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RNS Number : 4175Z  Star Energy Group PLC  16 September 2025

16 September 2025

Star Energy Group plc (AIM: STAR)

("Star Energy" or "the Company" or "the Group")

Unaudited Interim results for the six months ended 30 June 2025

 

Star Energy announces its unaudited interim results for the six months to 30
June 2025.

 

Commenting today Ross Glover, Chief Executive Officer, said:

 

"We welcome the UK government's recent recognition of domestic energy's
strategic value, as reflected in policy priorities aimed at reducing reliance
on imported fossil fuels, enhancing energy security, and creating new green
jobs and economic growth. The mission of Great British Energy similarly
champions clean, secure, home-grown energy as a catalyst for job creation and
energy independence. Our strategy is closely aligned with these objectives: we
manage our oil and gas assets responsibly and efficiently, while reinvesting
operating cashflows into making our oil and gas business more resilient and
maturing our geothermal opportunities.

However, the operating environment remains challenging. Our core oil and gas
operations-critical to funding the Group-are under increasing strain from the
Energy Profits Levy, which has elevated the headline upstream tax rate to 78%.
This, combined with a more complex and costly regulatory environment, creates
substantial barriers just as the UK's dependence on energy imports remains
pronounced. In the first quarter of 2025, the country's net energy imports
underscored the urgent need to prioritise and support domestic supply.

Despite these headwinds, we remain committed to developing a robust UK
geothermal business and are lobbying the Government to provide consistent and
practical policy and regulatory support. With this support, the potential is
considerable: geothermal energy offers secure, low-carbon, and price-stable
heat at scale. We aim to be a highly active player in the energy transition
and are well-positioned to be so.

Promoting genuinely home-grown energy is essential-not only for strengthening
the UK's energy security, but also for supporting skilled employment,
generating tax receipts for the government, and fostering regional and
national growth. This opportunity is of strategic importance both to the
country and to Star Energy, and we are dedicated to realising its potential.
Our approach is disciplined and measured. We are focused on operational
excellence in our oil and gas business, making selective investments where
returns are compelling, and steadily advancing our geothermal development
pipeline in the UK and Croatia and generating value for shareholders"

 

 

 

 

 

Results Summary

                                                      Six months to 30 June 2025  Six months to

                                                      £m                          30 June 2024

                                                                                  £m
 Revenues                                             18.3                        23.2
 Adjusted EBITDA - oil and gas*                       5.5                         8.9
 Adjusted EBITDA - geothermal*                        (1.0)                       (2.4)
 Operating cashflow before working capital movements  4.8                         4.4

                                                                                  Year ended

                                                                                  31 December 2024

                                                                                  £m
 Net debt* (excluding capitalised fees)               2.7                         7.5
 Cash and cash equivalents                            4.3                         4.7

*these are alternative performance measures which are further detailed in the
financial review

 

Corporate & Financial Summary

·    Cash balances as at 30 June 2025 were £4.3 million (31 December
2024: £4.7 million) and net debt reduced to £2.7 million (31 December 2024:
£7.5 million). £8.7 million (€10.2 million) remains undrawn under our
Finance facility which can be used to fund a portion of the Singleton
Gas-to-wire project and our geothermal activities.

 

·    Adjusted EBITDA was £4.5 million. Lower commodity prices, a weaker
US dollar, and lower production impacted oil revenues. However, the savings of
£1.6 million that we have generated in administrative costs and reduced
expenditure on our Croatian geothermal licences has partially offset this.

 

·    Operating cash flow before working capital movements increased to
£4.8 million (H1 2024: £4.4 million). Reduced cashflows from oil sales net
of hedges were more than offset by a reduction in administrative expenses,
geothermal expenditure and other expenses.

 

·    We received £6.3 million of proceeds from the sale of our Holybourne
site.

 

·    We invested £2.0 million in our oil and gas assets in the period
including on our Singleton gas-to-wire project and on smaller projects across
our sites to enhance production and optimise operations.  Net cash capex for
FY 2025 is expected to be £8.4 million, primarily relating to our
conventional assets.

 

·    We recognised a gain of £1.3 million on our commodity and foreign
exchange hedges, of which £0.5 million was realised in the period. We have
hedged 152,800 bbls with swaps for H2 2025 and Q1 2026 at an average price of
$72.9/bbl and have additionally created some downside protection for 237,800
bbls with a three-way put/call options for H2 2025 and for 2026(1). We have
also put in place USD/GBP foreign exchange hedges for $0.5 million/month at a
rate of $1.227/£1 for the remainder of 2025.

 

·    The Group had ring fence tax losses of £249 million at 30 June 2025.

 

1      A summary of our commodity hedges is shown on our June 2025 AGM
trading update on our website

 

 

 

 

 

 

Operational Summary

·    Net production averaged 1,894 boe/d in H1 2025 (H1 2024: 2,012
boe/d). Full year production is expected to be c.2,000 boe/d, in line with our
previous guidance.

·    Work on our Singleton gas-to-wire project has started, and we have
entered into contracts for the procurement of two generators and the
connection to the grid. Planning permission was received for the cable
installation in July. We have been informed by the distribution network
operator that energisation of the grid connection will not be completed in
2025.  Accordingly, whilst we are working with the operator to expedite this,
we expect the project's scheduled launch to be delayed into 2026.

·    We are continuing the development of our UK geothermal pipeline and
are working with both public and private entities to expand this. During the
first half, we announced the following:

o  MoU signed with the University of Southampton and Bring Energy to
decarbonise the existing Southampton District Heat Network and explore the
provision of geothermal heat to the University; and

o  MoU signed with Veolia on the decarbonisation of heat supply to new and
existing customers. We will work together on decarbonising district heating
schemes, commercial buildings, hospitals, campuses and industrial processes.

·    We have completed the detailed feasibility studies for our projects
 at the Wythenshawe Hospital and Salisbury District Hospital, both of which
confirm the presence of viable geothermal reservoirs.

·    We continue to mature our Croatia geothermal portfolio by
establishing the exploitation field within the Ernestinovo licence and
preparing the conceptual field development plan to be submitted to the
Croatian Ministry of Economy. Following the acquisition of magnetotelluric
data on both Sječe and Pčelić exploration licences, we are undertaking a
technical de-risking of the licences to enable a phased development of the
portfolio.

A results presentation will be available at
https://www.starenergygroupplc.com/investors/reports-publications-presentations
(https://www.starenergygroupplc.com/investors/reports-publications-presentations)

 

For further information please contact:

 

Star Energy Group plc

Tel: +44 (0)20 7993 9899

Ross Glover, Chief Executive Officer

Frances Ward, Chief Financial Officer

 

 

Zeus (Nominated Adviser and Broker)

Tel: +44 (0)20 3829 5000

Antonio Bossi (Investment Banking)

Simon Johnson (Corporate Broking)

 

Vigo Consulting

Tel: +44 (0)20 7390 0230

Patrick d'Ancona/Finlay Thomson/Peter Jacob

 

Introduction

Our value creation strategy remains clear and focused:

 

·   Maximise cash returns from UK oil and gas operations to fund growth and
improve financial resilience

 

·   Grow a high-quality geothermal platform with scalable, de-risked
opportunities in the UK and Croatia

 

·    Maintain capital discipline and agility, with focus on value creation

 

Our core oil and gas business continues to be the source of all revenue for
the group. We have made good progress on optimising our existing producing
assets with a focus on profitability. The revenue generated from this business
enables us to further enhance and optimise operations whilst building a growth
story in geothermal in the UK and in Croatia. It should be noted that despite
the UK demand for oil and gas remaining strong and the government's own
projections demonstrating strong demand to 2050 and beyond, the operating
environment in the UK is hostile. The regulatory burden grows with increased
costs, often resulting in little to no real world environmental improvements
and increased delays, in particular with the Environment Agency, where the
processing time for environmental permits regularly exceeds a year. Planning
for growth is made more difficult due to the fiscal burden on the industry
with an effective 78% tax rate, even at depressed oil prices, meaning that
investment in both the oil and gas business as well as our geothermal
businesses is curtailed. The Energy Profits Levy (EPL), in particular, is a
significant handbrake on us developing our geothermal projects, the type of
project that the government should be promoting. We have been able to partly
offset inflationary impacts on operating costs and higher workover costs by
savings elsewhere, whilst maintaining our strong Health and Safety (HSE)
record. We have also achieved substantial reductions in our administrative
costs.

 

We are working hard on executing on our long-term growth strategy to develop a
geothermal energy business of scale. However, we are ensuring that expenditure
on this division is limited to activities where we can see a clear line of
sight to value creation. The future development of this sector is reliant on
businesses such as ours, with decades of highly relevant development and
operational skills derived from our oil and gas business. As such, much of the
work to progress our geothermal business is carried out by our existing team,
leveraging their oil and gas skillset.

 

The UK geothermal sector is underdeveloped, but the demand drivers, being heat
decarbonisation, energy security, and long-term predictable pricing, are all
intensifying. Our pipeline of private and public sector projects is growing,
and we are working with credible partners such as the NHS, Veolia, and Bring
Energy to mature that pipeline. Despite the growing demand for a utility scale
distributed decarbonised heat solutions, something that only geothermal can
satisfy, the government's focus on energy remains around electrification and
on wind and solar in particular. Whilst many within government recognise the
benefits, there remains no organised framework within which geothermal
projects are promoted and developed.

 

If the UK wants secure, price-stable, low-carbon heat at scale, we need to
treat geothermal like core infrastructure. A recently released report(1),
commissioned by the Department for Energy Security and Net Zero, identifies
life cycle cost savings of as much as 75% or more, between the First of a Kind
projects (FOAK) and the later-stage "N'th of a Kind" projects (NOAK).

To get there, we need to 'prime the pump' in the same way that solar and
offshore wind received vociferous government backing in the early days. Our
ask of government is simple:

 

·    Consult on and implement a National Geothermal Strategy, including
targets for geothermal development and use, aligned with National System
Energy Operator (NESO) and heat network zoning policy;

·    Create and implement compelling non-financial and financial
investment incentives for geothermal, including by making geothermal a focus
for investment by GB Energy and the National Wealth Fund; and

 

1. Department for Energy Security and Net Zero 2025: UK Geothermal Review and
Cost Estimations

·    Dedicate additional cross-departmental policy-making resource and
attention to geothermal - including by establishing formal structures within
Government, involving industry experts, to develop policy recommendations.

 

In Croatia, we benefit from a supportive regulatory and investment climate for
geothermal as well as a suitable geology for the generation of electricity.
Whilst the regulatory system operates very efficiently, Croatian Government
delays to European Union approval of a new premium tariff for geothermal is
holding back investment across the sector.  Despite this, we are finalising
technical de-risking of our licences to enable phased development. The
Croatian market provides access to scalable energy opportunities within a
jurisdiction that actively supports and encourages clean energy investment.

 

We are uniquely positioned to deliver value from cash-generative UK oil and
gas operations, while building a diversified energy business that can thrive
in multiple market scenarios. Our geothermal activities are not a pivot away
from hydrocarbons; rather they are a logical, deployment of our core strengths
in subsurface, permitting, and infrastructure development into a growth area.

 

Production Operations

 

Net production for the period averaged 1,894 boe/d (H1 2024: 2,012 boe/d).
Whilst well uptime was generally good across the portfolio, production
deferrals were due to unplanned outages on larger producing wells and grid
upgrades in the East Midlands, undertaken by the District Network Operator,
taking longer than scheduled.  Due to the combination of low oil prices,
increased regulatory costs and the penal tax rate, certain wells that we would
have otherwise brought back into production have remained temporarily shut-in
as it did not make economic sense to bring them back online.  In spite of
planned summer shutdowns, production has recovered in July and August with
August production at 1,976 boe/d.

 

The rolling programme of well optimisation and stimulation continues. We are
offsetting the natural declines in our fields by investing in quick returning
projects generally deploying small amounts of capital to optimise specific
wells.

Development Projects

 

Work has begun on our Singleton gas-to-wire project which will deliver c.75
boe/d utilising gas which is currently being flared and meet the HSE
requirements for the continued operation of the site. The project now has
planning consent and a secured grid connection. Work on the project has
started and we have entered into contracts for the procurement of two
generators and the connection to the grid. Planning permission was received
for the cable installation in July. We have been informed by the distribution
network operator that energisation of the grid connection will not be
completed in 2025. Whilst we are working with the operator to expedite this.
we expect the project go live date to be delayed into 2026.

 

Reserves and resources

 

CPR

 

In February 2025, Star Energy announced the publication of the full and final
results of the Competent Person's Report (CPR) by DeGolyer & MacNaughton
(D&M), a leading international reserves and resources auditor.

The report comprised an independent evaluation of Star Energy's conventional
oil and gas interests as of 31 December 2024. The full report can be found
here:
https://www.starenergygroupplc.com/investors/reports-publications-presentations
(https://www.starenergygroupplc.com/investors/reports-publications-presentations)
.

 

 

 

 

Net Reserves & Contingent Resources as at 31 December 2024 (MMboe)

                                                   1P      2P      2C
 Reserves & Resources as at 31 December 2023       11.71   17.47   18.59
 Production during the period                      (0.67)  (0.67)  -
 Additions & revisions during the period           (0.87)  (1.49)  (2.30)
 Reserves & Resources as at 31 December 2024       10.17   15.31   16.29

*Oil price assumption of c.$72/bbl for 5 years, then inflated at 2-3% p.a.
from 2029 to 2054

**The production in the reserves movement table incorporates production at the
following sites: Albury, Beckingham, Bletchingley, Bothamsall, Cold Hanworth,
Corringham, East Glentworth, Egmanton, Glentworth, Goodworth, Horndean, Long
Clawson, Palmers Wood, Scampton North, Singleton, Stockbridge and Welton.

The report values our conventional assets at $188 million (2023: $235 million)
on a 2P NPV10 basis.

Licence Rationalisation

We have rationalised our portfolio of exploration licences, relinquishing
early-stage exploration and shale licences whilst retaining a core exploration
acreage adjacent to our existing operations in the East Midlands. This
exploration acreage not only holds conventional oil and gas prospects but also
overlies a nationally significant shale gas resource. Seismic data, well data
and widespread detailed surface constraints mapping shows that this acreage is
geologically significantly more structurally simple than other UK shale basins
and offers far fewer surface constraints.

During 2024, we also re-organised and simplified our operating licence
structure and we have seen the results of this in 2025 with reduced costs and
a lower administrative burden.

Geothermal Development

UK Projects

 

We have completed the detailed feasibility study for our project at Salisbury
District Hospital. This included the reprocessing of 700km of legacy 2D
seismic data, the acquisition of four new seismic lines and the development of
an extensive geological model at the hospital site. The study confirmed the
presence of a viable geothermal reservoir. In parallel, pre application for
planning and regulators consents have been completed and a conceptual well
design developed. This work has concluded with a commercial assessment on the
project and we have provided indicative heads of terms for supply of that heat
to the hospital under a long-term thermal purchase agreement (TPA).

We completed the detailed feasibility study for our Wythenshawe Hospital
project. This included reprocessing of seismic, pre applications, conceptual
well designs and commercial assessment. The study identified two viable
geothermal targets and we provided indicative terms for supply from both under
long-term TPA. We expect to commence the planning and permitting phase of the
project in Q4. A seismic acquisition programme for the project is currently
under design and will be executed in the next phase.

Croatia Projects

Following the acquisition of the Ernestinovo licence in August 2023, the
exploration licence commitment was satisfied in March 2024. The exploitation
field within the Ernestinovo licence has been established and the conceptual
field development plan is being compiled to be submitted to the Croatian
Ministry of Economy with the aim of progressing the licence to its
exploitation phase in Q1 2026.

The Sjece and Pcelic licences were awarded in October 2023. Magnetotelluric
data on both Sječe and Pčelić exploration licences have been acquired and a
technical de-risking of the licences is being undertaken to enable phased
development. All our Croatian licences are in areas where substantial offset
data sets are available from previous conventional oil and gas drilling
activities.

Alongside this, our technical teams are at an advanced stage of consolidating
all existing and new data for each of our three licences in Croatia. This
analysis will allow us to bring the development plans for each licence up to
date and will inform our next steps and the optimal sequencing for the
commercial development of the licences. Preliminary conclusions point to good
prospects within our Croatian portfolio, with high temperatures recorded in
existing wells comparable with other Croatian geothermal reservoirs and the
potential is also supported by results from nearby drilling and testing of
similar (geological and depth-wise) geothermal well at Podravska Slatina by
the Energia Naturalis (ENNA) Group. Acquisition and interpretation of
Magnetotelluric data has aided definition of the extent of the geothermal
deposits and, together with additional subsurface interpretations, a number of
potential well targets in all licenses have been identified. The analysis and
ranking of these targets are currently underway, and we expect to complete
this work by year end. Following this, work will then progress to mature these
opportunities and develop well proposals and drilling programs.

 

Financial review

Income Statement

The Group generated revenue of £18.3 million in the first six months of 2025
from sales of 339,635 barrels of oil and 4,129 Mwh of electricity. (H1 2024:
revenue of £23.2 million from sales of 355,800 barrels of oil, 3,644 Mwh of
electricity and 171,542 therms of gas). The reduction in revenues was
primarily driven by lower oil prices and a weaker US dollar, with Brent prices
averaging $71.7/bbl in H1 2025 compared to $84.1/bbl during H1 2024 and the
USD/GBP rate averaging $1.31/£1 compared to $1.27/£1 in H1 2024.

 

Adjusted EBITDA for H1 2025 was £4.5 million (H1 2024: £6.5 million), of
which £5.5 million (H1 2024: £8.9 million) related to our oil and gas
operations and £(1.0) million (H1 2024: £(2.4) million) related to
geothermal activities.

The loss after tax from continuing activities was £4.1 million (H1 2024:
£2.5 million) and the main factors explaining the movements between H1 2025
and H1 2024 were as follows:

 

·   Revenues reduced to £18.3 million (H1 2024: £23.2 million) primarily
reflecting lower oil prices and a weaker US dollar. Sales volumes also reduced
from 1,995 boe/d to 1,901 boe/d, reflecting the cessation of gas sales from
our Albury facility and planned downtime for workovers at a number of sites;

·   Depletion, depreciation and amortisation (DD&A) increased to £3.6
million (H1 2024: £2.9 million) as a result of a reduction in the Group's
estimated proven and probable reserves as at 1 January 2025 as noted in our
2024 Annual Report;

·   We saw a small increase in operating costs to £10.8 million (H1 2024:
£10.4 million) mainly due to an increase in workover activity, but have been
able to offset inflationary increases through savings in a number of areas;

·   We generated material savings in administrative expenses which reduced
to £2.5 million (H1 2024: £4.1 million). £0.8 million of savings were
realised through a cost cutting exercise with the lower cost base continuing
into the future. The balance of the savings related to non-recurring costs in
2024 relating to the refinancing of the Group's borrowings and other corporate
projects;

·   Research and non-capitalised development costs were £0.3 million (H1
2024: £1.8 million). Higher expenditure in H1 2024 reflected the cost of
re-entering and testing a well on the Ernestinovo licence to fulfil the
licence commitments;

·   We completed the sale of our Holybourne site in the period which
resulted in a net gain on disposal of £4.5 million. H1 2024 included a charge
of £2.0 million in connection with preparing the Holybourne site for sale;

·   No significant write off of exploration and evaluation assets in the
current period; H1 2024 included the write off of exploration and evaluation
assets of £1.8 million mainly as a result of relinquishing the PEDL 235
(Godley Bridge) licence;

·   H1 2024 included the impairment of development costs relating to the
Stoke-on-Trent geothermal project. No such impairment charge recognised in the
current period;

·   We recognised a gain of £0.5 million from the write-off of contingent
consideration payable relating to the acquisition of GT Energy UK Limited (H1
2024: £2.3 million) as the related milestones will not be achieved. The full
amount of contingent consideration related to the acquisition has now been
extinguished;

·   We recognised a gain of £1.0 million on our oil hedging programme (H1
2024: loss of £0.1 million);

·   Net finance costs increased to £3.0 million (H1 2024: £2.4 million)
mainly due to increase in foreign exchange loss arising from movements in
USD/GBP and Euro/GBP exchange rates; and

·   A tax charge of £8.4 million (H1 2024: tax credit of £1.7 million)
was recognised in the period. The charge included current taxes of £0.5
million relating to the estimated EPL charge on profits for the period, and a
deferred tax charge of £8.0 million due to lower forecast oil prices and an
extension of the EPL regime leading to a reduction in the amount of recognised
tax losses.

 

 

 

Cash Flow

Net cash generated from operations before working capital movements and tax
increased to £4.8 million for the period (H1 2024: £4.4 million) as the
impact of reduced cash outflows from lower administrative expenses, research
and non-capitalised geothermal development costs and other expenses in the
period more than offset the impact of reduced cash inflows from a decline in
revenues.

The Group invested £2.0 million across its asset base during the period (H1
2024: £3.0 million) primarily on the Singleton gas-to-wire project as well as
a number of other projects carried out to increase production from existing
wells and to offset field declines. The Group received £6.3 million from the
sale of the Holybourne site in the period.

The Group repaid £5.6 million (€6.7 million) to fully settle facility A of
its loan facility in line with its contractual maturity date (H1 2024:
drawdown of £6.1 million (€7.1 million) under the loan facility and
repayment of £5.5 million ($7.0 million) to fully settle the RBL facility
with the Bank of Montreal). Interest paid during the period was £0.7 million
(H1 2024: £0.2 million). Repayments made in respect of lease obligations were
£1.2 million (H1 2024: £0.6 million).

The Group paid £1.0 million in settlement of its EPL liability for the 2023
tax year.

Cash and cash equivalents were £4.3 million at the end of the period (31
December 2024: £4.7 million).

Balance Sheet

The Group had net assets of £38.5 million at 30 June 2025 (31 December 2024:
£42.6 million).

Property, plant and equipment reduced by £3.3 million due to a DD&A
charge of £3.0 million, disposals of £1.9 million and a reduction in value
of decommissioning assets of £0.3 million, partially offset by capital
expenditure of £2.0 million.

The deferred tax asset reduced by £8.0 million mainly due to a change in
forecast utilisation of available tax losses and impact of extension of the
period of EPL.

Derivative financial assets increased by £0.8 million due to an unrealised
gain on hedges.

Trade and other receivables reduced by £1.7 million mainly due to a decrease
in trade receivables of £0.9 million and the settlement of a convertible loan
note of £0.4 million by the minority shareholder in A14 Energy Limited. Trade
and other payables reduced by £2.1 million mainly due to the timing of
expenditure.

The Group's borrowings reduced by £5.2 million as we repaid facility A in
June 2025. Lease liabilities reduced by £0.7 million due to the timing of
payments and right-of-use assets reduced by £0.4 million. The provision for
decommissioning increased by £0.7 million due to the unwinding of discount by
£1.3 million, partially offset by utilisation of £0.3 million and a
reassessment of provision of £0.3 million.

Non-IFRS Measures

The Group uses non-IFRS measures of performance that are not specifically
defined under IFRS or other generally accepted accounting principles. The
non-IFRS measures include net debt, adjusted EBITDA and underlying cash
operating costs. These non-IFRS measures are used by the Group, alongside IFRS
measures, for both internal performance analysis and to help shareholders,
lenders and other users of the Interim Report to better understand the Group's
performance in the period in comparison to previous periods and to industry
peers.

Net Debt

Net debt, being borrowings excluding capitalised fees less cash and cash
equivalents, decreased from the end of the previous year to £2.7 million at
30 June 2025 (31 December 2024: £7.5 million; 30 June 2024: £1.9 million).
The Group's definition of net debt does not include the Group's lease
liabilities.

                                                        Six months ended  Six months ended  Year ended

                                                        30 June 2025      30 June 2024      31 December 2024
                                                        £m                £m                £m
 Debt (nominal value excluding capitalised expenses)    (7.0)             (6.1)             (12.2)
 Cash and cash equivalents (excluding restricted cash)  4.3               4.2               4.7
 Net debt                                               (2.7)             (1.9)             (7.5)

 

Adjusted EBITDA

Adjusted EBITDA includes adjustments in relation to non-cash items such as
share-based payment charges and unrealised gain/loss on hedges together with
other one-off exceptional items, and after deducting lease rentals capitalised
under IFRS 16.

                                                    Six months ended  Six months ended          Year ended 31 December 2024

                                                    30 June 2025      30 June 2024 (restated)
                                                    £m                £m                        £m
 Profit/(loss) before tax                           4.4               (4.2)                     (4.5)
 Net finance costs                                  3.0               2.4                       4.8
 Depletion, depreciation & amortisation             3.6               2.9                       6.5
 Impairment of development costs                    -                 4.3                       4.3
 Impairment of exploration and evaluation assets    -                 1.8                       1.9
 Changes in fair value of contingent consideration  (0.5)             (2.3)                     (2.3)
 EBITDA                                             10.5              4.9                       10.7
 Lease rentals capitalised under IFRS 16            (1.0)             (0.8)                     (1.9)
 Profit on sale of property, plant and equipment    (4.5)             -                         -
 Other expenses                                     -                 2.0                       2.0
 Share-based payment charges                        0.1               0.1                       0.2
 Unrealised (gain)/loss on hedges                   (0.8)             0.1                       (0.4)
 Redundancy costs                                   0.2               0.2                       0.5
 Adjusted EBITDA                                    4.5               6.5                       11.1
   Related to oil and gas business segment          5.5               8.9                       15.1
   Related to Geothermal business segment           (1.0)             (2.4)                     (4.0)

Underlying cash operating costs

                                          Six months ended  Six months ended  Year ended 31 December 2024

                                          30 June 2025      30 June 2024
                                          £m                £m                £m
 Other cost of sales*                     10.8              10.4              22.3
 Lease rentals capitalised under IFRS 16  1.0               0.8               1.9
 Underlying operating costs               11.8              11.2                                        24.2

* this represents total cost of sales less depletion, depreciation and
amortisation.

 

Principal risks and uncertainties

The Group constantly monitors the Group's risk exposures and management
reports to the Audit Committee and the Board on a regular basis. The Audit
Committee receives and reviews these reports and focuses on ensuring that the
effective systems of internal financial and non-financial controls including
the management of risk are maintained. The results of this work are reported
to the Board which in turn performs its own review and assessment.

The principal risks for the Group remain as previously detailed on pages 22-23
of the 2024 Annual Report and Accounts and can be summarised as:

·    Political risk such as change in Government or the effect of local or
national referendums which can result in changes to the regulatory or fiscal
regime;

·    Strategy, and its execution, fails to meet shareholder expectations;

·    Climate change risks that causes changes to laws, regulations,
policies, obligations and social attitudes relating to the transition to a
lower carbon economy which could have a cost impact or reduced demand for
hydrocarbons for the Group and could impact our Strategy;

·    Risk of reduction in appetite for low carbon heat solutions;

·    Cyber security risk that gives exposure to a serious cyber-attack
which could affect the confidentiality of data, the availability of critical
business information and cause disruption to our operations;

·    Planning, environmental, licensing and other permitting risks
associated with operations and in particular, with drilling and production
operations;

·    Oil or gas production, as no guarantee can be given that they can be
produced in the anticipated quantities from any or all of the Group's assets
or that oil or gas can be delivered economically;

·    Risk of delays in project delivery, higher cost of project delivery
and lower than forecast output of projects delivered;

·    Failure to achieve targeted geothermal production rates;

·    Loss of key staff;

·    Pandemic that impacts the ability to operate the business
effectively;

·    Oil market price risk through variations in the wholesale price in
the context of the production from oil fields it owns and operates;

·    Electricity market price risk through variations in the wholesale
price in the context of its future production volumes;

·    Exchange rate risk through its major source of revenue being priced
in US$ and its borrowings being priced in Euros while most of the Group's
operating and G&A costs are denominated in UK pounds sterling;

·    Liquidity risk; and

·    Capital risk resulting from its capital structure, including
operating within the covenants of its finance facility.

Going concern

The Group continues to closely monitor and manage its liquidity risks. Cash
flow forecasts for the Group are prepared on a monthly basis based on, inter
alia, the Group's production and expenditure forecasts, management's best
estimate of future oil prices and foreign exchange rates and the Group's
available loan facility. Sensitivities are run to reflect different scenarios
including, but not limited to, possible reductions in commodity prices,
fluctuations in exchange rates and reductions in forecast oil production
rates.

The current geopolitical climate and uncertain global economic outlook has
reduced crude oil prices in the first half of 2025, with volatility in oil
prices and foreign exchange rates likely to continue.

The focus of the Group in 2025 has been to strengthen our balance sheet and
improve our resilience to oil price volatility. We have generated positive
operating cashflows in H1 2025 as a result of stable production and a
continued effort to minimise operating costs. We have also carried out a
reorganisation in 2024 resulting in a material reduction in general and
administrative costs in 2025. Our €25 million finance facility, of which
€10.2 million remains undrawn, and the sale of non-core land with the
proceeds of £6.3 million being received in April 2025, further improve our
liquidity position.

However, the ability of the Group to operate as a going concern is dependent
upon the continued availability of future cash flows and the availability of
the monies drawn under its loan facility, which is dependent on the Group not
breaching the facility's covenants. To mitigate these risks, the Group
benefits from its hedging policy with 152,800 barrels hedged for the second
half of 2025 and first quarter of 2026 using swaps at an average price of
$72.9/bbl. We have additionally created some downside protection for 237,800
bbls with a three-way put/call options for H2 2025 and for 2026. We have also
put in place USD/GBP foreign exchange hedges for $0.5 million/month at a rate
of $1.227/£1 for the remainder of 2025

The Group's base case cash flow forecast was run with average oil prices of
$66/bbl until the end of H1 2026, $68/bbl for H2 2026, $70/bbl for Q1 2027,
and foreign exchange rates of an average $1.35/£1 for the remainder of 2025,
$1.33/£1 for 2026, and $1.30/£ for Q1 2027. In this base case scenario, our
forecasts show that the Group will have sufficient financial headroom to meet
the applicable financial covenants for the 12 months from the date of approval
of the financial statements.

Management has also prepared a "severe but plausible" downside case, which
reflects the possible impact of global economic uncertainties resulting in the
oil price dropping to $60/bbl in Q4 2025 and $62/bbl in 2026, before
recovering to $65/bbl by Q1 2027. In this downside case management has assumed
foreign exchange rates of an average $1.35/£1 for the remainder of the going
concern period. Our downside case also included a reduction in production of
5% throughout the going concern period. In the event of a downside scenario,
management could take mitigating actions including delaying capital
expenditure and reducing costs, in order to remain within the Group's
financial covenants over the remaining facility period, should such actions be
necessary. All such mitigating actions are within management's control. In
this downside scenario including mitigating actions, our forecast shows that
the Group will have sufficient financial headroom to meet its financial
covenants for the 12 months from the date of approval of the financial
statements. Management remain focused on maintaining a strong balance sheet
and funding to support our strategy.

Based on the analysis above, the Directors have a reasonable expectation that
the Group has adequate resources to continue as a going concern for at least
the next twelve months from the date of the approval of the Group financial
statements and have concluded it is appropriate to adopt the going concern
basis of accounting in the preparation of the financial statements.

Statement of Directors' responsibilities

The Directors confirm that these 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 these Unaudited Interim results include:

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

·    a fair review of the information required on related party
transactions.

 

By order of the Board,

 

Ross Glover

Chief Executive Officer

16 September 2025

 

Condensed Interim Consolidated Income Statement

                                                      Notes  Unaudited        Unaudited        Audited

                                                             6 months ended   6 months ended   year ended

                                                             30 June 2025     30 June 2024     31 December 2024

                                                             £000             £000             £000
 Revenue                                              4      18,297           23,230           43,651
 Cost of sales:
 Depletion, depreciation and amortisation                    (3,603)          (2,886)          (6,472)
 Other costs of sales                                        (10,775)         (10,371)         (22,318)
                                                             (14,378)         (13,257)         (28,790)
                                                             3,919            9,973            14,861

 Gross profit
 Administrative expenses                                     (2,543)          (4,075)          (7,422)
 Research and non-capitalised development costs              (303)            (1,799)          (1,973)
 Impairment of development costs                      9      -                (4,259)          (4,259)
 Exploration and evaluation assets impaired           9      (26)             (1,849)          (1,854)
 Gain/(loss) on derivative financial instruments             1,333            (74)             737
 Other expense                                        7      -                (2,000)          (2,000)
 Other income                                         7      4,540            3                3
 Operating profit/(loss)                                     6,920            (4,080)          (1,907)
 Finance costs                                        5      (3,040)          (2,396)          (4,805)
 Change in fair value of contingent consideration     12     480              2,251*           2,251
 Profit/(loss) before tax                                    4,360            (4,225)          (4,461)
 Income tax                                           6      (8,429)          1,727            (8,133)
 Loss after tax                                              (4,069)          (2,498)          (12,594)
 Attributable to:
 Owners of the Parent Company                                (3,922)          (1,534)          (11,295)
 Non-controlling interest                                    (147)            (964)            (1,299)
                                                             (4,069)          (2,498)          (12,594)
 Loss per share attributable to equity shareholders:  8      (2.97p)          (1.17p)          (8.74p)

 Basic loss per share
 Diluted loss per share                               8      (2.97p)          (1.17p)          (8.74p)

Condensed Interim Consolidated Statement of Comprehensive Income

                                                                    Unaudited        Unaudited        Audited

                                                                    6 months ended   6 months ended   year ended

                                                                    30 June 2025     30 June 2024     31 December 2024

                                                                    £000             £000             £000
 Loss for the period/year                                           (4,069)          (2,498)          (12,594)
 Other comprehensive income for the period/year:
 Items that may be reclassified subsequently to profit or loss:
 Foreign exchange differences on translation of foreign operations  (181)            24               117
 Total comprehensive loss for the period/year                       (4,250)          (2,474)          (12,477)
 Total comprehensive loss attributable to:
 Owners of the Parent Company                                       (4,086)          (1,527)          (11,181)
 Non-controlling interest                                           (164)            (947)            (1,296)
                                                                    (4,250)          (2,474)          (12,477)

* See note 17 for explanation of reclassification of this balance.

Condensed Interim Consolidated Balance Sheet

                                   Notes  Unaudited             Unaudited         Audited

                                           at 30 June 2025      at 30 June 2024   at 31 December 2024

                                          £000                  £000              £000
 ASSETS
 Non-current assets
 Intangible assets                 9      7,899                 7,811             7,736
 Property, plant and equipment     10     67,402                72,129            70,657
 Right-of-use assets                      6,872                 7,621             7,253
 Restricted cash                          4,282                 -                 4,282
 Deferred tax asset                6      23,070                40,592            31,054
                                          109,525               128,153           120,982
 Current assets
 Inventories                              1,450                 1,552             1,497
 Trade and other receivables              4,663                 5,876             6,381
 Cash and cash equivalents         13     4,277                 4,199             4,708
 Derivative financial instruments  11     1,197                 -                 398
                                          11,587                11,627            12,984
 Total assets                             121,112               139,780           133,966
 LIABILITIES
 Current liabilities
 Trade and other payables                 (4,621)               (8,017)           (6,731)
 Corporation tax payable           6      (2,569)               (1,099)           (3,073)
 Borrowings                        13     (1,158)               (5,483)           (6,488)
 Derivative financial instruments  11     -                     (74)              -
 Lease liabilities                        (973)                 (1,054)           (1,145)
 Provisions                        12     (826)                 (1,858)           (1,335)
                                          (10,147)              (17,585)          (18,772)
 Non-current liabilities
 Borrowings                        13     (5,332)               -                 (5,246)
 Other payables                           (69)                  -                 (440)
 Corporation tax payable           6      -                     (1,664)           -
 Lease liabilities                        (6,337)               (7,334)           (6,830)
 Provisions                        12     (60,729)              (60,628)          (60,035)
                                          (72,467)              (69,626)          (72,551)
 Total liabilities                        (82,614)              (87,211)          (91,323)
 Net assets                               38,498                52,569            42,643

 

 

 

 

 

 

 

 

                                               Notes  Unaudited             Unaudited         Audited

                                                       at 30 June 2025      at 30 June 2024   at 31 December 2024

                                                      £000                  £000              £000
 EQUITY

 Capital and reserves
 Called up share capital                       14     30,334                30,334            30,334
 Share premium account                         14     103,278               103,218           103,248
 Foreign currency translation reserve                 3,768                 3,822             3,929
 Other reserves                                       38,587                38,465            38,512
 Accumulated deficit                                  (136,684)             (122,570)         (132,331)
 Equity attributable to owners of the Company         39,283                53,269            43,692
 Non-controlling interest                             (785)                 (700)             (1,049)
 Total equity                                         38,498                52,569            42,643

 

Condensed Interim Consolidated Statement of Changes in Equity

                                                                                Called up  Share      Foreign       Other        Accumulated deficit  Equity attributable to owners of the Company  Non-controlling interest £000   Total equity

                                                                                share      premium    currency      reserves**    £000                 £000                                                                         £000

                                                                                capital    account    translation    £000

                                                                                 £000        £000      reserve*

                                                                                                       £000
 At 1 January 2024 (audited)                                                    30,334     103,189    3,815         38,324       (121,036)            54,626                                        247                             54,873
 Loss for the period                                                            -          -          -             -            (1,534)              (1,534)                                       (964)                           (2,498)
 Share options issued under the employee share plan                             -          -          -             141          -                    141                                           -                               141
 Issue of shares (note 14)                                                      -          29         -             -            -                    29                                            -                               29
 Currency translation adjustments                                               -          -          7             -            -                    7                                             17                              24
 At 30 June 2024 (unaudited)                                                    30,334     103,218    3,822         38,465       (122,570)            53,269                                        (700)                           52,569
 Loss for the period                                                            -          -          -             -            (9,761)              (9,761)                                       (335)                           (10,096)
 Share options issued under the employee share plan                             -          -          -             47           -                    47                                            -                               47
 Issue of shares (note 14)                                                      -          30         -             -            -                    30                                            -                               30
 Currency translation adjustments                                               -          -          107           -            -                    107                                           (14)                            93
 At 31 December 2024 (audited)                                                  30,334     103,248    3,929         38,512       (132,331)            43,692                                        (1,049)                         42,643
 Loss for the period                                                            -          -          -             -            (3,922)              (3,922)                                       (147)                           (4,069)
 Acquisition of non-controlling interest without a change in control (note 15)  -          -          3             -            (431)                (428)                                         428                             -
 Share options issued under the employee share plan                             -          -          -             75           -                    75                                            -                               75
 Issue of shares (note 14)                                                      -          30         -             -            -                    30                                            -                               30
 Currency translation adjustments                                               -          -          (164)         -            -                    (164)                                         (17)                            (181)
 At 30 June 2025 (unaudited)                                                    30,334     103,278    3,768         38,587       (136,684)            39,283                                        (785)                           38,498

*           The foreign currency translation reserve includes an
amount of £3,799 thousand (31 December 2024: £3,799 thousand, 30 June 2024:
£3,799 thousand) relating to exchange gains and losses on translation of net
assets and results, and intercompany balances, which formed part of the net
investment of the Group, in respect of subsidiaries which previously operated
with a functional currency other than UK pound sterling.

 

**         Other reserves include: 1) Share plan reserves comprising a
EIP/MRP/EDRP reserve representing the cost of share options issued under the
long-term incentive plans and share incentive plan reserve representing the
cost of the partnership and matching shares; 2) a treasury shares reserve
which represents the cost of shares in Star Energy Group plc purchased in the
market to satisfy awards held under the Group incentive plans; 3) a capital
contribution reserve which arose following the acquisition of IGas Exploration
UK Limited; and 4) a merger reserve which arose on the reverse acquisition of
Island Gas Limited.

Condensed Interim Consolidated Cash Flow Statement

                                                                                Notes  Unaudited        Unaudited        Audited

                                                                                       6 months ended   6 months ended   year

                                                                                        30 June         30 June          ended

                                                                                       2025             2024             31 December

                                                                                       £000             £000             2024

                                                                                                                         £000
 Cash flows from operating activities:
 Profit/(loss) before tax                                                              4,360            (4,225)          (4,461)
 Depletion, depreciation and amortisation                                              3,626            2,909            6,517
 Abandonment costs/other provisions utilised or released                               (508)            (734)            (1,672)
 Share-based payment charge                                                            94               141              195
 Exploration and evaluation assets impaired                                     9      26               1,849            1,854
 Impairment of development costs                                                9      -                4,259            4,259
 Change in fair value of contingent consideration                               12     (480)            (2,251)          (2,251)
 Unrealised (gain)/loss on derivative financial instruments                            (799)            74               (398)
 Gain on sale of fixed assets                                                          (4,540)          (3)              (3)
 Finance costs                                                                  5      3,040            2,396            4,805
 Operating cash flows before working capital movements                                 4,819            4,415            8,845
 Decrease/(increase) in trade and other receivables and other financial assets         1,993            473              (1,397)
 (Decrease) in trade and other payables                                                (2,547)          (751)            (1,334)
 (Increase) in restricted cash                                                         -                -                (3,872)
 Decrease/(increase) in inventories                                                    47               (30)             25
 Cash generated from operating activities                                              4,312            4,107            2,267
 Tax paid                                                                              (964)            -                -
 Net cash generated from operating activities                                          3,348            4,107            2,267

 Cash flows from investing activities:
 Purchase of intangible exploration and evaluation assets                              (86)             (118)            (67)
 Purchase of property, plant and equipment                                             (1,956)          (2,881)          (5,579)
 Purchase of intangible development assets                                             -                (29)             (30)
 Proceeds from disposal of property, plant and equipment                               6,390            3                3
 Net cash generated from/(used in) investing activities                                4,348            (3,025)          (5,673)

 Cash flows from financing activities:
 Cash proceeds from issue of ordinary share capital                             14     14               13               28
 Drawdown on finance facility                                                   13     -                6,110            12,530
 Repayment of finance facility                                                  13     (5,631)          -                -
 Repayment of Reserves Based Lending facility                                   13     -                (5,541)          (5,541)
 Transaction costs related to loan refinancing                                  13     -                (626)            (610)
 Repayment of principal portion of lease liabilities                                   (854)            (222)            (887)
 Repayment of interest on lease liabilities                                            (326)            (344)            (709)
 Interest paid                                                                  13     (694)            (154)            (493)
 Net cash (used in)/generated from financing activities                                (7,491)          (764)            4,318

 Net increase in cash and cash equivalents during the period/year                      205              318              912
 Net foreign exchange differences                                                      (636)            26               (59)
 Cash and cash equivalents at the beginning of the period/year                         4,708            3,855            3,855
 Cash and cash equivalents at the end of the period/year                        13     4,277            4,199            4,708

 

 

 

 

 

 

 

 

Notes to the Unaudited Condensed Interim Consolidated Financial Statements

1    Corporate information

The condensed interim consolidated financial statements of Star Energy Group
plc and its subsidiaries (the Group) for the six months ended 30 June 2025,
which are unaudited, were authorised for issue in accordance with a resolution
of the Directors on 16 September 2025. Star Energy Group plc is a public
limited company incorporated in the United Kingdom and registered in England
and Wales and listed on the Alternative Investment Market (AIM). The Group's
principal activities are exploring for, appraising, developing and producing
oil and gas and developing geothermal projects.

2    Accounting policies

Basis of preparation

These unaudited condensed interim consolidated financial statements for the
six months 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 unaudited condensed interim consolidated
financial statements should be read in conjunction with the consolidated
financial statements for the year ended 31 December 2024. The annual financial
statements of Star Energy Group plc are prepared in accordance with UK-adopted
International Accounting Standards.

The financial information contained in this document does not constitute
statutory accounts as defined by Section 434 of the Companies Act 2006
(England & Wales). The financial information as at 31 December 2024 is
based on the statutory accounts for the year ended 31 December 2024.  A copy
of the statutory accounts for that year, has been delivered to the Registrar
of Companies and is available on the Company's website at
www.starenergygroupplc.com. The auditors' report in accordance with Chapter 3
Part 16 of the Companies Act 2006 in relation to those accounts was
unqualified, did not draw attention to any matters by way of emphasis and did
not contain a statement under section 498(2) or (3) of the Companies Act 2006.

The accounting policies adopted are consistent with those of the previous
financial year and corresponding interim reporting period, except for the
adoption of the new and amended standards and interpretations discussed below.
Prior period numbers have been reclassified, where necessary, to conform to
the current period presentation.

Going concern

The Group continues to closely monitor and manage its liquidity risks. Cash
flow forecasts for the Group are prepared on a monthly basis based on, inter
alia, the Group's production and expenditure forecasts, management's best
estimate of future oil prices and foreign exchange rates and the Group's
available loan facility. Sensitivities are run to reflect different scenarios
including, but not limited to, possible reductions in commodity prices,
fluctuations in exchange rates and reductions in forecast oil production
rates.

The current geopolitical climate and uncertain global economic outlook has
reduced crude oil prices in the first half of 2025, with volatility in oil
prices and foreign exchange rates likely to continue.

The focus of the Group in 2025 has been to strengthen our balance sheet and
improve our resilience to oil price volatility. We have generated positive
operating cashflows in H1 2025 as a result of stable production and a
continued effort to minimise operating costs. We have also carried out a
reorganisation in 2024 resulting in a material reduction in general and
administrative costs in 2025. Our €25 million finance facility, of which
€10.2 million remains undrawn,  and the sale of non-core land with the
proceeds of £6.3 million being received in April 2025, further improve our
liquidity position.

However, the ability of the Group to operate as a going concern is dependent
upon the continued availability of future cash flows and the availability of
the monies drawn under its loan facility, which is dependent on the Group not
breaching the facility's covenants. To mitigate these risks, the Group
benefits from its hedging policy with 152,800 barrels hedged for the second
half of 2025 and first quarter of 2026 using swaps at an average price of
$72.9/bbl. We have additionally created some downside protection for 237,800
bbls with a three-way put/call options for H2 2025 and for 2026. We have also
put in place USD/GBP foreign exchange hedges for $0.5 million/month at a rate
of $1.227/£1 for the remainder of 2025

The Group's base case cash flow forecast was run with average oil prices of
$66/bbl until the end of H1 2026, $68/bbl for H2 2026, $70/bbl for Q1 2027,
and foreign exchange rates of an average $1.35/£1 for the remainder of 2025,
$1.33/£1 for 2026, and $1.30/£ for Q1 2027. In this base case scenario, our
forecasts show that the Group will have sufficient financial headroom to meet
the applicable financial covenants for the 12 months from the date of approval
of the financial statements.

Management has also prepared a "severe but plausible" downside case, which
reflects the possible impact of global economic uncertainties resulting in the
oil price dropping to $60/bbl in Q4 2025 and $62/bbl in 2026, before
recovering to $65/bbl by Q1 2027. In this downside case management has assumed
foreign exchange rates of an average $1.35/£1 for the remainder of the going
concern period. Our downside case also included a reduction in production of
5% throughout the going concern period. In the event of a downside scenario,
management could take mitigating actions including delaying capital
expenditure and reducing costs, in order to remain within the Group's
financial covenants over the remaining facility period, should such actions be
necessary. All such mitigating actions are within management's control. In
this downside scenario including mitigating actions, our forecast shows that
the Group will have sufficient financial headroom to meet its financial
covenants for the 12 months from the date of approval of the financial
statements. Management remain focused on maintaining a strong balance sheet
and funding to support our strategy.

Based on the analysis above, the Directors have a reasonable expectation that
the Group has adequate resources to continue as a going concern for at least
the next twelve months from the date of the approval of the Group financial
statements and have concluded it is appropriate to adopt the going concern
basis of accounting in the preparation of the financial statements.

 

New and amended standards and interpretations

During the period, the Group adopted the following new and amended IFRSs for
the first time for their reporting period commencing 1 January 2025:

 

 Amendments to IAS 21  Lack of exchangeability

 

 

The above amendment to IAS 21 did not have a material impact on the financial
statements of the Group. There are no other standards that are not yet
effective and that would be expected to have a material impact on the entity
in the current or future reporting periods, with the exception of IFRS 18
Presentation and Disclosure in Financial Statements which was issued on 9
April 2024, effective for periods beginning on or after 1 January 2027. We are
in the process of assessing the impact of this newly issued standard on our
future financial statements.

 

Estimates and judgements

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, liabilities, income and expense. 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
the same as those applied to the consolidated financial statements for the
year ended 31 December 2024.

Financial risk management

The Group's activities expose it to a variety of financial risks; market risk
(including interest rate, commodity price and foreign currency risks), credit
risk and liquidity risk.

The unaudited condensed interim consolidated financial statements do not
include financial risk management information and disclosures required in the
annual financial statements; accordingly, the unaudited condensed interim
consolidated financial statements should be read in conjunction with the
Group's annual financial statements as at 31 December 2024.

3     Basis of consolidation

The unaudited condensed interim consolidated financial statements present the
results of Star Energy Group plc and its subsidiaries as if they formed a
single entity. The financial information of subsidiaries used in the
preparation of these unaudited condensed interim consolidated financial
statements is based on consistent accounting policies to those of the Company.
All intercompany transactions and balances between Group companies, including
unrealised profits/losses arising from them, are eliminated in full. Where
shares are issued to an Employee Benefit Trust, and the Company is the
sponsoring entity, it is treated as an extension of the entity.

 4     Revenue

The Group derives revenue solely within the United Kingdom from the transfer
of control over goods and services to external customers which is recognised
at a point in time when the performance obligation has been satisfied by the
transfer of goods.  The Group's major product lines are:

                               Unaudited       Unaudited        Audited

                              6 months ended   6 months ended   year

                              30 June 2025     30 June 2024     ended

                                                                31 December 2024
                              £000             £000             £000

 Oil sales                    17,796           22,861           42,794
 Electricity sales            501              246              550
 Gas sales                    -                123              249
 Other                        -                -                58
 Revenue for the period/year  18,297           23,230           43,651

 

 

 

 

 

 

 

 

5      Finance costs

                                                                Unaudited       Unaudited        Audited

                                                               6 months ended   6 months ended   year ended

                                                               30 June 2025     30 June 2024     31 December 2024

                                                               £000             £000             £000
 Finance costs:
 Interest on borrowings                                        (595)            (382)            (817)
 Amortisation of finance fees on borrowings                    (65)             (183)            (226)
 Net foreign exchange loss                                     (670)            (62)             (84)
 Unwinding of discount on decommissioning provision (note 12)  (1,309)          (1,221)          (2,537)
 Interest charge on lease liability                            (326)            (344)            (709)
 Other interest payable                                        (75)             (204)            (432)
 Finance costs for the period/year                             (3,040)          (2,396)          (4,805)

6     Tax on profit/(loss) on ordinary activities

The Group calculates the period income tax expense using the UK corporation
tax rate that would be applicable to expected total annual earnings for the 12
months ending 31 December 2025. The majority of the Group's profits are
generated by "ring-fence" business which attract UK corporation tax and
supplementary charges at a combined average rate of 40% (six months ended 30
June 2024: 40%), in addition to the Energy Profit Levy (EPL) with a rate of
38% for the period (six months ended 30 June 2024: 35%). The tax charge for
the period comprises deferred tax charge of £8.0 million (six month ended 30
June 2024: deferred tax credit of £3.4 million) principally due to reduction
in the amount of recognised tax losses due to lower forecast oil prices and an
extension of the EPL regime, and a current tax charge of £0.5 million in
respect of the EPL (six months ended 30 June 2024: £1.7 million).

 

The major components of income tax expense in the unaudited condensed interim
consolidated income statement are:

 

                                                                        Unaudited       Unaudited        Audited

                                                                       6 months ended   6 months ended   year ended

                                                                       30 June 2025     30 June 2024     31 December 2024

                                                                       £000             £000             £000
 UK corporation tax
 Charge on profit/(loss) for the period/year                           460              1,664            2,110
 Credit in relation to prior periods                                   -                -                (136)
 Total current tax charge                                              460              1,664            1,974
 Deferred tax
 Charge/(credit) relating to the origination or reversal of temporary  7,984            (3,558)          6,570
 differences
 Credit due to rate changes                                            -                -                (1,070)
 (Credit)/charge in relation to prior periods                          (15)             167              659
 Total deferred tax charge/(credit)                                    7,969            (3,391)          6,159
 Tax charge/(credit) on profit/(loss) on ordinary activities for the   8,429            (1,727)          8,133
 period/year

 

A deferred tax asset of £23.1 million (30 June 2024: £40.6 million, 31
December 2024: £31.1 million) has been recognised in respect of tax losses
and other temporary differences where the Directors believe that it is
probable that these assets will be recovered based on estimated taxable profit
forecasts.

Corporation tax payable of £2.6 million (30 June 2024: £2.8 million, 31
December 2024: £3.1 million) has been recognised in respect of the EPL. Tax
paid in the period was £1.0 million (30 June 2024: £nil, 31 December 2024:
£nil).

The Group has gross total tax losses and similar attributes carried forward of
£367.6 million (30 June 2024: £361.6 million, 31 December 2024: £367.8
million). Deferred tax assets have been recognised in respect of tax losses
and other temporary differences where the Directors believe it is probable
that these assets will be recovered based on a five-year profit forecast or to
the extent that there are offsetting deferred tax liabilities. Such recognised
tax losses include £75.0 million (30 June 2024: £104.8 million, 31 December
2024: £85.0 million) of ringfence corporation tax losses which will be
recovered at 30% of future taxable profits, £63.0 million (30 June 2024:
£90.4 million, 31 December 2024: £70.2 million) of supplementary charge tax
losses which will be recovered at 10% of future taxable profits, £3.5 million
(30 June 2024: £4.8 million, 31 December 2024: £4.1 million) of losses
arising under the EPL regime which will be recovered at 38% of future taxable
profits and £3.2 million (30 June 2024: £4.6 million, 31 December 2024:
£3.2 million) of non-ringfence corporation tax losses which will be recovered
at 25% of future taxable profits.

7      Other income/expense

 

Other income of £4.5 million primarily relates to gain on sale of the land at
the decommissioned Holybourne processing facility. The site was sold for a
cash consideration of £6.3 million in April 2025. Other expense of £2.0
million in the period to 30 June 2024 related to costs incurred in connection
with the sale.

8     Earnings per share (EPS)

 

Basic EPS amounts are based on the loss for the period after taxation
attributable to the ordinary equity holders of the Parent Company of £3.9
million and the weighted average number of ordinary shares outstanding during
the period of 132.1 million.

 

Diluted EPS amounts are based on the loss for the period/year after taxation
attributable to the ordinary equity holders of the Parent Company and the
weighted average number of shares outstanding during the period/year plus the
weighted average number of ordinary shares that would be issued on the
conversion of all the potentially dilutive ordinary shares into ordinary
shares, except where these are anti-dilutive.

 

As at 30 June 2025, there are 6.3 million potentially dilutive employee share
options. These were not included in the calculation at 30 June 2025, as their
conversion to ordinary shares would have decreased the loss per share.

 

9     Intangible assets

                                      Exploration and evaluation assets     Development costs  Goodwill  Total

                                      £'000                                 £'000              £'000     £'000
 Cost
 At 1 January 2024 (audited)          5,655                                 6,972              1,196     13,823
 Additions                            147                                   30                 -         177
 Exchange differences                 -                                     (56)               (25)      (81)
 Impairment                           (1,849)                               (4,259)            -         (6,108)
 At 30 June 2024 (unaudited)          3,953                                 2,687              1,171     7,811
 Additions                            29                                    -                  -         29
 Exchange differences                 -                                     (61)               (30)      (91)
 Transfer to PPE                      (8)                                   -                  -         (8)
 Impairment                           (5)                                   -                  -         (5)
 At 31 December 2024 (audited)        3,969                                 2,626              1,141     7,736
 Additions                            59                                    -                  -         59
 Exchange differences                 -                                     88                 42        130
 Impairment                           (26)                                  -                  -         (26)
 At 30 June 2025 (unaudited)          4,002                                 2,714              1,183     7,899

 

Exploration and evaluation assets

Exploration costs impaired in the period to 30 June 2025 were £0.03 million
(6 months to 30 June 2024: £1.8 million, year ended 31 December 2024: £1.9
million) representing costs of early-stage oil and gas projects where it was
assessed that there was no further development prospect.

 

The Group has £4.0 million (six months ended 30 June 2024: £4.0 million,
year ended 31 December 2024: £4.0 million) of capitalised exploration
expenditure which relates to our oil and gas assets including PL 240.

Management assessed the remaining capitalised exploration expenditure for
indications of impairment under IFRS 6 Exploration for and Evaluation of
Mineral Resources and did not identify any factors indicating an impairment.

Goodwill

The Group has identified four Cash Generating Units (CGUs) within our
geothermal business, whereby technical, economic and/or contractual features
create underlying interdependence in the cash flows. These CGUs correspond to
the three licences (Ernestinovo, Sječe and Pčelić) and the UK geothermal
business. The carrying amount of goodwill arose on the acquisition of an
interest in A14 Energy Limited ("A14 Energy") in 2023 and is allocated to the
following CGUs:

                      Unaudited         Unaudited         Audited

                      at 30 June 2025   at 30 June 2024   at 31 December 2024

                      £000              £000              £000
 Sječe licence        364               360               352
 Pčelić licence       364               360               351
 Ernestinovo licence  455               451               438
                      1,183             1,171             1,141

 

The Group tests goodwill for impairment annually or more frequently if there
are indications that goodwill might be impaired. At 30 June 2025, management
reviewed the carrying value of the Sječe and Pčelić licence CGUs and
assessed them for impairment. The recoverable amount calculated was higher
than the carrying value, hence no impairment charge was recognised against the
goodwill allocated to these CGUs .

 

Development costs

 

The carrying amount of development costs is split between CGUs as follows:

                         Unaudited           Unaudited    Audited

                         at 30 June  2025    at 30 June   at 31 December

                         £000                2024         2024

                                             £000          £000
 UK geothermal business  186                 186          186
 Ernestinovo licence     2,528               2,501        2,440
                         2,714               2,687        2,626

 

The costs allocated to the UK geothermal business CGU primarily relate to the
design and development of deep geothermal heat projects in the United Kingdom
and was recognised as part of the acquisition of GT Energy UK Limited in 2020.

The costs associated with the Ernestinovo licence relate to the fair value of
assets acquired as part of the A14 Energy acquisition. The costs relate to the
value of the licence award and work performed up to the acquisition date in
progressing with the re-entry of an existing well on the Ernestinovo
exploration licence.

The Group tests intangible assets not yet ready for use for impairment
annually or more frequently if there are indications that the asset might be
impaired. At 30 June 2025, management reviewed the carrying value of the
Ernestinovo licence CGU and assessed it for impairment. The recoverable amount
calculated was higher than the carrying value of the CGU, hence no impairment
charge was recognised against capitalised development cost or allocated
goodwill.

10   Property, plant and equipment

                                                     Unaudited                                                             Unaudited                                                            Audited

                                                     at 30 June 2025                                                       at 30 June 2024                                                      at 31 December 2024

                                                      £'000                                                                 £'000                                                                £'000
                                                     Oil and gas assets  Other property, plant and equipment  Total        Oil and gas assets  Other property, plant and equipment  Total       Oil and gas assets  Other property, plant and equipment  Total
 Cost
 At 1 January                                        228,879             1,709                                230,588      226,888             1,734                                228,622     226,888             1,734                                228,622
 Additions                                           1,959               -                                    1,959        1,692               -                                    1,692       4,812               -                                    4,812
 Transfer from exploration and evaluation assets     -                   -                                    -            -                   -                                    -           8                   -                                    8
 Disposals/write offs                                (5,335)             (83)                                 (5,418)      -                   (29)                                 (29)        -                   (25)                                 (25)
 Changes in decommissioning                                                                                                                                                                     (2,829)             -                                    (2,829)

                                                     (336)               -                                    (336)        (1,217)             -                                    (1,217)
 At 30 June/31 December                              225,167             1,626                                226,793      227,363             1,705                                229,068     228,879             1,709                                230,588
 Accumulated Depreciation, Depletion and Impairment
 At 1 January                                        159,297             634                                  159,931      154,004             624                                  154,628     154,004             624                                  154,628
 Charge for the period/ year                         3,010               18                                   3,028        2,323               17                                   2,340       5,293               35                                   5,328
 Disposals/write offs                                (3,550)             (18)                                 (3,568)      -                   (29)                                 (29)        -                   (25)                                 (25)
 At 30 June/ 31 December                             158,757             634                                  159,391      156,327             612                                  156,939     159,297             634                                  159,931
 Net book value at 30 June/31 December               66,410              992                                  67,402       71,036              1,093                                72,129      69,582              1,075                                70,657

 

Impairment of Oil and Gas Assets

 

Period ended 30 June 2025

 

Cash Generating Units (CGUs) for impairment purposes are the group of fields
whereby technical, economic and/or contractual features create underlying
interdependence in the cash flows. The Group has identified the three main
producing CGUs as: North, South, and Scotland. At each balance sheet date, the
Group assesses its CGUs for impairment whenever events or changes in
circumstances indicate that the carrying amount of the CGU may not be
recoverable. If any such indication exists, the Group makes an estimate of the
asset's recoverable amount. An impairment assessment was performed for all
three CGUs at the balance sheet date as a result of identification of
impairment indicators, mainly due to reduction in oil prices, adverse foreign
exchange rate movements and unfavourable changes in the Energy Profits Levy
regime in the period. An impairment indicator was noted for the Scotland CGU
given the delay in finalisation of the potential sale of the underlying site.

 

The recoverable amounts of the North and South CGUs have been estimated by
assessing the fair value less costs of disposal using a discounted cash flow
methodology. The recoverable amount of the Scotland CGU has been estimated by
assessing the fair value less costs of disposal with respect to a potential
sale of the site.

 

The future cash flows in the discounted cash flow models for the North and
South CGUs were estimated using the following key assumptions:

•                     Group's estimate of proved plus
probable reserves at the balance sheet date

•                     Oil price (Brent): $65/bbl for the
years 2025-2029 and $75/bbl thereafter

•                     USD/GBP foreign exchange rate:
Range of $1.36:£1.00 - $1.30:£1.00

•                     Post-tax discount rate: 8.5%

 

Outcome of impairment reviews:

 

The 30 June 2025 impairment assessment resulted in a recoverable amount
greater than the carrying amount by £0.03 million in the South CGU
(recoverable amount of £25.7 million) and £1.2 million in the North CGU
(recoverable amount of £29.9 million). At the Scotland CGU, no impairment
charge was recognised, with the recoverable amount of £0.3 million assessed
to approximate the carrying value of the CGU (which includes the carrying
value of the associated decommissioning liability).

 

Sensitivity of changes in assumption:

The principal assumptions in the discounted cashflow methodology are future
production, estimated Brent prices, the USD/GBP long-term foreign exchange
rate, and the discount rate. The impact on the recoverable amount that would
result from changes to the key assumptions at 30 June 2025 are shown below:

 CGU    10% reduction in price  10% reduction in production  Increase in USD/GBP long-term foreign exchange rate to $1.35  Increase in discount rate by 1%
        £m                      £m                           £m                                                            £m
 North  (6.83)                  (6.95)                       (2.46)                                                        (1.95)
 South  (4.69)                  (6.75)                       (2.66)                                                        (1.96)

The sensitivity analysis above does not take into account any mitigating
actions available to management should these changes occur, such as
implementing cost savings and other process efficiencies.

11     Financial Instruments - fair value disclosure

The Group uses the following hierarchy for determining and disclosing the fair
value of financial instruments by valuation technique:

●      Level 1: quoted (unadjusted) prices in active markets for
identical assets or liabilities;

●      Level 2: other valuation techniques for which all inputs which
have a significant effect on the recorded fair value are observable, either
directly or indirectly; and

●      Level 3: valuation techniques which use inputs which have a
significant effect on the recorded fair value that are not based on observable
market data.

 

There are no non-recurring fair value measurements nor have there been any
transfers between levels of the fair value hierarchy.

 

Financial assets and liabilities measured at fair value

                                   Level  Unaudited    Unaudited    Audited

                                          at 30 June   at 30 June   at 31 December 2024

                                          2025         2024          £'000

                                           £'000        £'000
 Financial assets:
 Derivative financial instruments  2      1,197        -            398

                                          9
 At 30 June/31 December                   1,197        -            398

 

                                     Level  Unaudited    Unaudited    Audited

                                            at 30 June   at 30 June   at 31 December 2024

                                            2025         2024          £'000

                                             £'000        £'000
 Financial liabilities:
 Derivative financial instruments    2      -            (74)         -
 Contingent consideration (note 12)  3      -            (480)        (480)
 At 30 June/31 December                     -            (554)        (480)

 

Fair value of derivative financial instruments

Commodity price hedges

The fair values of the commodity price hedges were provided by counterparties
with whom the trades have been entered into. These consist of Asian style put
and call options and swaps to sell oil.  The hedges are valued by comparing
the fixed prices of the trades with prevailing market forward prices (or end
of day prices) and the difference multiplied by the traded volumes. These
results are discounted to provide a fair value.

 

Foreign exchange contracts

The fair value of foreign exchange contracts was provided by counterparties
with whom the trades have been entered into and is based on the difference
between the contracted forward rate and the forward rate at the balance sheet
date multiplied by the amount of foreign currency hedged, which is then
discounted to provide the fair value.

 

Fair value of other financial assets and financial liabilities

The fair values of all other financial assets and financial liabilities are
considered to be materially equivalent to their carrying values.

 

12    Provisions

                                                   Unaudited                                                            Unaudited                                                           Audited

                                                   at 30 June 2025                                                      at 30 June 2024                                                     at 31 December 2024

                                                    £'000                                                                £'000                                                               £'000
                                                   Decommis-sioning provisions  Contingent consideration  Total         Decommis- sioning provisions  Contingent consideration  Total       Decommis- sioning provisions  Contingent consideration  Total
 At 1 January                                      (60,890)                     (480)                     (61,370)      (62,411)                      (2,731)                   (65,142)    (62,411)                      (2,731)                   (65,142)

 Utilisation of provision                          347                          -                         347           656                           -                         656         1,147                         -                         1,147
 Unwinding of discount                             (1,309)                      -                         (1,309)       (1,221)                       -                         (1,221)     (2,537)                       -                         (2,537)
 Foreign exchange adjustments                      (13)                         -                         (13)          -                             -                         -           10                            -                         10
 Reassessment of decommissioning provision         310                          -                         310           970                           -                         970         2,901                         -                         2,901
 Change in fair value of contingent consideration  -                            480                       480           -                             2,251                     2,251       -                             2,251                     2,251
 At 30 June/31 December                            (61,555)                     -                         (61,555)      (62,006)                      (480)                     (62,486)    (60,890)                      (480)                     (61,370)

 

                          Unaudited                                                            Unaudited                                                           Audited

                          at 30 June 2025                                                      at 30 June 2024                                                     at 31 December 2024

                           £'000                                                                £'000                                                               £'000
                          Decommis-sioning provisions  Contingent consideration  Total         Decommis- sioning provisions  Contingent consideration  Total       Decommis- sioning provisions  Contingent consideration  Total
 Current                  (826)                        -                         (826)         (1,858)                       -                         (1,858)     (855)                         (480)                     (1,335)
 Non-current              (60,729)                     -                         (60,729)      (60,148)                      (480)                     (60,628)    (60,035)                      -                         (60,035)
 At 30 June/ 31 December  (61,555)                     -                         (61,555)      (62,006)                      (480)                     (62,486)    (60,890)                      (480)                     (61,370)

 

Decommissioning provision

The Group spent £0.3 million on decommissioning activities during the period
(six months ended 30 June 2024: £0.7 million; year ended 31 December 2024:
£1.1 million).

 

Provision has been made for the discounted future cost of abandoning wells and
restoring sites to a condition acceptable to the relevant authorities. This is
expected to take place between 1 to 30 years from period end (30 June 2024: 1
to 29 years; 31 December 2024: 1 to 31 years). The provisions are based on the
Group's internal estimate as at 30 June 2025. Assumptions are based on our
cumulative experience from decommissioning wells which management believes is
a reasonable basis upon which to estimate the future liability. The estimates
are based on a planned programme of abandonments but also include a provision
to be spent in 2026-2029 on preparing for the abandonment campaign, abandoning
wells and restoring sites which for regulatory, integrity or other reasons
fall outside the planned campaign. The estimates are reviewed regularly to
take account of any material changes to the assumptions. Actual
decommissioning costs will ultimately depend upon future costs for
decommissioning which will reflect market conditions and regulations at that
time. Furthermore, the timing of decommissioning is uncertain and is likely to
depend on when the fields cease to produce at economically viable rates. This,
in turn, will depend on factors such as future oil prices, which are
inherently uncertain.

 

The Group applies an inflation adjustment to the current cost estimates and
discounts the resulting cash flows using a risk free discount rate. The
provision estimate reflects a higher inflation percentage in the range of 2.5%
- 3% in the near term for the period 2025 - 2026 and incorporates the
long-term UK target inflation rate of 2% for the years 2027 and beyond.

 

A risk free rate range of 3.0% to 6.7% is used in the calculation of the
provision as at 30 June 2025 (30 June 2024: Risk free rate range of 3.0% to
5.8%, 31 December 2024: Risk free rate range of 3.0% to 6.3%).

 

Management performed sensitivity analysis to assess the impact of changes to
the risk free rate on the Group's decommissioning provision balance. A 0.5%
decrease in the risk free rate assumption would result in an increase in the
decommissioning provision by £4.4 million. Management also performed
sensitivity analysis to assess the impact of changes to the undiscounted
future cost of abandoning wells and restoring sites on the Group's
decommissioning provision balance. A 10% increase in the undiscounted future
cost would result in an increase in the decommissioning provision by £6.4
million.

 

Contingent consideration

The carrying value of contingent consideration at the beginning of the period
related to the acquisition of GT Energy UK Limited (GT Energy), which was
payable in shares and was dependent on the timing of a business development
milestone being achieved. At the balance sheet date, management has assessed
that it is highly unlikely that the milestone will be met within the timelines
specified in the GT Energy share purchase agreement and, as a result, the
provision for contingent consideration has been released in full in the period
ended 30 June 2025.

 

13    Cash and cash equivalents and other financial assets

                                                             Unaudited      Unaudited    Audited

                                                              at 30 June    at 30 June   at 31 December

                                                             2025            2024        2024

                                                             £000           £000         £000
 Cash and cash equivalents                                   4,277          4,199        4,708
 Borrowings - including capitalised fees                     (6,490)        (5,483)      (11,734)
 Net debt                                                    (2,213)        (1,284)      (7,026)
 Capitalised fees                                            (458)          (577)        (503)
 Net debt excluding capitalised fees at 30 June/31 December  (2,671)        (1,861)      (7,529)

 

 

Net debt reconciliation

                                         Cash and cash  Borrowings        Total

                                         equivalents

                                         £000           £000              £000
 At 1 January 2024 (audited)             3,855          (5,358)           (1,503)
 Interest paid on borrowings             (154)          -                 (154)
 Repayment of RBL                        (5,541)        5,541             -
 Drawdown on loan facility               6,110          (6,110)           -
 Foreign exchange adjustments            26             (4)               22
 Capitalised transaction costs           (626)          626               -
 Other cash flows                        529            -                 529
 Other non-cash movements                -              (178)             (178)
 At 30 June 2024 (unaudited)             4,199          (5,483)           (1,284)
 Interest paid on borrowings             (325)          -         (325)
 Other interest paid                     (14)           -         (14)
 Drawdown on loan facility               6,420          (6,420)   -
 Foreign exchange adjustments            (85)           233       148
 Capitalised transaction costs           16             (16)      -
 Cash backing of performance guarantees  (4,282)        -         (4,282)
 Other cash flows                        (1,221)        -         (1,221)
 Other non-cash movements                -              (48)      (48)
 At 31 December 2024 (audited)           4,708          (11,734)  (7,026)
 Interest paid on borrowings             (694)          -                      (694)
 Repayment of loan facility              (5,631)        5,631                  -
 Foreign exchange adjustments            (636)          (322)                  (958)
 Other cash flows                        6,530          -                      6,530
 Other non-cash movements                -              (65)                   (65)
 At 30 June 2025 (unaudited)             4,277          (6,490)                (2,213)

 

 

Borrowings

The carrying amounts of each of the Group's financial liabilities included
within borrowings are considered to be a reasonable approximation of their
fair value.

On 9 April 2024, the Group secured a €25.0 million finance facility with
Kommunalkredit Austria AG (Kommunalkredit). The facility comprises of a
facility A which was used to fund the repayment of the outstanding balance on
the reserves based loan (RBL) facility, carried a fixed interest rate of 9.4%
and was fully repaid on its contractual maturity date of 30 June 2025, and a
facility B which primarily provides funding for the Group's geothermal
development activities, carries an interest rate of Euribor + 6% and has a
five-year term with repayments commencing on 30 June 2026.

The Group is subject to the following financial covenants under the facility
agreement, to be calculated and tested for compliance at 30 June and 31
December for each year of the agreement, in addition to when drawdowns are
made, or as otherwise required by the facility agreement:

·      Loan Life Cover Ratio ("LLCR") of greater than or equal to
1.25:1.

·      Net Debt to Earnings before Interest, Tax, Depreciation,
Amortisation, and Exceptional items ("EBITDAX") ratio of less than or equal to
2.00:1.

·      Current ratio of the Group as defined in the facility agreement
of greater than or equal to 1.00:1.

·      Debt Service Cover Ratio ("DSCR") of greater than or equal to
1.10:1, for both projected and historic figures.

·      Proved and developed reserves value to Net Debt ratio of greater
than or equal to 2.50:1.

We complied with all the covenants applicable at the balance sheet date.

Collateral against borrowing

A security agreement was executed between Apex Corporate Trustees (UK) Limited
(as security agent for Kommunalkredit Austria AG) ("Apex"), Star Energy Group
plc and certain subsidiaries, namely; IGas Energy Limited, Star Energy
Limited, IGas Energy Enterprise Limited, Island Gas (Singleton) Limited,
Island Gas Limited, Dart Energy (East England) Limited, Dart Energy (West
England) Limited, IGas Energy Development Limited, IGas Energy Production
Limited, Dart Energy (Europe) Limited and GT Energy UK Limited (as chargors)
dated 9 April 2024 ("Star Energy Debenture"). On the same date, Scottish bonds
and floating charges were executed between Apex (as security agent) and Dart
Energy (Europe) Limited and IGas Energy Production Limited (Star Energy Group
companies, as "Scottish Chargors") ("Scottish BFCs"). A further security
agreement was executed between GT Energy Croatia Limited (a Star Energy Group
company, as chargor) and Apex (as security agent) dated 26 April 2024 ("GT
Debenture").

Under the terms of the Star Energy Debenture and GT Debenture, Apex has fixed
charges over certain real property (freehold and/or leasehold property),
petroleum licences, all pipelines, plant, machinery, vehicles, fixtures,
fittings, computers, office and other equipment and chattels and all related
property rights, shares of certain subsidiaries as well as the assigned
agreements and rights and all related property rights and first floating
charges over property, assets, rights and revenues (other than those charged
or assigned pursuant to the aforementioned fixed charges). Under the terms of
the Scottish BFCs, Apex has a first floating charge over all of the assets of
the Scottish Chargors.

14     Share capital

                                                      Ordinary shares                       Deferred shares             Share capital  Share premium
                                            No.                  Nominal value      No.                Nominal value    Nominal value

                                                                £000                                  £000              £000           Value

                                                                                                                                       £000
 Issued and fully paid
 At 1 January 2024 (audited)                128,347,033         3                   303,305,534       30,331            30,334         103,189
 SIP share issue- partnership               143,461             -                   -                 -                 -              13
 SIP share issue - matching                 171,567             -                   -                 -                 -              16
 Shares issued in respect of MRP exercises  585,184             -                   -                 -                 -              -
 Shares issued in respect of EIP exercises  59,261              -                   -                 -                 -              -
 At 30 June 2024 (unaudited)                129,306,506         3                   303,305,534       30,331            30,334         103,218
 SIP share issue - partnership              193,267             -                   -                 -                 -              15
 SIP share issue - matching                 208,389             -                   -                 -                 -              15
 Shares issued in respect of MRP exercises  482,649             -                   -                 -                 -              -
 Shares issued in respect of EIP exercises  5,997               -                   -                 -                 -              -
 At 31 December 2024 (audited)              130,196,808         3                   303,305,534       30,331            30,334         103,248
 SIP share issue - partnership              194,501             -                   -                 -                 -              14
 SIP share issue - matching                 228,768             -                   -                 -                 -              16
 Shares issued in respect of MRP exercises  -                   -                   -                 -                 -              -
 Shares issued in respect of EIP exercises  -                   -                   -                 -                 -              -
 At 30 June 2025 (unaudited)                130,620,077         3                   303,305,534       30,331            30,334         103,278

 

15  Acquisition of non-controlling interest

On 3 January 2025, the Group acquired a further 20% interest in the issued
share capital of its subsidiary A14 Energy from the minority shareholder
Peninsula International PTE Limited. As a result, the Group's shareholding in
A14 Energy increased from 51% to 71%. The acquisition of the additional
shareholding was completed by conversion of the loan notes held by the Group.

 

                                                               Unaudited

                                                                6 months ended 30 June

                                                               2025

                                                                 £000
 Carrying amount of non-controlling interest acquired          (428)
 Consideration paid                                            -
 Decrease in equity attributable to owners of the Company      428

 

Decrease in equity attributable to owners of the Company comprised of a
decrease in retained earnings of £431 thousand and an increase in foreign
currency translation reserve of £3 thousand.

 

16  Operating Segments

An operating segment is a component of the Group that engages in a business
activity from which it may earn revenues and incur expenses, including
revenues and expenses that relate to transactions with any of the Group's
other components. All operating segments operating results are reviewed
regularly to make decisions about resources to be allocated to the Segment and
to assess its performance by the Chief Operating Decision Maker, which for the
Group is the Board of Directors. Segment results include items directly
attributable to a segment as well as those that can be allocated on a
reasonable basis. Unallocated items comprise mainly corporate assets and head
office expenses.

 

                                                                                    Unaudited at 30 June 2025
                                                   Oil and gas segment  Geothermal segment      Unallocated  Total

                                                   £'000                £'000                   £'000        £'000
 External revenues                                 18,297               -                       -            18,297
 Cost of sales                                     (14,378)             -                       -            (14,378)
 Gross profit                                      3,919                -                       -            3,919
 Administrative expenses                           (1,643)              (654)                   (246)        (2,543)
 Research and non-capitalised development costs    -                    (303)                   -            (303)
 Exploration and evaluation assets impaired        (26)                 -                       -            (26)
 Gain on derivative financial instruments          1,333                -                       -            1,333
 Other income                                      4,540                -                       -            4,540
 Segment operating profit/(loss)                   8,123                (957)                   (246)        6,920
 Finance costs                                                                                               (3,040)
 Change in fair value of contingent consideration                                                            480
 Profit before income tax                                                                                    4,360
 Total assets at 30 June                           112,866              8,246                   -            121,112
 Total liabilities at 30 June                      (74,966)             (7,482)                 (166)        (82,614)

 

                                                    Unaudited at 30 June 2024                                        Audited at 31 December 2024
                                                    Oil and gas segment  Geothermal segment  Unallo-cated  Total     Oil and gas  segment   Geothermal segment  Unallo-cated  Total

                                                    £'000                £'000               £'000         £'000     £'000                  £'000               £'000         £'000
 External revenues                                  23,230               -                   -             23,230    43,593                 58                  -             43,651
 Cost of sales                                      (13,257)             -                   -             (13,257)  (28,717)               (73)                -             (28,790)
 Gross profit/(loss)                                9,973                -                   -             9,973     14,876                 (15)                -             14,861
 Administrative expenses                            (3,108)              (616)               (351)         (4,075)   (3,825)                (2,050)             (1,547)       (7,422)
 Research and non-capitalised development costs     -                    (1,799)             -             (1,799)   -                      (1,973)             -             (1,973)
 Exploration and evaluation assets impaired         (1,849)              -                   -             (1,849)   (1,854)                -                   -             (1,854)
 Impairment of development costs                    -                    (4,259)             -             (4,259)   -                      (4,259)             -             (4,259)
 (Loss)/profit on derivative financial instruments  (74)                 -                   -             (74)      737                    -                   -             737
 Other expense                                      (2,000)                                                (2,000)   (2,000)                                                  (2,000)
 Other income                                       3                    -                   -             3         3                      -                   -             3
 Segment operating profit/(loss)                    2,945                (6,674)             (351)         (4,080)   7,937                  (8,297)             (1,547)       (1,907)
 Finance costs                                                                                             (2,396)                                                            (4,805)
 Change in fair value of contingent consideration*                                                         2,251                                                              2,251
 Loss before income tax                                                                                    (4,225)                                                            (4,461)
 Total assets at 30 June/31 December 2024           135,347              4,433               -             139,780   124,951                9,015               -             133,966
 Total liabilities at 30 June/31 December 2024      (84,320)             (2,261)             (630)         (87,211)  (83,044)               (7,891)             (388)         (91,323)

* See note 17 for explanation of reclassification of this balance.

The Group has two geographical areas of operation being the UK and Croatia.
All Group revenues are derived in the UK. There is a total of £8.1 million
(30 June 2024: £3.8; 31 December 2024: £7.5 million) of non-current assets
relating to operations in Croatia, with the remainder of the Group's
non-current assets relating to operations in the UK.

17                  Reclassification

Change in fair value of contingent consideration of £2.3 million for the
period ended 30 June 2024 has been reclassified and presented after operating
profit/(loss) to align with the presentation treatment adopted in the audited
consolidated financial statements of the Group for the year ended 31 December
2024. This has resulted in operating loss of the Group for the period ended 30
June 2024 increasing by a corresponding amount with no impact on profit/(loss)
before tax.

 

Glossary

£ The lawful currency of the United Kingdom

$/USD The lawful currency of the United States of America

€ The lawful currency of the European Union

1P Low estimate of commercially recoverable reserves

2P Best estimate of commercially recoverable reserves

3P High estimate of commercially recoverable reserves

1C Low estimate or low case of Contingent Recoverable Resource quantity

2C Best estimate or mid case of Contingent Recoverable Resource quantity

3C High estimate or high case of Contingent Recoverable Resource quantity

AIM AIM market of the London Stock Exchange

Bbl(s)/d  Barrel(s) of oil per day

Bcf billions of standard cubic feet of gas

boepd Barrels of oil equivalent per day

bopd Barrels of oil per day

Contingent Recoverable Resource - Contingent Recoverable Resource estimates
are prepared in accordance with the Petroleum Resources Management System
(PRMS), an industry recognised standard. A Contingent Recoverable Resource is
defined as discovered potentially recoverable quantities of hydrocarbons where
there is no current certainty that it will be commercially viable to produce
any portion of the contingent resources evaluated. Contingent Recoverable
Resources are further divided into three status groups: marginal,
sub‑marginal, and undetermined. Star Energy Group plc's Contingent
Recoverable Resources all fall into the undetermined group. Undetermined is
the status group where it is considered premature to clearly define the
ultimate chance of commerciality.

GIIP Gas initially in place

m Million

Mbbl Thousands of barrels

MMboe Millions of barrels of oil equivalent

MMscfd Millions of standard cubic feet per day

PEDL United Kingdom petroleum exploration and development licence

PL Production licence

Tcf Trillions of standard cubic feet of gas

UK United Kingdom

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