard rate of 25%, of approximately £2.92m (2023: £2.76m) arising from the accumulated tax losses of approximately £11.70m (2023: £11.05m) carried forward has been used to reduce the deferred tax charge on the unrealised gain arising on the revaluation of investments.  This will be subject to agreement with HMRC.     10.       EARNINGS PER SHARE Year ended 31 December 2024   Year ended 31 December 2023  Earnings  Number of shares  Per share amount    Earnings  Number of shares  Per share amount £ £ Basic EPS Loss for the year and earnings available to ordinary shareholders (46,759) 359,725,698 (0.01)p   (1,231,400) 298,729,117 (0.41)p   The loss and weighted average number of shares used for calculating the diluted loss per share are identical to those for the basic loss per share.  The outstanding share options (note 23) would have the effect of reducing the loss per share and would therefore not be dilutive under IAS 33 'Earnings per share'. 11.       PROPERTY, PLANT AND EQUIPMENT  Computer equipment    £ COST   At 1 January 2023 and 2023 and 31 December 2024           1,699   DEPRECIATION   At 1 January 2023 and 2023 and 31 December 2024           1,699   NET BOOK VALUE   At 31 December 2024                      -     At 31 December 2023                   -     12.       INVESTMENTS  Shares in group undertakings    Unlisted investments   Total    £  £  £ COST   At 1 January 2023      16,014,640          50,000      16,064,640 Revaluations (469,709)                   -   (469,709) At 31 December 2023      15,544,931          50,000      15,594,931 Additions             1,683                   -                1,683 Revaluations           713,583                     -           713,583   At 31 December 2024    16,260,197           50,000      16,310,197 Shares in group undertakings represent investments in PXOG Marshall Limited of £16,258,414, (2023: £15,544,831), PXOG Muirhill Limited of £100 (2023: £100) and  PXEN Tatra  Sp. Z o. o of £1,683 (2023: £nil).  The latter was incorporated in March 2024 in Poland. The Company's investments at the Statement of Financial Position date in the share capital of companies include the following:   PXOG Marshall Limited   Registered office: 60 Gracechurch Street, London EC3V 0HR Nature of business: Investment entity  % holding Ordinary shares           100.00 2024   2023   £  £ Aggregate capital and reserves 16,258,414   15,544,831 Profit/(loss) for the year 713,583 (469,709) The underlying value of PXOG Marshall Limited is based on the underlying value of the Selva Malvezzi Production Concession, Po Valley, Italy, of which it owned 37% at the year end.  Consistent with prior years, a discounted cash flow ("DCF") model was produced at the year end, based on proved and probable (2P) reserves supported by a Competent Person Report (CPR) produced in 2022.  The DCF model has been updated to reflect forward gas prices as at 31 December 2024 using the Dutch TTF Gas Futures contracts for 2025 and subsequent production years.  The DCF cashflows were discounted at 10% p.a.  In addition, consistent with the prior year, a risked valuation of 2C contingent resources in the Selva North and South fields in the 2022 CPR has been updated and included.  With the achievement of 1 st production at the Podere Maiar 1 well in 2023, and successful conversion of the exploration licence to a production licence, the likelihood of realising the contingent resources, which are on the same production licence, was increased in 2023.    PXOG Muirhill Limited   Registered office: 60 Gracechurch Street, London EC3V 0HR Nature of business: Investment entity  % holding Ordinary shares           100.00 2024   2023   £  £ Aggregate capital and reserves (407,397)   3,415 Loss for the year (410,812) (13,896) PXOG Muirhill Limited ("Muirhill") holds its interests in the Tesorillo and El Romeral projects (15% and 49.9% respectively at 31 December 2024) through its holdings of A and B shares in Tarba Energía S.L.   The fair value of the Romeral and Tesorillo assets held by Muirhill at year-end, has been changed to reflect the independent valuation implicit in a 3rd party offer, received subsequent to year-end, for the shares owned by the joint venture partner.  These assets were previously carried at cost by Muirhill.  (Muirhill exercised its right to pre-empt the offer and became the sole owner of Tarba on 15th April 2025). During the year, PXOG Muirhill Limited acquired 7.5% of HEYCO Energy Iberia S.L., which has majority ownership in the producing Viura gas field in northern Spain.  This investment by PXOG Muirhill, which totalled £3.9m by year-end, was funded by an interest-bearing loan from the Company to PXOG Muirhill.  A further £895,000 has been invested subsequent to year-end.     PXEN Tatra Sp. Z o.o.   Registered office: Prosta 67, 00-838 Warsaw, Poland Nature of business: Investment entity  % holding Ordinary shares           100.00 2024   2023  £  £ Aggregate capital and reserves (31,618)  N/A Loss for the year  (33,044)    N/A PXEN Tatra was incorporated in March 2024 to apply for licences to search for and develop onshore natural gas in Poland. PXOG Marshall Limited and PXOG Muirhill Limited are incorporated in the UK and registered in England & Wales.  PXEN Tatra SP. Z o. o is incorporated and registered in Poland. Investments are recognised and de-recognised on the date when their purchase or sale is subject to a relevant contract and the associated risks and rewards have been transferred.  The Company manages its investments with a view to profiting from the receipt of investment income and capital appreciation from changes in the fair value of investments. All investments are initially recognised at the fair value of the consideration given and, with the exception of PXOG Muirhill Limited, are subsequently measured at fair value through profit and loss. Unquoted investments, including both equity and loans are designated at fair value through profit and loss and are subsequently carried in the statement of financial position at fair value.  Fair value is determined in line with the fair value guidelines under IFRS. In accordance with IFRS 10, the proportion of the investment portfolio held by the Company's unconsolidated subsidiaries is presented as part of the fair value of investment entity subsidiaries, along with the fair value of their other assets and liabilities. The holding period of the Company's investment portfolio is on average greater than one year.  For this reason, the portfolio is classified as non-current.  It is not possible to identify with certainty investments that will be sold within one year. Investments in investment entity subsidiaries are accounted for as financial instruments at fair value through profit and loss and are not consolidated in accordance with IFRS10. These entities hold the Company's interests in investments in portfolio companies.  The fair value can increase or reduce from either cash flows to/from the investment entities or valuation movements in line with the Company's valuation policy. The fair value of these entities is their net asset values. The Directors determine that in the ordinary course of business, the net asset values of an investment entity subsidiary are considered to be the most appropriate to determine fair value.  At each reporting period, they consider whether any additional fair value adjustments need to be made to the net asset values of the investment entity subsidiaries.  These adjustments may be required to reflect market participants' considerations about fair value that may include, but are not limited to, liquidity and the portfolio effect of holding multiple investments within the investment entity subsidiary.     13.       TRADE AND OTHER RECEIVABLES 2024   2023  £    £ Current:   Trade receivables              3,206                 3,346 Amounts owed by group undertakings      8,243,866          6,185,765 VAT           10,055                 6,926 Prepayments and accrued income              5,057                 5,056      8,262,184          6,201,093   The Directors consider that the carrying amount of trade and other receivables approximates to their fair value.   14.       CURRENT ASSET INVESTMENTS 2024   2023 Shares held for sale  £    £ Shares in group undertakings                 100                    100     The investment in PXOG Massey Limited is held at £100, based on the SPA agreement which is pending completion of sale to H2Oil Limited.  In August 2020, Prospex signed a sale and purchase agreement ('SPA') with H2Oil Limited ('H2Oil') regarding the sale of the entire issued share capital of PXOG Massey Limited ('Massey').  Under the terms of the SPA, the Company will receive up to £215,000 in cash in respect of historical debt owed to the Company by Massey and nominal consideration for shares in Massey of which 85% of the funds (£182,650) had been received by Prospex by 31 December 2020.  As at the statement of financial position date, although it is still expected, the final condition of the SPA had not been met. Should the final condition of the SPA not be met, the asset would need to be reinstated at fair value which is considered to be higher than the carrying value.  The Directors have taken a prudent view not to recognise this asset at fair value unless it is virtually certain that the final condition of the SPA will not be met.   15.       CASH AND CASH EQUIVALENTS 2024   2023  £    £ Bank accounts     1,185,386              3,186   The Directors consider that the carrying amount of cash and cash equivalents approximates to their fair value.  All of the Company's cash and cash equivalents are at floating rates of interest.     16.       CALLED UP SHARE CAPITAL   2024   2023 2024   2023    Number    Number  £    £ Allotted, called up and fully paid   Ordinary shares of 0.1p each    402,539,928   332,584,535      402,541      332,585 Deferred shares of 0.1p each    942,462,000     942,462,000      942,462      942,462 Deferred shares of £24 each              54,477             54,477   1,307,459   1,307,459 Deferred shares of 0.9p each    285,785,836     285,785,836    2,572,073   2,572,073 Deferred shares of £4.80 each            442,719        442,719    2,125,051   2,125,051      7,349,585 7,279,630 Share issues In August 2024, the Company raised £4.19 million before expenses by way of a placing, subscription and a retail offer and of 69,955,393 new ordinary shares of £0.001 each in the Company at a price of 6p pence per share.  The funds were used to provide working capital for the Group. Deferred shares rights The deferred shares have no rights to vote, attend or speak at general meetings of the Company or to receive any dividend or other distribution and have limited rights to participate in any return of capital on a winding-up or liquidation of the Company.   17.       TRADE AND OTHER PAYABLES 2024   2023  £    £ Current:   Trade payables              3,714               28,889 Social security and other taxes           19,933     &nbs...

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