Corcel PLC

("Corcel" or the "Company")

Final Audited Results

for the Year Ended 30 June 2025

Notice of Annual General Meeting

22 December 2025

The Company's Annual Report and Financial Statements for 2025, extracts from which are set out below, together with the Annual General Meeting Notice, will be published and sent out to the Company's shareholders shortly and will be available on the Company's website at www.corcelplc.com.

The Annual General Meeting will be held at 10:00 am on Wednesday 28 January 2026 at The Wigmore Room, 33 Cavendish Square, London W1G 0PW.

Chairman's statement

Dear Shareholders,

This has been a defining year for Corcel, one in which the Company moved from strategic repositioning into a well laid out growth plan and disciplined execution. As a Board, our responsibility has been to ensure that this transformation is built on sound governance and effective oversight, and with a senior leadership team fully aligned with long-term value creation. I am pleased to report that we have made substantial progress on all fronts.

Strengthening governance for a company in acceleration

Over the course of the year, we oversaw a number of important enhancements to Corcel's governance framework. These changes were designed to match the Company's growing operational footprint, the scale of its ambitions, and the increasing expectations of our stakeholders.

We strengthened the Board with a refreshed mix of technical, commercial and financial expertise, ensuring robust challenge, independent oversight and strategic clarity as Corcel expanded its activities across Angola and Brazil. The appointment of Richard Lane as Chief Operating Officer, alongside the evolution of the executive team under Scott and Geraldine's leadership, has significantly deepened our operational capability while maintaining accountability at every level of the organisation.

Importantly, we have also seen meaningful personal investment from members of the Board and management. This alignment of interests is a cornerstone of sound governance and reflects our collective confidence in Corcel's strategy and future.

Board oversight through a period of strategic momentum

The Company delivered exceptional progress this year - from consolidating its position in KON-16 to advancing technical programmes and creating optionality for near-term production. The Board has worked closely with management to ensure that these achievements were underpinned by disciplined capital allocation, thoughtful risk management and a clear strategic rationale.

Several of the year's most notable developments, including the KON-16 equity interest consolidation, the strategic alliance with Sintana, and the strengthening of the Company's financial position, reflect the disciplined, shareholder-focused approach we will continue to pursue.

A more resilient, well-capitalised and strategically focused Corcel

Corcel ends the year as a fundamentally stronger business:

·      a focused portfolio aligned to high-value oil and gas opportunities;

·      a significantly enhanced balance sheet;

·      a broadened institutional investor base; and

·      a leadership team built to execute with speed and discipline.

These foundations have been developed through deliberate strategic oversight and a commitment to maintaining the highest standards of governance as the Company accelerates its operational activities.

Looking ahead: disciplined oversight as Corcel enters its most active phase

The year ahead will be transformational, with seismic acquisition at KON-16, preparations for drilling in 2026, renewed activity across KON-11 and KON-12, and further expansion opportunities internationally. The Board's focus will remain on:

·      safeguarding capital discipline;

·      ensuring operational excellence and risk management;

·      supporting management as Corcel scales; and

·      maintaining transparent, constructive engagement with shareholders and regulators.

Corcel is entering a period of significant opportunity, and equally significant responsibility. The Board is fully committed to ensuring that the Company's growth is delivered responsibly, strategically, and with long-term shareholder value at its core.

I would like to thank my fellow Board members, our executive team, our partners in, and most importantly, our shareholders for their confidence and support during this transformative year. Corcel's momentum is real, its foundations are strong, and its trajectory is upward.

We look forward to overseeing and enabling the next stage of Corcel's growth.

Pradeep Kabra

Independent Non-Executive Chairman

Corcel Plc

CEO's Statement

Dear Shareholders,

A year of strategic transformation and acceleration

The past twelve months have marked a profound turning point for Corcel. We entered the period as a company repositioning itself around Angola and Brazil. We closed the year, and have progressed further still post-period, as a rapidly emerging high-impact exploration company with a sharply strengthened balance sheet and a commanding operated position in one of the most prospective parts of the onshore Kwanza Basin.

Our strategy from the outset was clear: secure high-impact acreage, build optionality across exploration and near-term production, and use commercial creativity to scale without destructive dilution.

Over the last twelve months we delivered exactly that. Through disciplined portfolio management, accelerated execution, strategic partnerships, and improved governance, Corcel has transformed into a well-capitalised, opportunity-rich, multi-jurisdiction energy company capable of delivering material value creation.

Rebuilding the company and restoring momentum

When we began the turnaround in mid-2024, we were at the beginning of a rebuild. We made changes to governance, board composition, commercial discipline, and operational focus. We shifted the organisation toward execution, speed and

strategic clarity.

Since then, Corcel has:

·      Increased its net interest in KON-16 from 31.5% to 71.5% (subject to regulatory approval), achieving both early strategic consolidation and early monetisation.

·      Designed, permitted, financed, and prepared for execution a very sound exploration program in the Kwanza Basin.

·      Secured high-calibre institutional investors from across Asia, North America, South America, Europe and Africa, reflecting broad international confidence in Corcel's strategy and execution.

·      Executed value accretive transactions, including the strategic alliance with Sintana Energy, crystallising early value and conditionally  securing $2.5m in development funding, as well as the incremental increases in interest in KON-16 .

·      Attracted a strong technical team, from management to field operations with experience that is directly relevant to our core geographies.

·      Improved market confidence, reflected in over 180% increase in share price and an almost tenfold increase in market capitalisation since the start of the period to date.

This momentum reflects a fundamental shift: Corcel is no longer a junior explorer attempting repositioning, it is now an ambitious, financially strengthened, technically capable and operationally active E&P company with a clear route to material value creation.

Angola: Building a dominant onshore position in the Kwanza Basin

The progress made in Angola this year has been transformational. We are now one of the largest interest holders and operators in the onshore Kwanza Basin, a basin with large pre-salt potential, significant post-salt opportunities, and an emerging competitive landscape where first-mover advantage is decisive.

KON-16: From early entry to basin-defining control

·      Started the period with a 31.5% net interest.

·      Increased net interest to 49.5% at no cost in September 2024.

·      Acquired a further 27% net interest in May 2025 for a modest outlay.

·      onditionally monetised a 5% net interest for $2.5m, validating asset value.

·      Resulting current net position: 71.5%, with 80% operated control through Atlas Petroleum Exploration Limited (APEX).

This working interest consolidation positions Corcel at the centre of one of Africa's most prospective onshore exploration basins.

Technical progress: foundation for drilling in 2026

Since the beginning of the period under review (including post-period) we:

·      Completed a 100% coverage Enhanced Full Tensor Gradiometry (eFTG) survey.

·      Reprocessed legacy 2D seismic.

·      High-graded multiple pre-salt and post-salt exploration leads.

·      Were awarded and advanced the Environmental Impact Assessment (completed and approved post period).

·      Designed a targeted 2D seismic acquisition program of 326 line-km for 2025.

·      Signed the seismic acquisition contract with BGP following a competitive tender.

·      Secured all permits required for both seismic acquisition and exploration drilling.

These technical steps, combined with the increased working interest and strategic funding, move Corcel decisively towards drilling an exploration well in KON-16 in 2026, targeting large-scale post-salt and pre-salt structures.

This is potentially basin-reshaping exploration, and Corcel is leading it.

KON-11 and KON-12: Reactivating historic potential

The Tobias and Galinda fields, within KON-11 and KON-12 respectively, are important near-term opportunities:

·      Workover and intervention operations in Tobias-13 and Tobias-14 recommenced in January 2025.

·      Engineering and production restoration plans are advancing.

·      These brownfield assets have the potential to create nearer-term cashflow and complement the broader exploration and production strategy.

We view KON-11 and KON-12 as synergistic with KON-16 as an integrated acreage package across the heart of the Kwanza Basin with both near-term production and material exploration upside. Work is ongoing to unlock the exploration upside in KON 11 and KON 12. We completed a 100% coverage Enhanced Full Tensor Gradiometry (eFTG) survey in KON 12 and 41% coverage in KON 11, setting the two assets up for possible 2D seismic campaigns in 2026.

Brazil: Rapid expansion into profitable onshore gas

Our Brazil strategy is simple: build a non-dilutive, production-backed portfolio that complements our high-impact exploration in Angola.

In November 2024, we secured an option to acquire 20% of the IRAI Field and ROFR rights over the remaining 80% and the adjacent TUC-T-172 exploration block. While the option period has now expired, the opportunity demonstrated the core of our strategy: low-risk, high-margin, short-cycle investments that strengthen the business while we pursue high-impact exploration.

During the option period:

·      Workovers commenced (February 2025).

·      EI-1 delivered a stable gross production rate of 20,000 m³/day (120 BOEPD).

We continue to evaluate similar opportunities in Brazil's onshore gas sector.

Strengthening our balance sheet and shareholder base

Throughout the period and since the year-end, Corcel has secured multiple rounds of funding, each anchored by sophisticated, globally diversified private and institutional investors who recognise the scale of the opportunity we are building. Every raise was executed with discipline - always very close to market price, often at a premium, and never below prior levels. Corcel enters 2026 with a significantly strengthened cash position, providing meaningful strategic flexibility as we progress negotiations on potential producing asset acquisitions and evaluate farm-down options in KON-16.

Corcel is fully funded for its entire 326 line km KON-16 seismic program and core operational and business development activities through 2026.

People, governance, and leadership renewal

This year saw a renewal across our leadership and governance framework:

·      Appointment of Pradeep Kabra as Chairman, bringing 35+ years of global E&P leadership.

·      Appointment of Richard Lane as COO, adding deep operational and subsurface expertise in Angola and Brazil.

·      Strengthened independent oversight through our Audit and ESG committees.

·      Executive team alignment evidenced by significant personal share purchases by Directors.

Our team today blends commercial agility, technical depth, and capital markets capability - essential to executing the next phase of growth.

Financial Review

The financial year ending 30 June 2025 marked a period of decisive transition as the Group completed its repositioning into a focused oil and gas business. Strengthening financial resilience while expanding our operational footprint remained a core priority.

During the year, Corcel completed two key equity fundraises aligned with its strategic objectives. In September 2024, the Company raised £1.22 million at £0.001 per share, supporting continued technical work in the Kwanza Basin and early-stage evaluation activities in Brazil. A subsequent placing in February 2025 raised £2.72 at £0.0016 per share, enabling preparations for the KON-16 2D seismic programme and further progression of the Angolan and Brazilian initiatives. As a result, cash balances at 30 June 2025 increased to £0.51 million (2024: £0.26 million).

For the financial year, the Group recorded a loss of £7.02 million (2024: £3.04 million), reflecting the rapid scale-up of oil and gas activities, expansion of the technical, operational and corporate teams, and the write-down of legacy non-core assets, including assets held for sale. Administrative expenses rose modestly to £3.12 million (2024: £2.57 million), in line with the Company's growth, while project expenses remained stable at £0.12 million (2024: £0.14 million) due to disciplined capital deployment and the capitalisation of most technical work in Angola.

As part of the rationalisation of its legacy portfolio, the Group recognised a £0.179 million impairment on the Mt Weld project in Australia. Finance costs decreased to £0.11 million (2024: £0.13 million). Discontinued operations, relating solely to the Mambare Nickel joint venture, resulted in a £3.20 million loss (2024: £0.03 million), driven by the impairment of the asset following disputes with the joint venture partner and confirmation that the underlying exploration licence had not been renewed.

Despite these non-cash charges, the Group closed the year with a significantly reinforced capital position, a streamlined portfolio focused exclusively on oil and gas, and the financial strength required to drive forward its core strategy.

Following the period end, Corcel's financial position improved substantially. A July 2025 placing added £1.1 million, the accelerated exercise of outstanding warrants contributed a further £3.85 million, and an additional £3 million was raised in December 2025 at £0.0035 per share. Taken together, these inflows provide the Company with ample liquidity and full funding for planned technical work in Angola and continued execution of the international growth strategy.

The year ahead: Executing the value step-change

Corcel now stands at the beginning of its most active operational period in its recent history.

Our priorities for the coming year are clear:

1.     Complete the KON-16 seismic program: delivering a fully matured prospect inventory.

2.     Prepare for the first exploration well in KON-16 in 2026: a potentially basin-defining event.

3.     Advance KON-11 and KON-12 operations: restoring operations and enhancing asset value.

4.     Advancing our production ambitions, evaluation and moving towards potential acquisitions.

5.     Deliver disciplined capital allocation: preserving financial strength while capturing growth.

6.     Build a regional operational leadership position across the onshore Kwanza Baisn.

We are moving from strategy to execution from a position of financial strength and technical readiness.

When we began this transformation, our ambition was bold: to build a leading energy company in sub-Saharan Africa and Latin America, driven by strategic and commercial prowess, technical excellence, disciplined capital management, and with a portfolio capable of delivering step-change value. Today, that ambition is no longer conceptual, it is underway.

On behalf of the Board and management team, I extend my sincere appreciation to our shareholders, our partners in Angola and Brazil, our employees, the governments and regulators in the countries in which we operate, and - very importantly - the communities in which we operate. Your support and collaboration are integral to Corcel's success.

Scott Gilbert

Chief Executive Officer

Corcel Plc

Results and Dividends

The Group made a loss after taxation of £6.78 million (2024: loss of £3.03 million) with the increase on the prior year driven largely by the impairment of the assets held for sale. The Directors do not recommend the payment of a dividend (2024: nil).

For further information, please contact:

Scott Gilbert                                                                                                        

Corcel Plc, CEO & Director

Development@Corcelplc.com                             

Melissa Byeon                                                                                     

Corcel Plc, Public Relations Officer

Development@Corcelplc.com                                                             

James Joyce / James Bavister / Andrew de Andrade

Zeus, NOMAD & Broker

020 3829 5000        

Jonathan Wright / Rupert Holdsworth Hunt                                               

Auctus Advisors LLP, Joint Broker

07711 627449                                                                                                    

About Corcel

Corcel has a notable oil and gas portfolio in onshore Angola that includes brownfield redevelopment opportunities and significant exploration upside. Corcel marked a new country entry into Brazil through the option to acquire rights to producing gas and exploration assets, further diversifying its portfolio and enhancing its growth potential.

Corcel's Angola portfolio consists of interests in three licenses:

·      KON - 16 upon completion: operated - 80% working interest - 71.5% net to CRCL

·      KON - 11 Non-Operated - 20% working interest - 18% net to CRCL

·      KON - 12 Non-Operated - 25% working interest - 22.5% net to CRCL

Independent Auditor's Report to the Members of Corcel Plc

Opinion

We have audited the financial statements of Corcel Plc (the 'Company') and its subsidiaries (the 'Group') for the year ended 30 June 2025 which comprise the Consolidated and Company Statements of Financial Position, the Consolidated Income Statement, the Consolidated Statement of Comprehensive Income, the Consolidated and Company Statements of Changes in Equity, the Consolidated and Company Statements of Cash Flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK-adopted international accounting standards and as regards the Company financial statements, as applied in accordance with the provisions of the Companies Act 2006.

In our opinion:

·        the financial statements give a true and fair view of the state of the Group's and of the Company's affairs as at 30 June 2025 and of the Group's loss for the year then ended;

·        the Group financial statements have been properly prepared in accordance with UK-adopted international accounting standards;

·        the Company financial statements have been properly prepared in accordance with UK-adopted international accounting standards and as applied in accordance with the provisions of the Companies Act 2006; and

·        the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Group and Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the directors' assessment of the Group's and Company's ability to continue to adopt the going concern basis of accounting included:

·       reviewing the cash flow forecasts for the ensuing twelve months from the date of approval of these financial statements and critically analysing the key inputs and assumptions used;

·       reviewing the stress testing performed by management for reasonableness;

·       obtaining an understanding of committed spend versus spend that can be deferred if needed;

·       obtaining most recent bank statements and comparing to forecast position;

·       reviewing management's going concern memorandum and holding discussions with management regarding future plans and availability of funding;

·       reviewing the adequacy and completeness of disclosures in the Group and Company financial statements; and

·       reviewing post balance sheet events as they relate to the Group's and Company's liquidity. 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Our application of materiality

For the purposes of determining whether the financial statements are free from material misstatement, we define materiality as a magnitude of misstatement, including omission, that makes it probable that the economic decisions of a reasonably knowledgeable person, relying on the financial statements, would be changed or influenced. We have also considered those misstatements including omissions that would be material by nature and would impact the economic decisions of a reasonably knowledgeable person based our understanding of the business, industry and complexity involved. 

We apply the concept of materiality both in planning and throughout the course of audit, and in evaluating the effect of misstatements. Materiality is used to determine the financial statements areas that are included within the scope of our audit and the extent of sample sizes during the audit.

We also determine a level of performance materiality which we use to assess the extent of testing needed to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality for the financial statements as a whole.

In determining materiality and performance materiality, we considered the following factors:

·        our cumulative knowledge of the Group and its environment, including industry specific trends;

·        any change in the level of judgement required in respect of the key accounting estimates;

·        significant transactions during the year;

·        the stability in key management personnel; and

·        the level of misstatements identified in prior periods

Materiality for the Group financial statements was set at £217,000 (2024: £181,000). This was calculated at 3% of net assets (2024: 3% of net assets) as per the draft financial statements. Using our professional judgement, we have determined this to be the principal benchmark within the Group financial statements as it is from these net assets that the Group seeks to deliver returns for shareholders, in particular the value of exploration and development projects the Group is interested in through its subsidiaries, mining tenements and joint arrangements.

Materiality for the Company was set at £130,000 (2024: £180,000). Materiality was calculated based on 3% of net assets but restricted to below Group materiality.

The performance materiality for the Group financial statements was set at £151,000 (2024: £126,700) and the Company financial statements was set at £91,000 (2024: £126,000) being 70% of materiality for the financial statements as a whole respectively. The threshold was considered appropriate in light of the current size and level of complexity of the Group and the Company, and our assessment of inherent risk.

For each component in scope for our Group audit, we allocated a performance materiality based on the relative net asset contribution of each component to the Group and aggregation risk. The range of performance materiality allocated across components was between £76,000 to £136,000 (2024: £91,500 to £180,000).

We agreed to report to those charged with governance all corrected and uncorrected misstatements we identified through our audit with a value in excess of £10,000 (2024: £9,050) for the Group and for the Company a value in excess of £9,000 (2024: ££9,000). We also agreed to report any other audit misstatements below that threshold that we believe warranted reporting on qualitative grounds.

Our approach to the audit

Our audit was risk based and was designed to focus our efforts on the areas at greatest risk of material misstatement, aspects subject to significant management judgement as well as greatest complexity, risk and size. In designing our audit, we determined materiality, as above, and assessed the risk of material misstatement in the financial statements. We tailored the scope of our audit to ensure that we performed sufficient work to be able to give an opinion on the financial statements, considering the structure of the Group.

The Group includes the listed Company in United Kingdom and 9 subsidiaries based in different jurisdictions. Each component was assessed as to whether they were material to the Group based on either their size or risk. Based on the assessment, we have undertaken a full scope audit on 2 components and performed specific scope work on 2 further components.

In designing our audit, we considered areas deemed to involve significant judgement and estimation by the directors, such as the key audit matters surrounding: the carrying value of investments in subsidiaries and receivables from other Group companies; and the carrying value of exploration and evaluation assets. We also addressed the risk of management override of controls, including consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud.

The Group's and Company's centralised accounting function is based in United Kingdom and the audit work on all significant components was performed by our Group audit team in London.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

We have determined the matters described below to be the key audit matters to be communicated in our report

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the Group and Company financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

·        the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

·        the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Group and the Company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

·        adequate accounting records have not been kept by the Company, or returns adequate for our audit have not been received from branches not visited by us; or

·        the Company financial statements are not in agreement with the accounting records and returns; or

·        certain disclosures of directors' remuneration specified by law are not made; or

·        we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities, the directors are responsible for the preparation of the Group and Company financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the Group and Company financial statements, the directors are responsible for assessing the Group and the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the Company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

·        We obtained an understanding of the Group and Company and the sector in which they operate to identify laws and regulations that could reasonably be expected to have a direct effect on the financial statements. We obtained our understanding in this regard through discussions with management. We also selected a specific audit team based on experience with auditing entities within this industry facing similar audit and business risks.

·        We determined the principal laws and regulations relevant to the Group and Company in this regard to be those arising from:

o  AIM Rules;

o  QCA Corporate Governance Code;

o  UK Companies Act 2006;

o  UK-adopted international accounting standards;

o  UK employment law;

o  UK tax legislation;

o  General Data Protection Regulations;

o  Anti-Bribery Act;

o  Anti-Money Laundering Regulations; and

o  Local environmental and industry regulations.

·        We designed our audit procedures to ensure the audit team considered whether there were any indications of non-compliance by the Group and Company with those laws and regulations. These procedures included, but were not limited to:

o  Making enquiries of management;

o  A review of Board minutes;

o  A review of legal and professional ledger accounts; and

o  A review of Regulatory News Service Announcements

·        We also identified the risks of material misstatement of the financial statements due to fraud. Other than the non-rebuttable presumption of a risk of fraud arising from management override of controls, we identified the potential for management bias in key areas of judgement and estimation. The work performed in respect of these areas is detailed above within the Key audit matters section.

·        As in all of our audits, we addressed the risk of fraud arising from management override of controls by performing audit procedures which included, but were not limited to: the testing of journals; reviewing accounting estimates for evidence of bias (Refer to the Key Audit Matter section); and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

·        Our review of non-compliance with laws and regulations incorporated all Group entities. The risk of actual or suspected non-compliance was not sufficiently significant to our audit to result in our response being identified as a key audit matter.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone, other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Imogen Massey (Senior Statutory Auditor)                                                                                        15 Westferry Circus

For and on behalf of PKF Littlejohn LLP                                                                                                     Canary Wharf

Statutory Auditor                                                                                                                                      London E14 4HD

19 December 2025

Financial Statements

Consolidated Statement of Financial Position

as at 30 June 2025

The accompanying notes form an integral part of these Financial Statements.

These Financial Statements were approved by the Board of Directors and authorised for issue on 19 December 2025 and are signed on its behalf by:

Scott Gilbert

Executive Director 

Registration number: 05227458

Consolidated Income Statement

for the year ended 30 June 2025

Consolidated Statement of Comprehensive Income

for the year ended 30 June 2025

The accompanying notes form an integral part of these Financial Statements.

Consolidated Statement of Changes in Equity

for the year ended 30 June 2025

The movements in equity during the year were as follows:

See Note 15 for a description of each reserve included above.

Consolidated Statement of Changes in Equity                                  

Continued

See Note 15 for a description of each reserve included above.

Consolidated Statement of Cash Flows

for the year ended 30 June 2025

Major non-cash transactions are disclosed in Note 20.

The accompanying notes and accounting policies form an integral part of these Financial Statements.

Company Statement of Financial Position

Corcel Plc (Registration Number: 05227458) as at 30 June 2025

Company Statement of Comprehensive Income

As permitted by Section 408 Companies Act 2006, the Company has not presented its own Statement of Comprehensive Income. The Company's loss for the financial year was £5,946,131 (2024: loss of £3,127,247). The Company's total comprehensive loss for the financial year was £5,946,131(2024: loss of £3,127,247).

These Financial Statements were approved by the Board of Directors and authorised for issue on 19 December 2025 and are signed on its behalf by:

Scott Gilbert

Executive Director

The accompanying notes form an integral part of these Financial Statements.

Company Statement of Changes in Equity