Predator Oil & Gas Holdings Plc
Annual Report 2022

Plain-text annual report

Predator Oil & Gas Holdings Plc Annual Report for the Year ended 31 December 2022 Contents Chairman’s statement Strategy Group strategic report Report of the directors Board of directors Corporate governance report Directors’ remuneration report Independent auditor’s report Consolidated statement of comprehensive income Consolidated statement of financial position Consolidated statement of changes in equity Consolidated statement of cash flows Statement of accounting policies Notes to the financial statements Corporate information Pages 1 - 4 5 - 6 7 - 50 51 – 57 58 - 60 61 – 67 68 – 73 74 – 80 81 82 83 84 85 – 91 92 – 112 113 – 114 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Chairman’s Statement Dear Shareholder, On behalf of the Board of Directors, I hereby present the consolidated financial statements of Predator Oil & Gas Holdings Plc (the “Group”, “Predator” or the “Company”) for the year ended 31 December 2022. 2022 has been dominated by regional conflict caused by the Ukraine – Russia war. This has impacted the energy sector in a manner that could not have been predicted at the start of the year. A rapid rise in oil and gas prices has immediately benefited producers but has resulted in higher and unsustainable prices for end users and consumers so creating an “Energy Crisis”. This has led to an accelerated rate of cost inflation for services, equipment and personnel in the Energy Sector. Supply chains have been impacted as demand outstrips supply caused by a combination of high commodity prices acting as a catalyst for increased activity and a shortage of materials and inventory following a prolonged period of manufacturing stagnation during COVID-19. Delivery times have been extended out due to scheduling of available manufacturing capacity and disruption in transport logistics created by competitive forces gazumping pre- booked cargo space. On a macro-scale the Energy Crisis has caused frequent and unpredictable volatility in the foreign exchange markets making currency hedging difficult to enact during periods of relatively short-term operational expenditure. Investment sentiment in the oil and gas sector from institutions and banks is potentially tempered by the prospect of windfall taxes to address the large profits being made collectively by the Energy Sector and the influences being exerted by the proponents advocating a faster transition to greener energy with an earlier replacement of sources of energy from fossil fuel. Unfortunately, this has only served to increase the reliance on existing and finite fossil fuel resources and has helped create the energy crisis, resulting in many business failures. Within Europe there has been a giant leap to embrace liquefied natural gas imports, a significant proportion of which come from shale gas operations involving the controversial fracking process. In the Republic of Ireland for example there has been an increase in the amount of Colombian coal burnt at the Moneypoint power plant increasing Ireland’s already high, relative to the rest of Europe, CO2 emissions. During 2022 the importance of gas as the fuel of choice for the Energy Transition has been clearly demonstrated in Europe and in other areas of the world. Increasing the availability of indigenous gas and expanding strategic seasonal gas storage facilities under normal circumstances should assist with helping to stabilise gas prices at an affordable level to both industry and domestic consumers. For this to happen from grass roots upwards banks and institutions need to pragmatically balance their investment criteria for the energy sector to promote greener finance yet address inflationary pressures by ensuring the Energy Transition is adequately funded such that gas projects can contribute positively to an earlier roll-out of green energy alternatives within the framework of a stable business climate to promote economic growth and social justice. The Company’s business model has always been focussed on prudent management and deployment of limited capital funds. For this reason, corporate overheads are maintained at modest levels and the management and operating structure of the Company utilises only a very limited number of highly experienced personnel whilst generating the opportunity to efficiently operate and control all of the Company’s projects through a “hands on” approach. The Company’s strategy and objectives during 2022 have had to be prudently re-focussed and tailored to align with the changing financial environment. In Morocco we have navigated the Company through a supply chain crisis of logistics to ensure that at the end of 2022 we are on the cusp of commencing the drilling of MOU-2, the second well in the area of the Guercif Petroleum Agreement. There is no other competing drilling activity onshore Morocco at present. 1 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 The business development model for Morocco has been focussed on the near-term search for gas to supply Compressed Natural Gas (“CNG”) by truck to the Moroccan industrial market. This will potentially replace carbon-intensive imported fuel oil. The characteristics of this business model is that it creates high profit margins for relatively small volumes of gas to be developed as a consequence of the high prices paid for gas by the Moroccan industrial sector, even before the Energy Crisis; low taxation; a low level of capital required to fund development; and a potential for accelerated development decisions and therefore project execution. Importantly, gas production profiles and deliveries are easily scalable as the market for CNG expands. The levels of profits are such that they are not likely to attract windfall taxes as in Europe as gas sales price is matched to what local industry can afford in order to remain competitive. Moroccan industry urgently requires a secure source of indigenous gas. Gas-to-power in Morocco is a less attractive business model for the Company as it requires significant initial capital investment with increased execution risks to validate a 10-year gas profile for a Gas Sales Contract with the State-owned National Office of Electricity (“ONEE”). Prices paid by ONEE for gas are far less attractive than those paid by Moroccan industry. Profit margins are therefore poorer relative to the CNG business model. The technical evaluation of the very large area of the Guercif Petroleum Agreement to date has identified many gas prospects with some that were partially de-risked by gas encountered in MOU-1, drilled and completed for testing by the Company in 2021. Appraising the MOU-1 structure eastwards to support a scalable CNG development is the single most important objective of the Company to achieve during 2023. Following the unforeseen decommissioning of the successful Inniss-Trinity Enhanced Oil Recovery and CO2 sequestration project (“CO2 EOR”) in Trinidad in 2021, a move not instigated by the Company, the Company has sought to reach a pragmatic agreement with Challenger Energy Group Plc (“Challenger”), the parent company of FRAM Exploration Trinidad Ltd. (“FRAM”) to address outstanding commercial issues. The Company’s primary objective was to seek to leverage its investment, technical collateral and operating experience gained during the initiation and development of the Inniss-Trinity CO2 EOR project to expand its CO2 EOR operating capability. This is seen as a mandatory business goal to allow the Company to effectively utilise and further extend its exclusive surplus liquid CO2 supply agreement with Massy Gas Products Trinidad Ltd. (“Massy”) and to capitalise on Trinidad’s newly adopted government strategy to promote CO2 EOR in combination with developing a CO2 sequestration regulatory framework based mainly on UK and Canadian legislation. At the end of the year the Company announced that it had reached agreement, subject to contract and the regulatory approval of the Ministry of Energy and Energy Industries (“MEEI”) in Trinidad, to acquire TRex Resources (Trinidad) Ltd. (“TRex”) from its parent company Challenger. TRex is the operator of the Cory Moruga Licence (“Cory Moruga”), onshore Trinidad. TRex is a natural fit with Predator. Cory Moruga contains the undeveloped Snowcap oil field. As such it represents one of the few opportunities in Trinidad to apply CO2 EOR techniques in an early phase of field development before virgin reservoirs pressures have declined as a result of continuous production over a long period of time, as is the issue with mature onshore oil fields in Trinidad. The opportunity to create a secondary miscible CO2 EOR project is possible in Cory Moruga in due course after an initial period of primary production to facilitate an improved understanding of reservoir performance. After reviewing several options for developing its CO2 EOR business in Trinidad during the year under review the Company believes that the better way forward to improve the opportunity to develop potentially significant shareholder value is through directly owning and operating the Cory Moruga asset. This is based on our understanding of the unrealised subsurface potential of Cory Moruga through management combining both its experience gathered as a result of operating the Inniss-Trinity CO2 EOR project; its operational expertise in drilling extremely challenging wells in similar geology to Cory Moruga in Morocco; and its highly relevant reservoir insights gathered for the adjoining producing Moruga West oil field, for which the Company made a bid for in 2017 before becoming a public company. This field extends into Cory Moruga and was the subject of a very successful gas injection project executed by the previous operator, BP, in the early 1960’s. 2 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 The Company is looking forward to completing an independent Competent Persons Report on Cory Moruga in the first half of 2023 incorporating and validating a new subsurface understanding generated in-house by the Company. The Energy Crisis has been beneficial in bringing to the attention of the regulatory authorities in Ireland the valuable contribution that the Company’s Mag Mell Floating Storage and Regassification Project (“FSRU”) and its applications for successor authorisations, focussed on gas storage and gas exploration and appraisal to utilise the existing Corrib and Kinsale gas pipelines to shore, could potentially make to securing Ireland’s security and affordability of gas supply. A ban on new oil and gas licences was enacted in Ireland before the current Energy Crisis. As a result, the Company’s gas projects represent valuable potential assets and collateral as they remain linked to an existing regulatory process. In particular, they could provide in time, an indigenous source of expensive “cushion gas” to establish strategic gas storage facilities to align Ireland with the rest of Europe. Currently such gas would require to be imported. The Company does not have the capacity to fully develop these assets to a future production status on a standalone basis. However, with opportunities to further develop the gas business in Ireland and to utilise growing spare capacity in existing infrastructure now at a premium, our position in Ireland becomes potentially attractive to existing entities involved in the gas sector. Should the Company relinquish its position then the opportunity for others would fall away, potentially for ever. We are pleased therefore to have received an unsolicited approach at the end of the year to potentially acquire our position in relation to the Corrib South exploration asset, which is the subject of an application for a successor authorisation. Whilst there are still many regulatory and political hurdles to be crossed in Ireland, we believe that this approach now sets a precedent with the regulatory authorities regarding the potential value of Corrib South and the possible consequences of not awarding the Corrib South successor authorisation in accordance with the existing regulatory process. During the period under review, we have taken the opportunity, when possible and advisable to do so, to raise funds in the public markets. This is not only necessary for us to maintain our projects in good standing but mainly to strengthen our ability to progressively develop our assets within a new economic climate that can no longer rely on traditional farmouts to industry majors, bank lending and institutional investment for funding business growth. The institutionalised move to green energy discriminates against entrepreneurial small and mid-tier companies in the oil and gas sector that are seeking to facilitate the Energy Transition. The Company strengthened its finances through two over-subscribed Placings to raise an aggregate of GBP4,335,000 (before expenses). As a consequence, the Company remains debt-free at a time of rising interest rates apart from loans to directors. At a corporate level the Board was refreshed with two new Non-Executive Directors joining the Board, Carl Kindinger, and Alistair Jury replacing Louis Castro and Dr Stephen Staley. As I write, the business outlook for the Company for the coming year remains positive despite the new global challenges faced by businesses during the year under review. The Company’s projects are robust and strategically focussed on gas and developing a commercial model for CO2 sequestration. Our projects are of a manageable size that still attracts prudent levels of equity finance based on clear near-term operational and corporate objectives that we have still managed to execute during the year to enhance their appeal to investors. Drilling drives the quest to create tangible shareholder value whilst sustained corporate activity and careful portfolio management sow the seeds necessary to create near-term revenue-generating opportunities. This strategy allows our stock to be liquid and attractive to investors which in turn provides the Company with an avenue of funding to develop its projects through the difficult early stages of financing. 3 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 I should like to thank our shareholders for their continued support over the year. I expect the coming year once again to be full of activity with operations prudently scaled up to increase the ability to reach a revenue- generating position as soon as possible. Paul Griffiths Executive Chairman 27 April 2023 4 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Strategy The Company’s core strategy continues to focus on the Energy Transition to greener energy. The pragmatic role of gas is recognised as a “sustainable” source of energy to bridge the gap between the expectations of a green energy goal versus the economic and socially equitable reality of preserving an orderly and affordable energy market during what might be perceived as a new industrial revolution. The Company is also of the opinion that the upstream gas industry has much expertise to offer the renewable energy sector. This is particularly relevant in the area of green hydrogen in relation to subsurface storage in former gas reservoirs; transport using gas infrastructure; potential blending of green hydrogen; and natural gas for power generation. The Board believes that the Company’s medium-term future is tied to gas as being the flexible energy source to replace coal and oil as a fuel for power generation to help de-carbonise the energy sector, thereby reducing CO2 emissions, as gas by comparison is less CO2 pollutant. Reducing current high levels of CO2 emissions by replacing carbon-intensive fuels used in the industrial sector in Morocco is a realistically achievable near-term objective for executing the Company’s business strategy. The Company has assembled material and influential equity positions in a portfolio of assets combining existing gas discoveries and new gas prospects adjacent to infrastructure owners seeking new opportunities to utilise spare capacity and industrial markets heavily reliant on imported fuel oil. Following the Company’s presentation to the Ministry of Energy and Energy Industries (“MEEI”) Carbon Capture and Carbon Dioxide (CO2) Enhanced Oil (“CO2 EOR”) Recovery Steering Committee on 17 August 2021, the Government of Trinidad and Tobago is seeking consultation on its Draft Policy to Create Carbon Capture Utilisations and Storage Specific Legislation. Trinidad is a high emitter per capita of CO2 gases due to its large number of ammonia and methanol plants. CO2 sequestration in reservoirs in Trinidad’s mature oil fields is an area where the Company can seek to apply its business development strategy using its practical expertise gathered from the successful execution of its Inniss-Trinity pilot CO2 EOR Project. The implementation of CO2 sequestration must be justified both by a credible commercial model and by providing a socially just and equitable protective umbrella for local communities and economies which are largely dependent on the oil and gas sector for their immediate livelihoods. The Company believes that the availability of investment capital for the fossil fuel sector is becoming increasingly squeezed due to re-alignment of available funds with green energy projects. Accordingly, the business strategy of the Company is being adapted to reflect these changed circumstances and to minimise where possible its capital requirements through: - - - - - ensuring that all field operations are carried out in an efficient, safe, environmentally aware and cost-effective manner to eliminate, where possible, unnecessary waste; determining that all contracts with service and equipment providers are robustly negotiated to obtain the best possible commercial terms for the Company; utilising management extensive experience, know-how and industry network to build a low-cost operating capability; focussing capital resources on only projects where near-term monetisation is a realistic goal and can be achieved within the constraints of a modest capital outlay; spending capital only in those geographic jurisdictions where there is a strong internal market demand for the products that the Company may produce in the near-term; 5 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 - - - - directing capital towards those jurisdictions where the Company’s business development strategy is aligned with current government and regulatory policies; focussing on projects that have robust project economics with considerable headroom and therefore have high potential to generate positive cash flow in the short-term following operational success and which are capable of creating assets suitable for alternative monetisation through near-term trade sales to peer companies and consumers of energy; addressing projects that have higher ESG potential; ensuring that management is enabled and incentivised to maintain its high profile in the investment community which has resulted in eight successful over-subscribed Placings for equity raising GBP17.37 million since 2018 whilst operating and maintaining an undiluted equity interest in the Company’s portfolio of material projects. This was achieved against the backdrop of financial markets impacted by BREXIT, COVID, Climate Change Activism and the Ukraine-Russia war. Geological risk mitigation has been enacted through screening suitable projects for the Company’s portfolio using management’s extensive and relevant industry experience. This expertise and know-how is essential to the Company’s business development strategy as it allows the Company to move to secure assets and opportunities that have been historically over-looked and under-valued. Management’s creative and innovative thinking facilitates the development of those assets selected for the Company’s portfolio. 6 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Group Strategic Report The directors have voluntarily disclosed the Group Strategic Report for the year ended 31 December 2022 although this is not required under Jersey regulations. Principal activity The Group was formed for the purpose of acquiring assets consistent with the Company’s business development strategy. These may comprise businesses, import licences for LNG, material ground floor equity positions in principally gas licences, or the targeting of companies that have operations in the oil and gas exploration and production sector consistent with the Company’s business development strategy. It will then look to develop and expand such assets where there is an opportunity for reducing CO2 emissions but always within the framework of commercially viable and value-enhancing operations. The Group seeks to develop and provide sources of energy, primarily gas, that can contribute to reducing CO2 emissions and to accelerating energy transition to de-carbonise the energy sector by replacing more carbon-intensive fuels such as fuel oil. Fair review of strategy and business model – (Strategy report on previous pages) Morocco The primary focus of activities during 2022 centred on the Company’s Guercif Licence onshore northern Morocco. Sedimentological studies were undertaken for MOU-1, drilled in 2021. Integrating the results of these studies with the conventional wireline logs, which were influenced, in the shallow section by poor borehole conditions with washouts, and in the higher resolution and reservoir characterisation interpretation of the wireline logs by NuTech, has provided an enhanced understanding of reservoir distribution within the well and confirmed the potential for good quality reservoirs within the prospective northwest part of the Guercif Basin. Biostratigraphic studies validated the pre-drill interpretation for the development of deeper water submarine fan reservoirs similar to those found in the Rharb Basin and in the offshore Anchois gas discovery to the west of the Guercif Licence. Age dating of the geological section penetrated by MOU-1 also established a Tertiary sequence stratigraphy equivalent to that of the Rharb Basin and the basin hosting the Anchois gas discovery. Geochemical analysis of the MOU-1 well cuttings established the presence of a thermogenic gas source in this part of the Guercif Basin but also a potential additional biogenic gas source in the shallow section. The combination of these geological studies supported the pre-drill geological hypothesis that a petroleum system existed similar to that responsible for the Rharb Basin gas fields and the Anchois gas discovery. Reprocessing of 278 kilometres of 2D seismic data over the area tested by MOU-1 was completed. Specific geophysical studies were undertaken to tie the section penetrated by MOU-1 to the existing 2D seismic data. The pre-drill primary target for MOU-1 was a seismic amplitude anomaly or “bright spot” interpreted as being generated in response to the presence of gas. Similar seismic anomalies have been successfully drilled in the Rharb Basin and in the Anchois structure offshore. MOU-1 encountered formation gas in the primary target at 1,236 metres TVD KB, 7 metres deeper than pre-drill prognosis. The results of the geophysical studies precisely matched the above primary gas target penetrated by the MOU- 1 well to the 2D seismic data at the well. This seismic amplitude response was then character-matched with that defining the extent of the “Moulouya Fan” over an area of at least 30km². Based on the results of all these studies several drilling locations on the Moulouya Fan were developed. The MOU-2 well location was selected to be drilled first in an area where it was anticipated that thick reservoir sands would potentially be developed along the main axis of the submarine fan system adjacent to an eastern source of sediments to feed the fan system. 7 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 An Environmental Impact Assessment (“EIA”) was completed for three possible new well locations in addition to two other potential existing well locations on the Moulouya Fan approved under the existing EIA for MOU- 1. During the year preparations for drilling were progressed. Unlike 2021 and the preparations for drilling MOU- 1 where key well items such as drilling fluids, casing and wellheads were available from surplus well inventory within Morocco, the pre-planning to drill MOU-2 had to factor in sourcing and importing into Morocco long lead well inventory items from multiple jurisdictions. Preparations were further hampered by the Ukraine – Russia war which created supply chain problems and logistical issues for marine transport as cargo space availability became stretched and highly competitive. This resulted in some well inventory being re-directed to transport by road. Similarly, wellsite services and suitably qualified and experienced personnel were more difficult to secure from overseas as demand rose with the increasing oil and gas sector activity generated by rising commodity prices as a result of the Energy Crisis. Despite all these logistical challenges the Company put together its own operating team and secured all the well inventory and well services required to enable the MOU-2 well site to be constructed and well permitting to be completed by the end of the year. At this time the Star Valley Rig 101 moved onto the well location and prepared to commence drilling operations. During the year the Company has continued to engage with potential end-users in the industrial sector in Morocco in terms of negotiating a Gas Sales Agreement immediately after a programme of rigless well testing for MOU-1 and new drilling has been completed. The Company seeks to generate economies of scale by mobilising testing equipment for a multiple well testing programme, if possible, to reduce mobilising and demobilising costs on an individual well basis. The industrial gas market in Morocco is suited to receiving deliveries of compressed natural gas (“CNG”) by road transport due to there being multiple potential sites not linked by any existing pipeline infrastructure. Moroccan indigenous gas production, already at very low levels of output, has declined during 2022 due to the failure to replace depleting gas resources. Gas from Guercif therefore remains an attractive commercial proposition. SLR Consulting (Ireland) Ltd. (“SLR”) provided a new Competent Persons Report (“CPR”). The CPR comprises of an independent re-assessment and valuation of the “Guercif MOU-4 Prospect” which is now designated the Moulouya Fan. The gross Best Estimate resources, based on a conservative 66% gas recovery over 13 years, is 393 BCF (295 BCF net attributable to Predator’s 75% interest). SLR indicate a High Estimate of 708 BCF net attributable to Predator’s 75% interest based on a higher GIIP estimate for potentially thicker reservoirs that may be encountered at the MOU-2 well location. The CPR has moved the pre-drill Prospective Resources to Contingent Resources and defines the Best Estimate of 295 BCF net to the Company’s 75% interest to be “potentially recoverable from a known accumulation by the application of a development project”. The definition of Contingent Resources has resulted in an ENPV of US$148 million based on 25% of the 295 BCF (74 BCF) of the net resources attributable to the Company’s 75% interest. The 25% chance of proceeding to development reflects the remaining production, transport, legal, contractual, and environmental issues relating to a large-scale gas-to-power development. The unrisked ENPV is US$592 million. The CPR states that “the chance of commerciality for a pilot Compressed Natural Gas (“CNG”) development supplying lower volumes of gas to industrial markets is likely to be considerably higher”, based on a higher reported average gas price to the Moroccan industry of US$11.40/mcf in 2021. 8 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 In the latter part of the year the Company was negotiating to extend the Initial Period of the Guercif Petroleum Agreement to allow for additional drilling to take place and to remove drilling obligations for the First Extension Period to leave just a 200 km² 3D seismic commitment. This would enable the current Bank Guarantee in favour of ONHYM to be rolled over without the requirement to be replaced or increased. Negotiations were successfully concluded at the end of the year. Trinidad During the period under review the Company has focussed on collecting and analysing technical data for a mature onshore producing oil field and an undeveloped oil field with a view to assessing their suitability for CO2 EOR operations. Two separate commercial models for CO2 EOR have been considered. The first is based on supplying the Company’s specific CO2 EOR know-how, operating experience and expertise as a service provider on a fee-paying basis and with a share of CO2 EOR profits or an investment in the Company’s CO2 EOR business through its wholly owned subsidiary company Predator Oil & Gas Trinidad Ltd. (“POGT”). The second requires POGT taking direct equity interests in existing licence with not only the opportunity to carry out CO2 EOR but also the ability to add value through further development of discovered hydrocarbon resources. A technical and commercial proposal for CO2 EOR services was submitted to Lease Operators, operator of the PS-1 Block in the Palo Seco PS-1 field. The Company has yet to agree commercial terms with Lease Operators that satisfies the Company’s minimum requirements for a satisfactory financial return that reflects the Company’s investment in its CO2 EOR delivery system, exclusivity over the surplus liquid CO2 supply through its exclusive agreement with Massy Gas Products Trinidad Ltd. (“Massy”) and its extensive CO2 EOR technical and environmental database gathered through developing and operating the Inniss-Trinity CO2 EOR Pilot Project. To address the second commercial model in respect of direct participation in licences, the Company made a proposal to the Ministry of Energy and Energy Industries (“MEEI”) to develop a miscible CO2 EOR project for the Cory Moruga Production Licence (“Cory Moruga”). Cory Moruga hosts the undeveloped Snowcap Field and was the subject of an option to purchase through the Company’s original agreement with FRAM Exploration Trinidad Ltd. (“FRAM”) in relation to the Inniss-Trinity field and the option to acquire FRAM. Both options to purchase were later dropped whilst the Company focussed all its resources on CO2 EOR operations at Inniss- Trinity. The Snowcap-1, drilled by PAREX, original flow test generated a rate of 1,200 bopd. The Company’s management had made an unsuccessful bid for Massy’s Moruga West Field in 2017. The Moruga West Field (originally operated by BP) extends into Cory Moruga. The Company’s management has extensive subsurface understanding of the area covered by the Moruga West Field and Cory Moruga as the producing Moruga West reservoirs are represented in the Snowcap Field and in Rochard-1 drilled in the 1950’s west of the Snow Cap Field but within Cory Moruga. Rochard-1 flowed 899 bopd on testing. The Company will be well-placed to negotiate with the MEEI following the Company’s presentation to the Ministry of Energy and Energy Industries (“MEEI”) Carbon Capture and Carbon Dioxide (CO2) Enhanced Oil (“CO2 EOR”) Recovery Steering Committee on 17 August 2021 and the fact that the Government of Trinidad and Tobago is seeking consultation on its Draft Policy to Create Carbon Capture Utilisations and Storage 9 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Specific Legislation. POGT designed and executed the Inniss-Trinity CO2 EOR Pilot Project and retains exclusivity over surplus liquid CO2 supply with Massy. Together Massy and POGT are the only group that could implement CO2 EOR in the short-term to address the MEEI requirement for CO2 EOR to be part of all future work programmes for oil fields onshore Trinidad. During the year the Company decided to begin the process of exploring with FRAM a mutually beneficial resolution of the issues relating to consequential losses potentially suffered by the Company as a result of the Company’s view that FRAM had breached the terms of the Inniss-Trinity Well Participation Agreement and for FRAM’s failure to repay the Loan advanced to FRAM repayable out of profits arising from the sale of CO2 EOR enhanced oil production during 2020 and 2021. At the end of the year the Company had agreed a legally binding Term Sheet whereby it would acquire (the “Acquisition”) Challenger Energy Group Plc’s (“CEG”) wholly owned subsidiary TREX Holdings Trinidad Ltd. (“TRex”). TRex holds an 83.8% interest in Cory Moruga. The terms of the Acquisition include acquiring 100% of the issued share capital of TRex. A Condition Precent for Completion of the Transaction is that the MEEI agrees to a revised work programme for the Cory Moruga Production Licence to focus on the application of CO2 EOR and an appraisal/development well in 2024. The MEEI would also need to agree to a waiver of past dues and claims in respect of the Corry Moruga Production Licence such that TRex is free of all liabilities at Completion. Under the terms of the Acquisition CEG will retain a 25% back-in right exercisable within 3 years of the Completion Date for the Acquisition on payment of US$2.25 million in cash and a variable percentage of the costs incurred by Predator on the Cory Moruga field subsequent to the completion date for the back-in as follows: a) 50% of costs incurred if the P50 Resource is less than 5 million barrels of oil (Mbbls); b) 75% of costs incurred if the P50 Resource is more than 5 Mbbls but less than 10 Mbbls; and c) 100% of costs incurred if the P50 resource exceeds 10 Mbbls. Predator and Challenger Energy have also agreed to establish a collaboration in relation to CO2 EOR activities and projects in other areas in Trinidad, including but not limited to potential application of CO2 EOR techniques across Challenger Energy’s other fields, leveraging Predator’s expertise in CO2 EOR techniques and methodologies. The Gross Consideration for the Acquisition is US$9 million. The Cash Consideration is USD3.0 million payable in 3 stages – USD1.0 million on Completion; USD1.0 million 6 months after completion; and USD1.0 million once production from Cory Moruga reaches 100 bopd. The remaining USD6 million of Gross Consideration is offset against TRex’s Cory Moruga Production Licence liabilities which, conditional on MEEI consent, POGT is converting into a new work programme which includes CO2 EOR. These liabilities are reported as USD4.6 million in the CEG Interim Results for the Period Ending 30 September 2022. Loans receivable from FRAM under the Inniss-Trinity Well Participation Agreement totalling of GBP659,504 in respect of the Inniss-Trinity CO2 EOR project comprising USD360,096advanced as cash and USD402,120 and GBP26,461advanced as equipment would be written off. The balance of the USD6 million remaining represents a nominal cost for supplying the CO2 EOR expertise and know-how to facilitate the planning and execution of the Inniss-Trinity CO2 EOR Project. 10 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 The Gross Consideration of USD9 million was based on the P50 gross recoverable resources for the Herrera #8 Sand only of 1,823,925 barrels of oil (1,528,449 net to TRex) as defined in the Snowcap 2018 Field Development Plan (“FDP”) submitted by TRex to the MEEI in 2018 following a Declaration of Commerciality for the Snowcap- 1 discovery well made by PAREX Resources in 2015. The FDP indicated gross plateau oil production of 96,600 barrels of oil per annum (80,950 net to TRex) based on average gross production of 256 bopd (215 bopd net to TRex). Undiscounted netbacks after all royalties and taxes at WTI oil price of USD65 was demonstrated to be USD18.3/bo. On the basis of the FDP the Cory Moruga Production Licence was awarded TRex, who had acquired all the issued share capital of PAREX. The Company recognised considerable upside in Cory Moruga. PAREX had indicated gross P50 recoverable oil resources for seven Herrera Sands not included in the FDP, but which tested oil in the Rochard-1 well in Cory Moruga Licence and in the adjoining Moruga West Field, of 18.5 million barrels (15.5 mm net to TRex). The Company’s CO2 EOR experience in the Inniss-Trinity Field, which produces from the same Herrera reservoirs, suggests that well delivery rates and ultimately recoverable oil could be significantly increased through the application of CO2 EOR. The Cory Moruga Licence has seen several wells drilled on it in the past by PAREX and then by TRex and is covered by 3D seismic. Unrelieved tax losses of at least USD45 million within PAREX and their acquirer TRex are available for offset against future Petroleum Profit Tax applicable to all production from the Cory Moruga. In summary, for a Gross Consideration of USD9 million and a net Cash Consideration of USD3 million the Company is acquiring 1,523,449 barrels of P50 oil resources at the equivalent of USD1.969/barrel and a further 15.5 mm barrels of potential P50 oil resources that are subject to appraisal drilling at USD0.19/barrel. Whilst the Acquisition is conditional on the consent of the MEEI the Company has a reasonable expectation that consent will be granted based on its ability to offer CO2 EOR as a development option. No other company in Trinidad can currently offer the MEEI this short-term option. Ireland During the period under review the Company has mainly focussed on raising the public and Irish Government’s awareness of its Mag Mell FSRUP LNG gas import option (“Mag Mell”). This was to demonstrate how Mag Mell could address Ireland’s security of gas supply. The Company presented its alternative gas import option at the National Energy Summit in Dublin in April 2022. A “White Paper” was issued and circulated to politicians and all significant stakeholders in the energy sector in Ireland. It demonstrated how gas was needed to seasonally support the national electricity grid when renewable energy was curtailed by weather conditions. This was followed up by lobbying members of the Irish Dail in a series of one-to-one meetings. No further responses have been received from the Department of the Environment, Climate and Communications (“DECC”) regarding the Company’s applications for successor authorisations for Corrib South and Ram Head. The Company has satisfied all regulatory requirements for the award of the successor authorisations. The Company continued to make submissions to the DECC to delay the decommissioning of the Kinsale gas pipeline to shore. Currently the Minister for the DECC has not signed off on the decommissioning of this vital piece of gas infrastructure, which if decommissioned would further weaken Ireland’s security of energy supply. The Company’s proposed that a potential Ram Head gas storage facility would be dependent upon the Kinsale gas pipeline to shore remaining in place to advance the date for the commissioning of such a storage facility. Ireland has no gas storage facility and is clearly not contributing at present to the wider energy security of the European Union despite having the infrastructure and facilities to help with ameliorating the Energy Crisis. 11 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Towards the end of 2022 the Company received an unsolicited approach from an existing gas producer in Ireland in respect of its Corrib South successor authorisation. A Confidentiality Agreement was entered into, and a Data Room was set up The potential introduction of a Windfall Tax in Ireland to address excess profits made by energy companies during the Energy Crisis may deter companies from investing further in upstream activities. The Company is adopting a “wait-and-see” policy towards Ireland until the publication of the analysis of the options listed for consideration under the Security of Supply Review out-sourced by the DECC in 2022 are published in 2023. Mag Mell Energy Ireland Ltd. contributed in the Security of Energy Supply consultation process initiated by the DECC in December 2022 and was one of the first companies to be invited to meet with the DECC representatives. Importantly, from the Company’s perspective ongoing constructive engagement with the DECC on its applications for successor authorisations and in respect of Mag Mell, is important for establishing a precedent for the potential commercial value of these projects in the event that an impasse is reached with the Minister for the DECC in respect of not approving the award of the successor authorisations in contravention of the existing regulatory procedures. Financial review The Company reported an operating loss for the period to 31 December 2022 of GBP2,558,844 (GBP1,517,571 for the restated period to 31 December 2021). The increase in operating loss is entirely attributable to share based payments (the award of options). Administrative expenses for the period to 31 December 2022 were GBP2,545,789 (GBP1,517,552 for the restated period to 31 December 2021). Excluding share based payments for options and warrants corporate administrative expenses were GBP1,310,909 (GBP1,323,268 for the restated period to 31 December 2021). Corporate administrative expenses have been prudently managed despite inflationary pressures during 2022. Executive directors’ fees have increased to GBP236,575 (GBP229,165 for the restated period to 31 December 2021) as a result of the significant increase in the Company’s corporate activities in the period to 31 December 2022 to maintain business growth potential. Share options have been awarded to incentivise directors and management. The Company is finishing the reporting period with cash reserves of GBP3,323,161 (GBP1,523,035 for the restated period to 31 December 2021) and restricted cash of USD1,500,000 (USD1,500,000 for the period ended 31 December 2021) in the form of the security deposit for the Guercif Bank Guarantee in favour of ONHYM. Cash reserves have increased as a result of disciplined cash management and a series of Placings during the year in the equities market despite investor uncertainty generated by the Ukraine-Russia war and the Cost of Living Crisis. The Company’s portfolio of assets and experienced management team continues to attract the support of the investor community. The balance outstanding of the loan made by the Company to FRAM Exploration Trinidad Ltd. (“FRAM”) for the investment in the Pilot CO2 EOR Project was GBP659,504 (GBP591,065 for the restated period to 31 December 2021) at the end of the period. At the end of the year the Company announced that it had entered into a binding Term Sheet (“the Term Sheet”) for the acquisition (the “Acquisition”) of the entire issued share capital of TRex Holdings (Trinidad) Ltd. (“TRex”), a wholly owned subsidiary of Challenger Energy Group Plc (“CEG”). FRAM is also a wholly owned subsidiary of CEG. TRex holds an 83.8% in the Cory Moruga Production Licence containing the Snowcap-1 oil discovery. The acquisition of TRex is subject to certain Condition Precedents established by the Company which, if satisfied, will then require the consent of Trinidad’s Ministry of Energy and Energy Industries to complete the Acquisition. The Term Sheet facilitates the offset of the outstanding FRAM Loan balance against the agreed Gross Consideration for the Acquisition such that the 12 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Company, in the event of all regulatory approvals being received, will pay only three phased equal instalments of US$1 million to acquire the interest in and operatorship of the Cory Moruga Production Licence. During the period to 31 December 2022, we have completed two Placings to raise GBP4,335,000 (before expenses). As a result of these transactions 66,500,000 new shares have been issued (“the Placing Shares”). Also, during the period, the Company received an exercise notice from Novum in respect of warrants whereby Novum was exercising the warrants issued on 24 May 2018, exercisable at GBP0.028, (which had the expiry date extended to 24 May 2023) and 17 February 2020, exercisable at GBP0.04. On the 12 July 2022, following this notice, the Company allotted and issued the total of 4,149,210 New Ordinary Shares upon receipt of the aggregate GBP143,253 subscription price from Novum. The Company received a further exercise notice from Novum in respect of warrants whereby Novum was exercising the warrants issued on 17 August 2022, exercisable at GBP0.055. On the 21 November 2022, following this notice, the Company allotted and issued the total of 1,800,000 New Ordinary Shares following receipt of the aggregate GBP99,000 subscription price from Novum. Following exercise of all of these warrants the Company received an aggregate amount of GBP242,253 and issued 5,949,210 new shares. During the period the Company received an exercise notice from Dr. Stephen Staley, a former director of the Company, in respect of share options whereby Dr. Staley was exercising the share options issued on 18 May 2018, exercisable at GBP0.028. On the 29 September 2022, following this notice, the Company allotted and issued the total of 1,001,370 New Ordinary Shares following receipt of the aggregate GBP28,038subscription price from Dr. Staley. The Company received a further exercise notice from Sarah Cope, a former director of the Company, in respect of share options whereby Sarah Cope was exercising the share options issued on 18 May 2018, exercisable at GBP0.028. On the 12 October 2022, following this notice, the Company allotted and issued the total of 1,001,370 New Ordinary Shares following receipt of the aggregate GBP28,038 subscription price from Sarah Cope The Company received a further exercise notice from Louis Castro, a former director of the Company, in respect of share options whereby Louis Castro was exercising 650,000 of the 1,650,000 share options issued on 27 October 2020, exercisable at GBP0.05. On the 23 November 2022, following this notice, the Company allotted and issued the total of 650,000 New Ordinary Shares following receipt of the aggregate GBP32,500 subscription price from Louis Castro. On the 24 November 2022, the executive directors of the Company, Paul Griffiths, in respect of 4,005,486 share options issued on the 18 May 2018, exercisable at GBP0.028, and in respect of 3,850,000 share options issued on 27 October 2020, exercisable at GBP0.050, and Lonny Baumgardner, in respect of 7,855,486 share options issued on the 31 January 2022, exercisable at GBP0.0566 exercised share options. On the 28 November 2022, following the exercise of the options, the Company allotted and issued the total of 15,710,972 New Ordinary Shares following receipt of the aggregate GBP749,276 subscription price. The exercised share options were sold through Novum Securities at GBP0.080 with the balance of GBP507,604 in excess of the subscription price being loaned by the executive directors to the Company. During the year the Company issued 7,855,486 options to Lonny Baumgardner and 1,000,000 share options to Louis Castro on 31 January 2022 at an exercise price of GBP0.0566; 2,000,000 options to Alistair Jury and 2,000,000 share options to Thomas Evans on 5 July 2022 at an exercise price of GBP0.0812; and 7,500,000 options to Paul Griffiths and 7,500,000 share options to Lonny Baumgardner at an exercise price of GBP0.100 and 2,000,000 options to Carl Kindinger at an exercise price of GBP0.0775 on 9 November 2022; and 7,855,486 options to Paul Griffiths and 7,855,486 options to Lonny Baumgardner at an exercise price of GBP0.080 on 24 13 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 November 2022. Those share options issued to Paul Griffiths and Lonny Baumgardner on 24 November 2022 were in recognition that the executive directors had exercised existing share options on the same day to provide additional funding for the Company to support the MOU-2 drilling programme in Morocco. Following the admission of the above exercised share options and warrants and the Placing Shares the issued share capital increased to 383,759,189 by the end of the period to 31 December 2022 (292,946,267 for the period ended 31 December 2021). Prior year adjustment An error in the 2021 financial statements has been identified and corrected. This has been put through the financial statement as a prior year adjustment. Please see note 26. The 2021 comparatives have been restated for the correction of this error, details of which are given below. The prior year adjustment only impacts the December 2021 figures and therefore no third statement of financial position is required to be disclosed. The changes have resulted in changes in both the Statement of Comprehensive Income for 2021 and the Statement of Financial Position. However, the prior year adjustments have not had any impact on the overall accumulated loss stated for the Group for 2022 or the total net assets of the Group for 2022. In 2021, share options previous granted to a previous director were cancelled. In accordance with IFRS 2, the remaining charge of £118,751 should have been accelerated and expenses to the Statement of Comprehensive Income as a share-based payment. This resulted in an increased operating loss of £118,751. Subsequently, the total fair value of the share options of £237,238, as included in the share-based payment reserve should have been recycled to retained deficit. COVID pandemic, Energy Crisis and Volatility in the Foreign Exchange Markets The Company took all commensurate steps during the period under review to minimise unnecessary capital expenditures and operating costs in the event that COVID restrictions might be re-imposed at some future date. The Energy Crisis is impacting the oil and gas sector business operations worldwide as a result of rising inflation and rising costs in respect of well services and well inventory. The Company’s management has managed this situation through continuing to apply negotiating skills to reduce costs and by eliminating unnecessary expenditures. Maintaining adequate cash reserves and delivering a high impact drilling programme in Morocco focussed on the opportunity to supply gas to the Moroccan industrial market is a prudent risk-reward proposition for our shareholders. Reducing expenditures in the short-term in Trinidad and Ireland is also advisable in order to focus the Company’s resources on delivering this key value proposition in Morocco for shareholders. This does not reduce the Company’s strategic and competitive advantages in Trinidad for CO2 EOR operations, where exclusivity of liquid surplus CO2 supply has been maintained, nor in Ireland, where the Company currently offers a viable gas storage project and a FSRU LNG gas import option. Continuing with demonstrating the capability of delivering CO2 sequestration using CO2 EOR technology in Trinidad is an important contribution to helping to reduce CO2 emissions during the Energy Transition. These strategic objectives are allowing the Company to demonstrate to potential partners and investors its ability to perform and create exciting business development opportunities compatible with the requirements for an effective Energy Transition. This is even more important to demonstrate now during the onset of the Energy Crisis and the realisation of the practical requirement for a planned Energy Transition. The Company has successfully navigated its way through the disruption imposed by the Ukraine-Russia conflict which has impacted supply chain logistics to maintain the ability to execute its drilling programme in Morocco in a timely manner and to ensure that the Company is well-funded to see out a period of turmoil in the global financial markets. 14 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Inflationary pressure on well services and equipment is reduced by astute management of operations by an experienced management team with a network of extensive industry contacts. Rising inflation is balanced by the rising cost of energy (oil and gas). The Company is focussed on near-term production and cash generation in Trinidad and Morocco in order to capture the cycle of higher commodity prices during the early stages of the Energy Transition. Volatility in the foreign exchange markets is being managed by maintaining cash reserves in a variety of currencies including United States Dollars, United Kingdom Pounds and Moroccan Dirhams to reflect the principal currencies in which its costs are incurred. The Company seeks to focus on the potential to generate revenues in United States Dollars, which has traditionally been a more stable currency for business. Any future oil production in Trinidad is priced against West Texas Intermediate spot price. Any future gas production in Morocco is based on the price of gas being tied to the United States Dollar. Payments in local currencies are therefore protected to some extent and foreign exchange controls allow the conversion to the equivalent United States Dollars to be made for repatriation of funds to the parent Company’s country of corporate domicile. The implementation of windfall taxes in Trinidad and Morocco in the oil and gas sector is considered to be very unlikely. Trinidad already has a Supplementary Petroleum Profit Tax and further taxation would greatly reduce levels of investment required to bolster oil production in Trinidad’s depleting onshore oil fields and would also deter the roll out of CO2 sequestration linked to CO2 EOR activities. Morocco’s seeks to develop gas to replace carbon-intensive coal-fired power generation. Investment would be compromised if windfall taxes were introduced and would be contrary to Morocco’s low taxation policy for the oil and gas sector. 15 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Board changes During the year the Board was refreshed with the appointment of two Non-executive Directors Alistair Jury on 12 May 2022 and Carl Kindinger, a former Non-executive Chairman of the Company, on 24 October 2022. These appointments significantly strengthened the Board’s ability to provide independent oversight of financial decisions to address the unsettled outlook for the prospect of funding oil and gas projects. Alistair Jury has over 25 years’ experience in the energy industry in a variety of finance and commercial experience in a variety of roles with ExxonMobil, Unocal, Murphy, Svenska Petroleum. He is an associate of Columbus Energy Partners involved in evaluating renewable and sustainable energy projects worldwide. He has a degree in Geology from University of London, is a Fellow of the Geological Society and is a Fellow member of the Association of Chartered Certified Accountants. Carl Kindinger has held senior corporate finance roles for 30 years including board level appointments in many different industries in several different countries in Africa, including Morocco, the Middle East, principally Saudi Arabia and Europe, including Romania and Ireland. He joined the Board of AIM-listed Island Oil & Gas Plc as Chief Finance Officer in 2006 and assisted with developing Island’s position in Morocco. Later he joined Fastnet Oil & Gas Plc consulting on finance matters relating to Morocco. Carl is an associate member of the Institute of Chartered Management Accountants and also holds a degree in economics and an MBA. His major achievements include identifying, evaluating and promoting major investment projects, raising finance in difficult circumstances, a tax saving-led equity and debt re-structuring, and merger and acquisitions. He has considerable experience in Stock Exchange and IFRS reporting, IPO requirements, business plans and performance evaluation. The Audit and Remuneration Committees comprise both of the two new Non-executive directors. Thomas Evans was appointed to the Board as a Non-executive on 12 May 2022 but subsequently stepped down on 24 October 2022 to focus on his role as Chief Executive Officer of Pennpetro Energy Plc. Dr. Stephen Staley stepped down from the Board on 8 March 2022. Louis Castro stepped down from the Board on 31 May 2022. Both Non-executive Directors stepped down to focus on their other commitments. ESG metrics ESG is an important consideration in the growth of our business and is based on both expanding the pragmatic role of gas as a “sustainable” source of energy for reducing CO2 emissions, future collaboration with renewable energy project developers if and where appropriate, and the utilisation of existing infrastructure and subsurface reservoirs for cost-effective CO2 sequestration. Through this strategy we can determine a common route to achieve a timely and socially just, fair and equitable energy transition. Currently 100% of our assets are focussed on either gas, which has a much lower carbon intensity compared to oil, or “greener” oil, where sequestration of anthropogenic CO2 can be shown to be safe and effective for reducing CO2 emissions from industrial plants currently venting CO2 into the atmosphere. Morocco and Trinidad A material proportion of current CO2 emissions generated by that part of the Moroccan industry that uses imported fuel oil could be saved by switching to cleaner natural gas. 16 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 From 2017 to 2020 cumulative tonnes of carbon saved by the current end users of gas versus imported fuel oil, representing less than 20% of the easily accessible imported fuel oil industrial market suitable for conversion to natural gas, was approximately 200,000 metric tonnes. During the period under review this percentage has potentially declined as indigenous gas production in Morocco has also declined. This has resulted in a greater risk of end-users of gas potentially switching back to imported fuel oil to maintain security of energy supply and manufacturing production capabilities which in turn protects jobs and the indigenous local economy. There is significant scope to increase the carbon saved by expansion of the gas market in Morocco. Current efforts to grow the gas market in Morocco have been hampered by lack of sufficient indigenous gas resources. The Company’s drilling programme in Morocco is targeting material gas resources that could potentially transform the Moroccan gas market in a success case. The conservative option being progressed initially by the Company is to develop compressed natural gas for the industrial market. The anticipated dry gas from the Moroccan reservoirs targeted for drilling will require minimal processing creating the potential for a low carbon intensity operation forecast to be in the order of 2.2 kg CO2e /boe. The Company demonstrated “Proof of Concept” in 2021 when it successfully injected anthropogenic CO2 in Trinidad in reservoirs in a mature producing oil field and that no leakage of sequestrated CO2 was subsequently measured at surface. The opportunity to expand CO2 sequestration capacity would be enhanced on completion of the acquisition of TRex should MEEI consent be forthcoming. The Trinidad Government’s Draft Policy to Create Carbon Capture Utilisations and Storage Specific Legislation is potentially relevant to the Company’s future plans for CO2 sequestration on a commercial basis. On the ground at Guercif in Morocco site preparation included significantly improving minor roads and tracks for the benefit of local communities and preparing the well site to very high standards. Liaison and consultations with local olive tree growers ensured local communities were not adversely impacted by the Company’s operations. In Guercif city itself maximum use was made of local hotel accommodation, warehousing and catering and logistical support services thereby providing additional income for what is one of the less affluent areas of northern Morocco. Local people have been employed to provide well site security and warehouse personnel. Transport and freight companies have benefited from the use of their transport to move around well site personnel and equipment. Without the Company’s drilling operations these additional sources of income, that have directly benefited the local community, would never have been possible. 17 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Ireland The Company’s ESG strategy for Ireland is focussed on developing an offshore LNG import facility with reduced ecological impact compared to onshore LNG terminals and wind farms. The ESG rationale is that such a facility, which is not unique to most of the countries in the EU, would result in security and diversity of energy supply, which is in the public interest as defined by current regulatory definitions and in the context of the energy transition. Through the optionality of replacing 250 to 275mm cfgpd of imported gas throughput via Ireland’s gas interconnector with the UK, ESG transparency would be enhanced and CO2 emissions potentially reduced. The Floating Storage and Regasification Unit (“FSRU”) proposed for Ireland by the Company will operate with the minimum possible ecological and environmental footprint, reducing and potentially eliminating CO2 emissions from its operation. The FSRUs will be supplied with LNG feedstock only from transparent sources not linked to shale gas or fracking operations. The origin of gas currently transported through the UK interconnector to Ireland cannot be established as clearly from an ESG perspective. ESG performance criteria Whilst investing in projects that contribute to reducing CO2 emissions in the countries identified by the Company as having maximum impact per capita, there are other performance metrics that need to be adhered to as follows:  Where practical and pragmatic use renewable energy (particularly solar) to power development projects - - Reduce carbon-intensive air travel by substituting virtual meetings aided by real-time Vsat transmission of data and drone and camera technology for site inspections and directing operations Promote remote access working from home to minimise carbon footprint with the virtual office concept  Where operating in onshore areas, including agricultural lands - Ecological impact must be low – all produced water is evaporated and/or treated before disposal offsite - No water discharges or oil spills from operations - Community liaison enacted to maintain local support and understanding for those impacted by the Company’s operations 18 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 - Utilise local services wherever practical and pragmatic to support local economies  An ESG Board committee will oversee the proposed CNG development in Morocco to ensure ESG policy is being adhered to with - Increased focus on social elements  Sustainability Accounting Standards Board disclosure to be included in FY reporting Post period events 25 January 2023 The Company announced an update on the drilling of the MOU-2 well in the Guercif Petroleum Agreement onshore Morocco. The MOU-2 well had been suspended with an option to re-enter after reaching a depth of 1,260 metres Measured Depth. Below the logged interval down to 1,010 metres Measured Depth a gross interval of 165 metres was penetrated with up to 100 metres of variable quality sand. The Moulouya Fan target had not been reached yet in MOU-2 as a consequence of the requirement to re- evaluate the drilling programme through the unexpected geological formation encountered in the well. The mud programme and its compatibility with the previously not seen sand-rich geological formation represented by the debris-flow will require re-evaluation to achieve a more cost effective rate of penetration. 6 March 2023 The Company announced that it had received an exercise notice from Optiva Securities Limited (“Optiva”) in respect of 2,035,714 warrants issued to it pursuant to warrant agreements with the Company: 1,875,000 of the warrants were exercisable at 4 pence per share whilst the balance of 160,714 warrants were exercisable at GBP0.028 per share. The Company therefore allotted and issued to Optiva the total of 2,035,714 new ordinary shares (the “New Shares”) following receipt of the aggregate GBP79,500. 7 March 2023 The Company announced an update on the proposed testing of the MOU-1 well drilled and completed in 2021 in the area of the Guercif Petroleum Agreement onshore Morocco. In conformance with the current Moroccan regulatory procedures for rigless well testing, the Company had expressed in writing to the Office National des Hydrocarbures et des Mines (“ONHYM”) the intention to test MOU-1. 19 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 8 March 2023 The Company announced an update that, further to entry into a binding term sheet with Challenger Energy Group PLC and relevant subsidiary entities (“CEG”) as announced on 19 December 2022 (“the Transaction”), the Company had now completed all confirmatory due diligence and the Company and CEG have subsequently entered into fully termed long-form legal documentation. 17 March 2023 The Company announced that it had conditionally placed 14,174,056 new ordinary shares of no par value in the Company and 20,863,636 existing ordinary shares of no par value in the Company transferred by a director of the Company, Paul Griffiths, (the "Placing Shares") at a placing price of GBP0.055 each (the “Placing Price”) to raise GBP2,000,000 (before expenses) (the “Placing”). The Company will not have sufficient headroom to enable issue and admission of all of the 36,363,636 Placing Shares which are required to be issued pursuant to the Placing without producing of an FCA approved prospectus. The Company is therefore proposing to issue and admit 14,174,056 new ordinary shares (up to its existing headroom limit existing at 31 March 2023) on 3 April 2023. On the same date, it is also intended for a director of the Company, Paul Griffiths, to make up the shortfall by way of a loan of 22,189,580existing ordinary shares (the “Loan Shares”) held by him in order to settle the Placing in a timely manner. For the avoidance of doubt, the transfer of the shares subject to the loan from Paul Griffiths involves no consideration being paid. The transfer of these shares is expected to be made on 3 April 2023. The Loan Shares were valued at £1,147,500 and accrue interest at a rate of 4% (four percent) above SONIA, with the default rate being 12%. 28 March 2023 The Company released an update to the fund raising announced on 17 March 2023, whereby on that date the Company announced that it had conditionally placed 15,500,000 new ordinary shares of no par value in the Company (“New Shares”) and 20,863,636 existing ordinary shares of no par value in the Company (“Loan Shares”) transferred by a director of the Company, Paul Griffiths, at a placing price of 5.5 pence each (the “Placing Price”) to raise £2,000,000 (before expenses) (the “Placing”) for completion on 3 April 2023. The Company now confirms that the number of New Shares issued will be 14,174,056 whilst the number of Loan Shares to be transferred by Paul Griffiths will be 22,189,580. The Loan Shares were valued at £1,220,427 and accrue interest at a rate of 4% (four percent) above SONIA, with the default rate being 12%. The total funds raised by the Placing remains at £2,000,000, which is conditional on the New Shares being admitted to listing on the Official List (standard listing segment) and to trading on the London Stock Exchange's main market for listed securities ("Admission") on or around 3 April 2023 (or such later date as may be agreed by the Company and Novum). 20 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 29 March 2023 The Company announced the issue of share options to Moyra Scott a Drilling Manager in Morocco as well as her appointment as a director of the Group's subsidiary company Predator Gas Ventures Ltd. The total share options granted to Moyra were 3,000,000 options exercisable at 10.0 pence per share and will vest after 6 months or upon the release of a Company RNS with the MOU-3 wireline log results - whichever occurs first. 3 April 2023 The Company announced admission of 14,174,056 new ordinary shares of no par value in the Company (“New Shares”). The Company raised a total of £2,000,000 (before expenses). 4 April 2023 The Company announced that Predator Gas Ventures Morocco Branch ("PGVMB") has awarded the contract for the construction of the MOU-3 well pad platform and the improvement of access roads to Moroccan company Skayavers Sarl. Completion of permitting and survey requirements are expected to be finalised shortly. Civil works are due to start on or before 10 April 2023 to facilitate the commencement of drilling activities prior to the end of May. PGVMB confirmed that it has managed to source and order for delivery the most critical outstanding long lead items in what is a very competitive and challenging international market at present due to supply chain deficiencies. An update on the MOU-1 testing programme will be provided in due course and it is expected to be executed in April. It will be scheduled around the MOU-3 pre-drill planning, which is the current priority in order to enable MOU-3 to commence drilling at the earliest opportunity. The materials and logistical requirements for a potential re-entry of the suspended well MOU-2 are being evaluated, but it is not expected that any such operation would be executed before the completion of drilling at the MOU-3 location. Summary During the period under review, the Company has successfully achieved key well planning progress in Morocco within our strict budget guidelines to maintain the ability to drill a high value drilling target for gas. De-risking the gas potential of the Guercif Basin in 2021 after 35 years without drilling activity, has set up a timely opportunity in the context of the Energy Crisis to appraise, develop and deliver gas to the Moroccan industrial gas market on favourable commercial terms and with manageable capital requirements for a Company with our current market capitalisation. Partnering with downstream off-takers of gas is a sensible short-term solution to reducing our financial requirements for developing and scaling up our proposed CNG business model. The overriding objective of the Company is to deliver the MOU-2 drilling programme and to prepare for follow-up drilling to monetise gas at the earliest opportunity. Successful gas flow rates at even a modest level from drilling would be sufficient to initiate a pilot CNG project with the potential to deliver operating revenues within a reasonable timescale thereafter. 21 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 In Trinidad we are firmly established as the country’s only CO2 EOR services provider following the technical and operational success of the Inniss-Trinity pilot CO2 EOR project and the important lessons that have been learnt. The establishment by the Government of Trinidad and Tobago of the Steering Committee for Carbon Capture and CO2 EOR supports our efforts to develop a new CO2 EOR opportunity in Trinidad. The conditional acquisition of TRex, who are operator of the Cory Moruga Production Licence, creates an exciting opportunity for the Company to develop a miscible CO2 EOR project with enhanced potential for CO2 sequestration whilst also creating an ability to generate near-term cash flow from conventional production from the undeveloped oil-bearing reservoirs already penetrated within the licence area. In Ireland we have an environmentally aware technical and commercial solution to Ireland’s lack of security and diversity of gas supply. Regulators are now familiar with what the Mag Mell FSRU project has to offer Ireland. Sentiment is being forced to adapt to the realities of the Energy Crisis, spiralling energy costs and the seasonal volatility in energy markets. The requirement for gas in Ireland is a necessity for years to come and the Company is well-positioned to seek partnerships with indigenous companies in the Irish energy sector where our assets, expertise and specific Irish offshore experience can be traded for a strong balance sheet that allows us to close out opportunities with multi-nationals to develop our niche strategic position in Ireland. This position has been nurtured through unfashionable times to a point where the “Energy Crisis” makes gas fashionable again. There is however no guarantee that the current Minister for the DECC in Ireland will address the current Energy Crisis in a pragmatic way and in the public interest, preferring to make the case for greener renewable energy that currently and in the near-term cannot resolve the Energy Crisis. During the period under review we have taken the opportunity, when possible and advisable to do so, to raise funds in the public markets. This is necessary for us to maintain our projects in good standing and to strengthen our hand in commercial negotiations with well services and well inventory suppliers and with potential end users of gas in Morocco. We have three strategically important projects on three continents, managed by a small team of experienced professionals. Despite COVID, Brexit, the Energy Crisis and financial market volatility the Company has invested prudently in value-creating projects and operations. On behalf of the Board, I would like to thank our shareholders for their patience and continued support of the Company through what has been a turbulent period dominated by the emerging “Energy Crisis”. We look forward over the next 12 months to continue to make positive progress in Morocco, towards realising our objective of executing high impact/high value drilling for gas and early monetisation through an innovative pilot CNG development to supply gas to Morocco’s industrial users, and in Trinidad through consummating the acquisition of TRex. Given the currently unsettled outlook for the global economy and the financial markets for 2023 the Company must remain vigilante and also retain the opportunity at the right time for a trade sale of any asset or part thereof where a material uplift on the investment made may potentially result. Shareholders in the current climate are quite rightly looking for early returns on their investments. Management is aligned with shareholders in this respect in their capacity of cornerstone backers of the Company’s strategic objectives. 22 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Key Performance Indicators At this stage in the Group’s development, the Directors do not consider that standard industry key performance indicators are relevant. During 2022 accumulated cumulative enhanced oil production and profits deriving therefrom arising out of its initial pilot CO2 EOR activities in the Inniss-Trinity field onshore Trinidad could not be realised due to the premature unilateral termination of the project by the operator of the Inniss-Trinity Incremental Productions Services Contract FRAM Exploration Trinidad Ltd. (“FRAM”) in 2021. 2,928 barrels of enhanced oil production was reported by the Group in 2020. The Group, through Predator Oil & Gas Trinidad Ltd. (“POGT”) does not expect to report any further profits from the project. The realization of potential 2020 profits is being offset as a result of a mutually agreed settlement between the Company, POGT and FRAM and Challenger Energy Group Plc (“CEG”) in accordance with the terms of the Inniss-Trinity Well Participation Agreement and its subsequent amendments and the Company’s binding Term Sheet (“the Term Sheet”) for the acquisition (the “Acquisition”) of the entire issued share capital of TRex Holdings (Trinidad) Ltd. (“TRex”), a wholly owned subsidiary of CEG. The Acquisition, if approved by the MEEI, will give POGT an 83.8% interest in the Cory Moruga Production Licence and the ability to develop the undeveloped Snowcap-1 oil discovery for both primary production and potential revenues and for miscible CO2 EOR incorporating CO2 sequestration. The main KPI is therefore considered to be the conservation and prudent deployment of cash and the contribution to reducing CO2 emissions whilst the Group continues to undertake appropriate exploration activity as described as follows:   Improving ESG and Sustainability in relation to the Group’s operations The Group has developed a new opportunity for CO2 sequestration for CO2 that would otherwise be vented into the atmosphere from one of Trinidad’s several ammonia plants. Expand total prospective, probable and proven resources and reserves. These measure our ability to increase pre-drill prospective resources, discover and develop reserves, including through the acquisition of new licences or assets. During the year under review the Group has completed preparations to drill a step-out well MOU-2 to the 2021 MOU-1 exploration well, which was completed for rigless well testing. SLR Consulting (Ireland) Ltd. (“SLR”) provided a new Competent Persons Report (“CPR”). The CPR comprises of an independent re-assessment and valuation of the “Guercif MOU-4 Prospect” which is now designated the Moulouya Fan. The CPR has moved the pre-drill Prospective Resources to Contingent Resources and defines the Best Estimate of 295 BCF net to the Company’s 75% interest to be “potentially recoverable from a known accumulation by the application of a development project”.  Develop oil and gas projects which will result in positive cash flow within a short time horizon. This measures our ability to assist the internal funding of projects with medium term time horizons, as demonstrated by our proposed Compressed Natural Gas development option for future discovered gas in Guercif to support early monetisation of gas and to significantly reduce the quantum of development capital required.  Enter into value adding joint venture and farm-out transactions. This measures our ability to mitigate risk, share capital expenditure with partners and assist in meeting licence commitments. This objective is as yet only partially realised with the entering into of a confidentiality agreement with an indigenous gas producer in Ireland for a potential acquisition of the Group’s Corrib South asset, 18 kilometres from the Corrib gas field. This asset is subject to an application for a successor authorisation being approved by the Irish regulatory authorities. 23 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 In Trinidad the Company has announced a binding Term Sheet with CEG to acquire potential hydrocarbon resources and to implement miscible CO2 EOR and CO2 sequestration.  Secure funding that minimises, as far as market conditions allow, shareholder dilution, cognisant of the potential for a judicious level of debt funding. This measures our ability to enhance shareholder value whilst securing the means to grow the business without unduly increasing risk. No third party debt has been incurred during the reporting year and an adequate quantum of equity funding has been secured to maintain sufficient working capital as we seek to transition to a revenue- generating Group through a period of rising commodity prices. Shareholders’ interests are best protected by establishing sufficient liquidity to support going concern criteria during periods of volatile global market conditions.  The rate of utilisation of the Group’s cash resources. This measures our ability to plan expenditure and conserve cash to ensure a going concern and is addressed by reducing corporate costs and operating costs whenever and wherever prudent to do so, without impacting the timely execution of the Group’s business development strategy, and by not entering into any discretionary new commitments and liabilities. The Group has successfully achieved its performance indicator during the reporting year by increasing liquidity, generating a potential new CO2 EOR project in Trinidad, and successfully preparing to drill the MOU-2 well in Morocco without project dilution and without incurring any new financial liabilities and within budget forecasts. 24 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Group structure and list of assets Issued Asset Operator Partners PRD% Status Licence/Agreement ONSHORE MOROCCO Guercif Petroleum Agreement 2019¹ Moulouya Fan ONSHORE TRINIDAD Inniss-Trinity 2017² Pilot CO2 EOR Cory Moruga Conditional⁴ Snowcap OFFSHORE IRELAND Atlantic Margin LO 16/26 2016⁵ Corrib South ONHYM 75% Gas exploration & appraisal FRAM Exploration (Trinidad) Ltd 50%³ Producing oil field TOUCHSTONE Exploration Ltd.⁴ 83.8%⁴ Producing oil field Theseus Ltd. 50% Gas exploration PREDATOR Gas Ventures Ltd FRAM Exploration (Trinidad) Ltd PREDATOR Oil & Gas Trinidad Ltd (Technical Operator) PREDATOR Oil & Gas Trinidad Ltd PREDATOR Oil and Gas Ventures Ltd North Celtic Sea LO 16/30 2016⁵ Ram Head PREDATOR Oil and Gas Ventures Ltd Theseus Ltd. 50% Gas exploration & appraisal ¹ Negotiating to further extend the Initial Period of the Guercif Petroleum Agreement to 18 June 2023 by accelerating drilling activity currently scheduled or the First Extension Period ² Inniss-Trinity Well Participation Agreement will be wound up with the conditional acquisition of TRex ³ POGT receives 50% of CO2 EOR profits under the Inniss-Trinity Well Participation Agreement ⁴ Conditional on MEEI approval of the Acquisition of TRex 25 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 ⁵ A Frontier Exploration Licence for Corrib South and a Standard Exploration Licence for Ram Head is conditional On the award of successor authorisations that have been applied for and remain under consideration by the Department of the Environment, Climate and Communications Description of assets Onshore Morocco – Guercif Petroleum Agreement (“Guercif PA”) Background to the Guercif Project The Guercif Petroleum Agreement (“Guercif PA”), comprising the Guercif Permits I, II, III and IV located in the Guercif Basin in northern Morocco, covers an area of 7,269 km². It lies approximately 250 km due east of and on trend with the geologically coeval Rharb Basin, where shallow commercial gas production has been established by SDX Energy Plc and its predecessor Circle Oil for several years. Guercif also lies approximately 180 km due north-west of Tendrara, where deep gas is being appraised and potentially developed by Sound Energy Plc. Through its wholly owned subsidiary Predator Gas Ventures Ltd. (“PGVL”), the Company holds a 75% working interest in and is the operator of the Guercif PA. ONHYM, the State oil company, holds 25% and is carried through exploration, but funds its pro-rata share of all costs upon a Declaration of Commerciality. ONHYM is owned by the Moroccan government and is involved in oil and gas exploration, appraisal, development and production within Morocco. The Directors confirm that the Group is yet to receive any funding as a Declaration of Commerciality is yet to be released. The Guercif PA is for 8 years and is split into an Initial Period of 30 months, commencing on 19th March 2019; a First Extension Period of 36 months duration; and a Second Extension Period also of 30 months. After each Licence Period there is an opportunity to withdraw from the Licence, without entering the next Licence Period. During the year a one year extension to the Initial Period of the Guercif Petroleum Agreement was granted as a consequence of the restrictions that resulted from the COVID pandemic. As a result, the Guercif Petroleum Agreement was extended for 9 instead of 8 years. The Initial Period was extended to 42 months. In the Initial Period the work programme comprises 250 kilometres of 2D seismic reprocessing and AVO analysis and the drilling of one exploration well to a minimum depth of 2,000 metres or to the top of the Jurassic, whichever occurs first. Desk-top geological and gas marketing studies will also be carried out. The Minimum Exploration Commitment is USD3,458,000. At the end of the period under review the Company was completing negotiations to extend the Initial Period a further 9 months to 51 months to allow acceleration of the one well commitment planned for the First Extension Period to facilitate it being drilled in the Initial Period whilst a drilling rig was available on site. This would remove the drilling commitment from the First Extension Period and eliminate the requirement to put up a new bank guarantee in favour of ONHYM prior to entering the First Extension Period. The Company was also negotiating to reduce its drilling depth commitment from 2,000 metres Measured Depth to 1,500 metres Measured Depth or top Middle Jurassic, whichever occurred first. The First Extension Period would be reduced from 36 to 27 months. Successful conclusions of these negotiations would allow the Company to cost- effectively rationalise drilling expenditures and to reduce potential wastage in resources and finances. By the end of the year under review the Company had completed its 2D seismic reprocessing commitment and was preparing to commence the drilling of the MOU-2 well, with a planned pre-drill total depth of 1,500 metres Measured Depth. 26 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Fiscal terms and commercial opportunity The fiscal terms in Morocco, which are some of the best in the World, are restricted to a 5% State royalty for gas, applicable after the first 10.6 BCF of net production to the operator, and corporation tax charged at 31%. However, there is a 10-year “holiday” before corporation tax will be charged and any unused tax losses can be offset against the tax due. There are no signature bonuses but production bonuses in the form of cash payments exist with a maximum one-off payment of USD5,000,000 on production greater than 30,000 BOE/day. A commercial discovery bonus of USD1,000,000 is also payable. Significantly each individual gas field can be fiscally ring-fenced under the terms of an application for an Exploitation Concession. Award of an Exploitation Concession is not dependent upon fulfilling the work programme for the exploration phases of the Guercif PA. The highest gas prices in Morocco are paid by industrial users, substituting for expensive carbon intensive fuel oil imports, and ranged from USD 10 – 12/mcf during 2022. It is this market that the Company will initially target with trucked Compressed Natural Gas (“CNG”), which by substitution of more carbon intensive imported fuel oil can potentially reduce CO2 emissions by up to 33%. The Guercif licence area straddles the Maghreb gas pipeline to Europe, which also serves Morocco’s current inventory of gas-fired power plants. A major highway, suitable for the transport of Compressed Natural Gas (“CNG”) also links Guercif to Morocco’s major industrial centres, many of which use carbon-intensive, imported fuel oil in the absence of an alternative natural gas resource. Guercif is therefore well-positioned relative to infrastructure for the potential early monetisation of yet to be discovered gas. Gas infrastructure map Northern Morocco 27 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 MOU-2 pre-drill location in foreground of highway to industrial centres History of exploration in Guercif Guercif has been very lightly explored with only 4 deep exploration wells drilled by Elf in 1972 (GRF-1), Phillips in 1979 (TAF-1X), ONAREP (the forerunner of ONHYM) in 1985 and 1986 (MSD-1 and KDH-1) and 2 shallow stratigraphic wells drilled by BRPM for coal exploration in the 1950s. TransAtlantic re-entered, logged and tested the MSD-1 well, originally drilled in 1985, in 2008 but the logging and testing failed to establish the presence of hydrocarbons in the Jurassic. The seismic inventory includes 3,291 kilometres of 2D seismic data acquired between 1968 and 2003, including a new 300-kilometre ONAREP 2D seismic survey acquired in 2003, which were reprocessed in 2006 by TransAtlantic when Pre-Stack Time Migration was applied for the first time to the seismic inventory. TransAtlantic also acquired an aeromagnetic and aerogravity survey in 2006, comprising 10,000 line kilometres. Historical exploration focus was entirely on the Jurassic and was completed before the shift in emphasis took place that resulted in shallow (Tertiary) gas production in the Rharb Basin and successful deep (Triassic) gas appraisal drilling at Tendrara. In this context therefore Guercif has never attracted new exploration to evaluate the Tertiary targets encountered in the gas producing Rharb Basin and the offshore gas discovery well Anchois-1. New academic research (Capella et. al. 2017) confirmed for the first time the geological continuity of the section containing the producing Miocene (equivalent to the Tortonian Hoot and Guebbas formations) gas reservoirs in Rharb Basin with geological outcrops in the Guercif Basin. The Company’s MOU-1 exploration well, was successfully drilled and completed for rigless testing during 2021 and evaluated the north-western part of the Guercif Basin in a sub-basin that had never been previously drilled. The well confirmed the pre-drill geological prognosis and the correlation of the primary reservoir target with a seismic amplitude anomaly. 28 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Post-well seismic analysis confirmed that the seismic amplitude anomaly intersected in the well is interpreted as correlating with a seismic amplitude-supported submarine fan complex covering an area in excess of 30 km²., defined as the “Moulouya Fan”. Desktop Studies completed by the Company in 2022 Geophysical studies completed during 2022 further defined the gas signature of the Moulouya Fan in MOU-1 at the depth of a corresponding formation gas show in the well. 278 kilometres of 2D seismic reprocessing was completed during 2022. A significant improvement in the seismic imaging of the Moulouya Fan was achieved with improved definition of faulting. The scale of the feature was also confirmed, making it one of the largest drilled Tertiary gas targets to date in northern Morocco. Predator 2022 true amplitude reprocessed 2D seismic line across Moulouya Fan Reprocessing also assisted with the definition of small-scale faulting at the level of shallow sands encountered in MOU-1 that recorded good formation gas shows. This reinforced the high resolution NuTech petrophysical wireline log interpretation in 2021 indicating the presence of good porosity with several thin separately sealed gas pays. 29 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Predator 2022 scaled amplitude reprocessed 2D seismic line across MOU-1 shallow trap Biostratigraphic analysis and age dating of the MOU-1 well cuttings supported the pre-drill hypothesis for the development of deeper water submarine fans of an analogous age to those producing gas reservoirs in the Rharb Basin and in the Anchois offshore gas discovery. Sedimentological analysis of the well cuttings from MOU-1 in the Moulouya Fan interval also supported the potential for excellent reservoir quality in thin zones at the limit of conventional wireline log resolution. In turn this helped to validate the NuTech high resolution petrophysical analysis carried out in 2021. MOU-1 well cuttings for washed out sands in thin reservoirs - unconsolidated sub-angular to sub-rounded, moderately well sorted, very fine grained quartz and lesser feldspathic grains that have undergone very little compaction Mineralogical analysis identified key geochemical markers that were consistent with the environments of deposition of the submarine reservoirs and also with key stratigraphic markers indicative of different phases of faulting, uplift and erosion, the timing and expression of which were correlatable with similar regional events in the Rharb Basin and at Anchois in the offshore. 30 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Geochemical analysis of the MOU-1 well cuttings indicated levels of organic matter in the claystones suitable for the production of biogenic gas in the deeper parts of the basin to the northwest of the MOU-1 well location as well as the potential for migrated thermogenic gas. A scoping comparison of MOU-1 reservoir and potential production characteristics was undertaken by geological comparison with an analogous reference well in the Rharb Basin drilled in 2015. The well test data for the offset reference well confirmed that thinly bedded reservoir sands with poor conventional wireline log resolution and very low apparent gas saturations (35%) based only on conventional log analysis could flow gas at commercial rates for a CNG development. High resolution NuTech log analysis for MOU-1 gives a much truer representation of reservoir properties in the sands encountered in MOU-1 consistent with the gas deliverability achieved in the offset reference well. Taken together all these desktop studies fully validated the early decision made in 2021 to complete the MOU- 1 well for rigless well testing. Together the studies completed during 2022 provided the basis for selecting two new drilling locations to test the Moulouya Fan in an area where the MOU-1 post-drill geological model suggested thick reservoir sands might be present and where two seismically defined gas signatures, based on the MOU-1 results, could be stacked one on top of each other in a single well penetration. MOU-2 well planning Well planning and procurement of long lead well equipment and contracting of well services was carried out during the year. This was against a background of logistical difficulties generated by a supply chain crisis caused by the Ukraine-Russia conflict. Despite these significant challenges the MOU-2 well was prepared to commence drilling by the end of 2022. The MOU-2 well pad was constructed and a drilling base camp established. MOU-2 well pad construction The Star Valley Rig 101, which the Company used to drill MOU-1 in 2021, was moved onto location. With a tightening rig market caused by increased drilling activity fuelled by rising commodity prices, the Company had been proactive in securing the Star Valley 101 rig early for its proposed drilling programme in Guercif. 31 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Star Valley Rig 101 on MOU-2 location and base camp Despite the rising cost of equipment and personnel caused by inflationary pressures the budget forecast for drilling MOU-2 remained in line with the total expenditure for drilling MOU-1 in 2021. The Company applied its management experience and negotiating skills to achieve acceptable costs for drilling in line with the Company’s stated policy to apply financial discipline to all aspects of its corporate overheads and operating budget. Contingent gas resources The Company’s current independent Competent Persons Report (“CPR”) by SLR Consulting (Ireland) Ltd., gives Best Estimate and High Estimate recoverable gross Contingent Gas Resources net to the Company’s 75% equity interest for the Moulouya Fan (formerly defined as the “MOU-4 Prospect”) in the range 295 to 708 BCF. MOU-2 will target these Contingent Gas Resources. The difference between Best and High Estimates is attributable mainly to different thicknesses of reservoir used in each case. The drilling programme will also potentially de-risk the Chance of Success which SLR evaluated as 25% for a commercial case for gas-to-power. The Company is focussed on a Compressed Natural Gas development option with a very much higher Chance of Success based on a much lower threshold for commercial gas resources. Additional prospectivity During the year under review the Company continued to develop a prospective Jurassic trap as a potential additional drilling target for 2023 (“MOU-NE”). A potential Jurassic carbonate reservoir target was penetrated in an offset well TAF-1X drilled off-structure in 1979. Revised seismic mapping has identified a structure covering 126 km², an increase in size of 23% compared to that previously reported in 2021. 32 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 MOU-NE Jurassic structure Forward Work Programme Commence drilling MOU-2. Well planning for MOU-3 and MOU-4 and procurement of long lead time well equipment. Rigless testing of MOU-1 and, subject to drilling results, MOU-2 and MOU-3. Successful drilling and testing results would facilitate a Gas Sales Agreement with end-users in the Moroccan industrial sector based on an accelerated Compressed Natural Gas development scenario. At this point the Company may seek, if market conditions are attractive, to monetise all or part of its Moroccan asset through a trade sale of equity in the Group’s subsidiary company Predator Gas Ventures Ltd. If this scenario were to occur, and subject to independent tax advice, the Company would consider a return of value to shareholders in the form of a dividend payment. Onshore Trinidad - CO2 sequestration funded by enhanced oil recovery Historical background to the Inniss-Trinity field and CO2 EOR project The producing Inniss-Trinity oil field (“Inniss-Trinity”) is located in the Southern Basin within onshore Trinidad’s largest oil province, approximately 10 km southeast of the Barrackpore-Penal oil field and approximately 75 km south of the capital Port of Spain. The Inniss-Trinity Licence is held by the State company Heritage Oil Trinidad Ltd (“Heritage”), formerly Petrotrin, and covers an area of 23.35 km². 33 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 It is operated under an Incremental Production Services Contract (“IPSC”) by FRAM Exploration Trinidad Ltd. (“FRAM”), a wholly owned subsidiary of Challenger Energy Group Plc after the acquisition of Columbus Energy Resources Plc during 2020. The term of the IPSC was extended to 31 December 2021 as a result of the Company’s pilot carbon dioxide enhanced oil recovery (“CO2 EOR”) project, which provided the work programme for FRAM to extend further the IPSC. The outstanding FRAM drilling commitment of 7 wells was replaced by the Company’s CO2 EOR Pilot Project, giving the Company substantial negotiating leverage as the IPSC was dependent on the Company’s exclusive provision of CO2 EOR services. To further the initiation and continuance of CO2 EOR operations in Inniss-Trinity, a Heads of Agreement for CO2 Gas Sales (“CO2 HOA”) was entered into with the only in-country CO2 supplier, Massy Gas Products Trinidad Ltd. (“Massy”), of surplus liquid anthropogenic CO2, currently collected from one of Trinidad’s several ammonia plants that presently vent CO2 to the atmosphere. The CO2 HOA is based on a minimum scoping daily delivery of up to 60 Mt CO2 if required, depending on surplus quantities available. Supplemental Agreement No.8 dated 17 May 2021 extended the Exclusivity Period given under the terms of the CO2 HOA until 31 March 2023; at which time the HOA may be extended. Under a Well Participation Agreement (“WPA”) executed on 17 November 2017 with FRAM, POGTL is entitled to a portion of all profits generated from incremental enhanced oil production attributable to CO2 EOR operations under the same commercial terms pertaining to the Incremental Production Services Contract (“IPSC”) as are currently applicable to FRAM. Under the specific commercial terms of the WPA negotiated by POGT with FRAM, POGT has capped operating costs at USD10/bbl and will also benefit from off-setting FRAM’s cumulative tax losses against 50% PPT. POGT is not a partner in the IPSC and therefore has no exposure to any of the FRAM commitments and liabilities relating to the IPSC. POGT will receive 100% of all operating profits until payback of its agreed investment of USD1.5 million in CO2 EOR operations. Thereafter after-tax operating profits will be split 50:50 between POGT and FRAM. Under the WPA, POGT had an option up to 30 September 2020 to acquire FRAM for an agreed sum of USD4.2 million. This option was not exercised. Under the original WPA, the Company also had an option to acquire Cory Moruga Holdings Ltd., owners of TRex Holdings Trinidad Ltd. This option was later dropped. Changes in the ultimate ownership of FRAM Exploration Trinidad Ltd. (“FRAM”) completed in 2020 resulted in the parent company of FRAM unilaterally terminating the Inniss-Trinity CO2 EOR project in 2021 without prior consultation with the Company. Through this action the Company believes that the WPA remains legally binding on FRAM Exploration Trinidad Ltd. pending a settlement in the Company’s favour of certain outstanding commercial matters that will be the subject of negotiation. However, under such circumstances the Company decommissioned its CO2 EOR facilities at Inniss-Trinity and removed the equipment to a place of safe and secure storage. Importantly, the Inniss-Trinity pilot CO2 EOR Project executed by the Company established “Proof of Concept” for enhanced oil recovery through CO2 injection and sequestration. 34 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 CO2 delivery and injection at Inniss-Trinity Activities during 2022 The encouraging results from the Phase 3 CO2 injection in the first half of 2021 provide valuable technical and commercial validation of “Proof of Concept” for the design and resulting effectiveness of CO2 EOR projects for geologically similar mature producing fields onshore Trinidad. Pursuant to a Heads of Agreement with Lease Operators Ltd. (“LOL”), a private Trinidadian company, executed in 2021, the Company carried out a preliminary technical review of the suitability of LOL’s producing PS-1 field onshore Trinidad for CO2 EOR re-development. At the same time the Company proposed its commercial model for CO2 EOR to LOL to justify offering its equipment, expertise, knowledge and know-how gained from executing the Inniss-Trinity CO2 EOR Project. Currently the Company is not sufficiently attracted by the technical and commercial opportunity presented by the PS-1 Field to warrant taking negotiations with LOL to the next level. During the year the Company focussed an increasing amount of management time on securing a settlement with FRAM and their parent company CEG in respect of outstanding issues surrounding the premature termination of the Inniss-Trinity CO2 EOR Project. By the end of the year an agreement had been reached and a binding Term Sheet announced. This provided for the acquisition of TRex, subject to MEEI consent, settlement of outstanding issues related to the Inniss- Trinity CO2 EOR Project, and a collaboration with CEG on the potential implementation of CO2 EOR in certain other mature producing oil fields in Trinidad. TRex holds an 83.8% equity and operatorship of the Cory Moruga Production Licence containing the undeveloped Snowcap-1 oil discovery. Cory Moruga background The Cory Moruga licence is a direct licence from the Trinidadian Ministry of Energy and Energy Industries (“MEEI”) in which Challenger Energy’s wholly owned subsidiary T-Rex Resources (Trinidad) Limited (“T-Rex”), holds an 83.8 % interest, alongside its partner Touchstone Exploration Inc. which has 16.2% interest. T-Rex is operator. Cory Moruga lies to the west of the Inniss-Trinity Field and to the southeast of the Barrackpore Field. 35 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Location map for Cory Moruga The Cory Moruga licence includes the Snowcap oil discovery, with oil previously having been produced on test from the Snowcap-1 and Snowcap-2ST wells. On the basis of the production tests, a development plan was submitted in 2018, prior to Challenger Energy taking control of the asset, however, the block was not further developed. Subsequent to the acquisition of Columbus Energy Resources PLC in 2020, Challenger Energy undertook a detailed technical review of its Trinidad portfolio and assessed that Cory Moruga field required further appraisal before a commercial development decision could be made. Snowcap-1 testing and production test 2011 and 2012 Challenger Energy considers the Cory Moruga licence to be non-core to its cash flow generative production- focused business in Trinidad, and therefore no further work has been planned for the Cory Moruga field in the near-term. At the same time, Predator considers that the Cory Moruga field represents an ideal candidate for a CO2 EOR project. 36 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Fiscal terms and commercial opportunity Gross Revenue Operating Costs Royalty Supplemental Petroleum Tax $70/bo Petroleum Production Levy Green Fund Levy Annual Payments Petroleum Profit Tax Unemployment Levy Capital Allowances Production x Price (world price corrected for transport, offset) Fixed and Variable 12.5% of Gross Revenue 18% of Gross Revenue minus Royalty – applied above WTI 4% of Gross Revenue if production above 3,500 BOPD 0.1% of Gross Revenue Includes surface, training, scholarship fund 50% of taxable income 5% of taxable Income Tangible Capital 36% in year 1 and then 16% for the next 4 years of the original balance. Intangible Capital 10% in year 1 and then 20% of remaining balance in years 2-5 Significant unrealised tax losses exist in TRex with 75% of these allowable each year for offset against annual profits. The combinations of unrealised tax losses and the potential for high productivity wells to reduce fixed operating costs pro-rata for a barrel of oil given the near-virgin field reservoir pressure and the added potential to apply miscible CO2 EOR creates an attractive commercial proposition. Forward work programme Based on an unsuccessful bid by management in 2017 for the Moruga West field, adjoining and extending into Cory Moruga, the Company believes that there may be substantial overlooked oil resources present in Cory Moruga. The intention is to prepare the technical material for the commissioning of an independent Competent Persons Report. Subject to the consent of the MEEI for the acquisition of TRex, a miscible CO2 EOR project will be designed for the Cory Moruga asset and well planning will commence for an additional appraisal/development well currently scheduled for 2024. Offshore Ireland – Floating Storage and Regasification Unit (“FSRU”) Background Mag Mell Energy Ireland Ltd created in 2021 an ambitious liquid natural gas floating storage and regasification project for the Celtic Sea with the potential to include strategic gas storage. The project provides a unique and secure essential energy supply to Ireland in the transition period from fossil fuel to green energy. Located beyond the horizon the floating gas units are not visible from land and are designed to be user, consumer and environmentally friendly. The proposed associated subsurface storage facilities can be used to store natural gas, hydrogen or be used for CO2 sequestration. What is LNG? Liquefied Natural Gas (LNG) is natural, odourless, nontoxic and non-corrosive gas that has been cooled down to liquid form to ensure safe storage and transport. 37 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 What is a Floating Storage and Regasification Unit (FSRU)? After transportation to its required destination of consumption, liquefied natural gas (LNG) needs to be brought back to its gas state (Natural gas is cooled to approximately -160°C at the source of production to reduce its volume down to 1/600 for better transportation efficiency). The FSRU receives, stores and warms up LNG for regasification and sends it out as high-pressure gas according to the customer's demand. What will the Mag Mell look like? Providing a bridge during the energy supply transition period over the next decade, LNG Floating Storage and Regasification units will act just like a land-based LNG terminal. Located out at sea, beyond the horizon, some 50km offshore in the vicinity of the existing (now decommissioned) Kinsale Platform, the FSRU will be completely invisible from land. In addition to transporting LNG, the FRSU will have the on board capability to vaporise LNG and deliver natural gas through the existing Kinsale Head Gas Field subsea pipeline and existing connection to the GNI grid entry point onshore at Inch. It is envisaged that the proposed FSRU will be permanently moored to a subsea buoy system anchored offshore. The buoy system will be used as both the mooring mechanism for the FSRU and the conduit through which natural gas will be delivered to the subsea pipeline. The design for the project has focused on ensuring minimal impact on the environment relative to other energy infrastructure projects and reducing CO2 emissions. Compared to any other energy supply solution the environmental impact of this operational arrangement is minimal. How does it work? The FSRU collects its cargo at a foreign port via a port jetty facility or offshore LNG carrier located outside Ireland’s territorial waters via flexible cryogenic hoses, in accordance with established Ship-to-Ship (STS) LNG transfer protocols. An FSRU vessel with mooring and loading system Source: APL Offshore Two special purpose FSRU vessels designed for Celtic Sea weather and mooring conditions will shuttle between the LNG collection point and the offshore site for regassification and injection into the subsea end of the existing Kinsale gas pipeline to shore. This maintains maximum deliverability of gas at peak times to ensure a secure supply of gas to the local market. 38 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 The FSRU can receive and deliver full or partial loads in order to meet the required needs of the market at any given time subject to commercial arrangements. The regasification (warming) of LNG continues uninterrupted at the mooring site, Two submerged subsea buoy systems will provide mooring points and gas connections through which natural gas will then be delivered to the subsea pipeline. The use of two buoys accommodates the two FSRU vessels to maintain continuous gas production into the pipeline. The submerged buoys are anchored to the seabed and pulled into and secured in a mating cone into the FSRU LNG vessel. When disconnected the buoys drop clear of the FSRU LNG vessels and float submerged approximately 30-50 meters below sea level. By using the existing pipeline, terminal and entry point the Mag Mell project’s environmental impact will be minimal. LNG provides a substitution for carbon-intensive fuels - an energy option to exercise now. LNG is a bridging fuel; its use will be reduced and the energy supply diversified. The Mag Mell project offers near term and safe solution to Ireland’s energy requirements and security of supply, all year round. It will deliver energy independence for Ireland and provide a backup for renewables when the Eirgrid capacity is not met by renewables. LNG can be competitively priced amidst rising energy costs if seasonal deliveries are tied to developing gas storage capacity. The Mag Mell project is committed to delivering on the Irish Government’s Climate Action Plan objectives. Using existing infrastructure to accelerate the energy transition, Mag Mell provides energy with a low environmental footprint. In alignment with the Irish government’s policy pledge not to allow the import of LNG produced from shale gas, the Mag Mell project will source LNG from a transparent certified origin where there is no reliance on fracked gas feedstock. Working in collaboration the Mag Mell project will create opportunities for CO2 and hydrogen storage. The Mag Mell Project can satisfy 43.4% of Severe Peak Day 2027/28 gas demand. Maintenance of energy security for Ireland within this transition period depends on the provision of a project such as Mag Mell, providing security of supply for the national network. Activities in 2022 During the period under review the Company has mainly focussed on raising the public and Irish Government’s awareness of the Mag Mell FSRUP LNG gas import option. This was to demonstrate how Mag Mell could address Ireland’s security of gas supply. The Company presented its alternative gas import option at the National Energy Summit in Dublin in April 2022. A “White Paper” was issued and circulated to politicians and all significant stakeholders in the energy sector in Ireland. It demonstrated how gas was needed to seasonally support the national electricity grid when renewable energy was curtailed by weather conditions. This was followed up by lobbying members of the Irish Dail in a series of one-to-one meetings. 39 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 The Company continues to make submissions to the DECC to delay the decommissioning of the Kinsale gas pipeline to shore. Currently the Minister for the DECC has not signed off on the decommissioning of this vital piece of gas infrastructure, which if decommissioned would further weaken Ireland’s security of energy supply. The Company’s proposed Ram Head gas storage facility would be dependent upon the Kinsale gas pipeline to shore remaining in place to advance the date for the commissioning of such a storage facility. Ireland has no gas storage facility and is clearly not contributing at present to the wider energy security of the European Union despite having the infrastructure and facilities to help with ameliorating the Energy Crisis. During 2022 many countries across Europe and beyond as a direct result of the Ukraine-Russia conflict and fears over security of gas supply have moved immediately to secure FSRU capabilities and to increase gas storage. Ireland has gone from a position where it was presented with a viable solution for security of gas supply in 2021 to one where there is a very high risk that strengthening of the security of gas supply during seasonal periods that renewable energy cannot meet the demand for electricity due to unfavourable weather conditions is devoid of near-term options. Offshore Ireland – Applications for successor authorisations to Licensing Option 16/26 (“Corrib South”) and 16/30 (“Ram Head”) Location maps Ram Head and Corrib South (Source: Gas Networks Ireland Network Development Plan 2020) 40 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 No further responses have been received from the DECC regarding the Company’s applications for successor authorisations for Corrib South and Ram Head. The Company has satisfied all regulatory requirements for the award of the successor authorisations. Forward Work Programme The Company will continue to make submissions that will demonstrate that the FSRU LNG project can be considered to be very much in the public interest in the context of security of energy supply. Dialogue will be maintained with the regulatory authorities regarding the applications for successor authorisations to the Corrib South and Ram Head licensing options. The Company is currently not planning any third party expenditure on Ireland during 2023 and will only spend a limited amount of management time supporting its position in relation to its applications for successor authorisations. However during 2023 the Company will review the prospect of any progress in Ireland in the near-term, an outcome of which may be to seek to investigate the potential for redress given the irregularities and anti- competitive nature of the regulatory process surrounding the applications for successor authorisations. 41 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Principal risks and uncertainties Exploration industry risks Oil and gas drilling and operations is a speculative activity and involves numerous risks and substantial and uncertain costs that could adversely affect the Group. Mitigation:Where possible the Board aims to build a diversified portfolio of assets so that an adverse outcome is mitigated by the prospects of favourable outcomes Oil and gas exploration and development activities are dependent on the availability of skilled personnel, drilling and related equipment in the particular areas where such activities will be conducted. Demand for such personnel or equipment, or access restrictions may affect the availability to the Group, particularly relevant when taking into consideration the Ukraine-Russia conflict and the continuing global hangover of COVID-19 and the increased demand for services and personnel during the early stages of post-COVID global economic recovery. Mitigation: Management through many years of experience has a network of independent contractors with skilled personnel and equipment which it can access Oil and gas prices are highly volatile, and lower oil and gas prices will negatively affect the Group’s financial position, capital expenditures and results of operations. Mitigation: By balancing projects with near-term cash inflow prospects with projects that require long-term funding the risk is mitigated. Planning includes simulation of downside risk scenarios. Reserve and resource data and estimated discounted future net cash flows are estimates based on assumptions that may be inaccurate and on existing economic and operating conditions that may change in the future. Mitigation: The Group has considerable experience in project evaluation. It may resort from time to time to independent expert consultants to verify assumptions. The Group focusses on projects that require relatively low capital investment but can potentially generate very high rates of return as a means of mitigating against reduction in discounted future net profits. The Group is dependent on the successful development of its oil and gas assets. Mitigation: The Group has diversified its profile away from regular oil and gas exploration by developing CO2 EOR and CO2 sequestration expertise and progressing an FSRU LNG project in Ireland. The principal sub-surface geological risks that have been identified specific to the Group’s portfolio are as follows: Risk 1: In the immediate area of focus for drilling in Morocco, the 2D seismic database is sparse and the quality and completeness of the well logs in old offset wells pertinent to understanding the geology of the previously drilled GRF-1 and MSD-1 wells is poor. Risk 2: MOU-1 provides evidence of over-pressuring of some potential reservoirs which will have to be taken into consideration for the purposes of safe well planning. Risk 3: The existing sparse 2D seismic data demonstrate the presence of seismic amplitude anomalies. There is a risk that these may not be related to the presence of gas reservoirs or the presence of gas in commercial quantities. The size of the potential gas-generating source kitchen is unknown and therefore there is a risk that traps may not be efficiently filled to spill. In such circumstances gas resources could be significantly reduced. Mitigation: Extensive use of offset well data for the geologically analogous, gas-producing Rharb Basin and information from the Anchois-1 Tertiary gas discovery in the offshore is used to improve the overall knowledge base. Presence of gas in MOU-1 in the pre-drill section correlating with the mapped seismic amplitude anomaly has addressed this risk. Rigless testing of MOU-1 can potentially eliminate this risk. 42 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Independent consultants are used to help validate geological and seismic interpretations. Risk 4: Forecast production rates for CO2 EOR rely on modelled calculations and actual pilot CO2 EOR oil flow rates and have not been tested yet by continuous CO2 EOR operations. Pilot CO2 EOR operations have so far calibrated the desktop production forecasts in line with anticipated rates, however there is no guarantee that production will increase exponentially in line with these predictions as more CO2 is injected over time. The technical and commercial success of CO2 EOR projects is dependent therefore on a comparison of the actual operational results versus the pre-injection desktop forecasts. This applies to all future CO2 EOR projects being considered by the Company. Mitigation: The Company may use its “Proof of Concept” achieved through the operational results of the Inniss-Trinity Pilot CO2 EOR Project, and its CO2 EOR services and current exclusivity over surplus liquid CO2 supply to further develop producing assets and undeveloped oil discoveries at attractive prices where some initial primary oil production can be achieved through low cost well workovers. Risk 5: The volumes of CO2 required to be injected to increase reservoir pressure from currently low levels in onshore Trinidad’s mature producing oil fields in order to enhance oil production are estimated using reservoir models. These models will assume limited vertical and lateral communication of reservoir sand intervals controlled by faulting and intervening vertical seals. If this is not the case then significantly more CO2 may be required to increase reservoir pressure and potentially enhance oil production should CO2 escape into other geological formations or adjacent fault compartments. Results to date of the Inniss-Trinity pilot CO2 EOR project confirm limited lateral and vertical communication across potentially sealing faults. However there is no guarantee that this situation will be maintained as reservoir pressure increases with continuous CO2 injection or will be relevant to all of Trinidad’s onshore oil fields. Risk 6: The volume of CO2 to be injected is also estimated on the basis of the remaining volume of oil in place in the reservoirs using historical estimates made by other operators. If this volume has been under-estimated, then the volume of CO2 required for injection will be larger and the commerciality of the project may therefore be impacted. Mitigation: All modelling of analytical data may be independently reviewed and evaluated by the relevant technical teams in Heritage and the MEEI as part of the regulatory approval process. Satellite communications to give real-time data logging and operational management to allow the Group’s management remote-control monitoring of operational procedures to intervene if required to vary the volume of CO2 being injected and the injection pressure. Political risks All of the Group’s operations are located in a foreign jurisdiction. As a result, the Group is subject to political, economic and other uncertainties, including but not limited to, changes in policies, particularly in relation to the fossil fuel industry in the context of concerns regarding climate change, or the personnel administering them, terrorism, nationalisation, appropriation of property without fair compensation, cancellation or modification of contract rights, foreign exchange restrictions, currency fluctuations, export quotas, royalty and tax increases and other risks arising out of foreign governmental sovereignty over the areas in which these operations are conducted, as well as risks of loss due to civil strife, acts of war, guerrilla activities and insurrection. Mitigation: The Group only conducts operations in those countries with a stable political environment and which have established acceptable oil and gas codes. The Company adheres to all local laws and pays heed to local customs. 43 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Corporate risk Risk: The Group’s success depends upon skilled management as well as technical and administrative back-up. The loss of service of critical members of the Group’s team could have an adverse effect on the business. The Group is dependent on the executive Directors to identify potential business and acquisition opportunities in Trinidad, Morocco and Ireland and to oversee and execute its oil and gas operations. The loss of services of the executive Directors could materially adversely affect it. Mitigation: The Group periodically reviews the compensation and contract terms of its consultants and service providers to ensure that they are competitive, but subject to the working capital available to the Group from time to time. The executive Directors are shareholders in the Group and committed to developing shareholder value. Financial and liquidity risks The Group’s business involves significant, but moderate by comparison with the oil and gas sector in general, capital expenditure and given the current liquidity position of the Group as at the date of this report the Group will require additional funding to meet all of its future work programmes if the business of the Group is to grow. There is no guarantee that such additional funding will be available on acceptable terms at the relevant time. Mitigation: Management has demonstrated and continues to demonstrate an ability to raise funds. Through timely and regular cash flow projections pro-active action is capable of being taken to pre-empt cash deficits. Such actions may include farm-outs, debt-financing and equity fund raises. Instability in the global financial system may have impacts on the Group’s liquidity and financial condition that currently cannot be predicted. Mitigation: Pre-emptive cut back of new potential licence commitments; careful financial planning, currency hedging and economic evaluation of opportunities with simulation of risks mitigate against these risks. The Directors also maintain tight budgetry and financial controls to ensure cash is spent in the most efficient manner. Foreign exchange risks The Group operates internationally and is exposed to foreign exchange risk arising from various currency transactions, primarily with respect to the Moroccan Dirham, Trinidadian dollar, Euro and US Dollar. Risks to exchange movements are mitigated by minimising the amount of funds held overseas. All treasury matters are handled centrally in Jersey. All requests for funds from overseas operations are reviewed and authorised by Board members. The Group endeavours to reduce its exposure to foreign currencies by holding cash balances in the currency of intended expenditure and recognises the profits and losses resulting from currency fluctuations as and when they arise. As the Group may in the future undertake some project activity offshore Ireland under the terms of agreements with the Irish regulatory authorities, the Directors currently anticipate that the impact on the business of the UK’s exit from the European Union will be limited to the effects of potential increased foreign exchange fluctuations. As a result of these fluctuations, it is expected that the reported results of the Group may decline in the short- to medium-term. However, the Directors do not expect there to be any significant lasting impact. The Group does not anticipate any long-lasting impact on accessing overseas services and importing equipment, although due to increased regulatory processing in such cases, project timelines may be negatively impacted. 44 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Liquidity risks The Group’s liquidity risk is currently considered to be insignificant and not material. The Group does not enter into binding commitments for exploration expenditure unless supported by adequate cash reserves and working capital. Cash forecasts are updated continuously, and contingencies are allowed for. The financial exposure of the Group will reduce as it is the intention of the directors to partner with third parties at the appropriate time in the appraisal and development cycle. The Group structure facilitates investment in individual projects at the subsidiary company level. The after-tax project economics for the Group’s portfolio of projects are very robust and support the potential payment of royalties and dividends to a company wishing to buy equity in a specific project or projects. The Directors believe that the ability to monetise parts of its portfolio of projects to improve liquidity is viable given the pivotal market position the Group has established in the jurisdictions within which it operates in respect of developing CO2 EOR and CO2 sequestration, a Compressed Natural Gas market and an LNG import option where currently no competitors exist in these sectors in the aforementioned jurisdictions. Environmental risks The Group is subject to various environmental risks and governmental regulations and future regulations will become more stringent. Mitigation: The Group is aware of these risks before it undertakes licence commitments and periodically re- evaluates these risks Climate change and climate change legislation and regulatory initiatives could result in increased operating and capital costs to address reducing CO2 emissions, delays to regulatory and environmental approvals and decreased demand for, in particular, oil. In addition, investor and lender decision-making criteria are becoming increasingly dominated by climate change awareness and consequently loss of sentiment for financing the fossil fuel sector. As a result, it will become increasingly difficult to raise equity and debt finance for traditional oil and gas activities. Mitigation: The Group’s strategy has always been since IPO in May 2018 to focus primarily on gas, which is currently considered as “sustainable” by the EU and suited therefore to accessing green finance, and CO2 sequestration to support “greener” oil production. By focusing on jurisdictions where there is a need to reduce high levels of CO2 emissions from ammonia plants, imported fuel oil and coal- and oil-fired power stations by substituting for gas and enacting CO2 sequestration, the Group is demonstrating its commitment to ESG and sustainability necessary to attract responsible financing of its activities. The Group has positioned itself in the energy transition space and has the ability to contribute expertise and knowledge necessary for the building of local green energy hubs based on a symbiotic relationship working in tandem between natural gas, CO2 sequestration, hydrogen production and storage and renewable energy to provide the security of affordable energy supply and to support and protect local communities through the “economic shock” of the energy transition process. Insurance risks Oil and gas operations are subject to various operating and other casualty risks that could result in liability exposure. Mitigation: The Group comprehensively surveys its exposure to these kinds of risks and considers taking either an appropriate level of insurance cover or self-insuring where judicious. The Group may not have enough insurance to cover all of its risks. COVID-19 will increase insurance costs. Mitigation: A judicious quantum of self-insurance may need to be resorted to in these circumstances but currently the Group has access to appropriate levels of insurance both at the corporate level and for its operations. 45 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Continuing Coronavirus Risk The global public health emergency caused by the spread of the coronavirus is now well documented. COVID pervasively impacted negatively global economies; financial and equity markets, including pension funds; forex exchange rates; oil and gas commodity prices, caused by collapsing demand, particularly from the aviation industry, and storage capacity being over-saturated; and general investor and debt-financing sentiment. Divergent variants of coronavirus will create a significant public health risk for the foreseeable future and vaccination programmes will continually require monitoring and updating. The principal risks identified are: Risk 1: Suspension of international travel between many different jurisdictions which impact the Group’s field operations insofar as specialised drilling engineers and technicians are unable to be despatched from overseas to operate, install or repair key pieces of equipment necessary, in particular, for the conduct of safe drilling operations. A further consequence is the inability (or a delay) to mobilise drilling services and equipment from overseas that may not be available in the country of the Group’s operations. The potential introduction of new coronavirus travel restrictions cannot be ruled out but the timing of any such moves is not predictable due to varying rates of the spread of coronavirus throughout a potential future pandemic. Mitigation: The Star Valley drilling rig is currently on location in Morocco at Guercif at no cost to the Group. Commitments to further rig mobilisation and an enactment of a drilling contract are only made with the approval of the public health authorities if and when required if COVID were to re-emerge in a pandemic form. The Group maintains a close dialogue with drilling services providers to determine which services remain in- country, and also the rig contractor, to ensure the Group is “drill-ready”. Risk 2: Restricted ability to operate in-country activities such as drilling and site construction due to local restrictions on travel and enforceable social distancing measures. Mitigation: Trained in-country personnel are available as a result of the Company’s Inniss-Trinity pilot CO2 EOR project to ensure continuity of CO2 EOR operations within the framework of HSE public health restrictions if and when enabled by the Trinidadian government from time to time. CO2 EOR is seen as an essential industry. Secure satellite communications linked to a datalogger may from time to time allow the Group’s management real-time remote control monitoring of operational CO2 injection parameters and procedures. Risk 3: Supply chain issues caused by equipment not being available for purchase or delayed by customs if imported from overseas. Mitigation: CO2 EOR spares and equipment are in a secure warehouse and yard in Trinidad to cover immediate requirements. Drilling inventory for Guercif also remains accessible for purchase by the Group, at the appropriate time. Risk 4: Collapsing oil and gas commodity prices caused by global economic slowdown, over-supply, falling demand and storage filled to capacity. Mitigation: Project economics for CO2 EOR operations in Trinidad have been stress-tested at WTI USD25/barrel and are marginally commercial based on Trinidad’s requirement for domestic oil production to replace imports. Robust and commercially viable project economics for Guercif have also been re-run at much lower gas prices, under-cutting lower imported fuel oil prices, with a Compressed Natural Gas development 46 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 scenario that fast-tracks an initial development of a gas discovery to the captive Casablanca industrial market that currently relies on less efficient fuel oil imports. The Group’s business development strategy is focussed on niche local energy markets where pricing of and demand for oil and gas is not as severely impacted by the global supply and demand dynamics. Risk 5: Insufficient liquidity and working capital, under-capitalisation, lack of revenue, contractual liabilities and unfulfilled work commitment obligations. Mitigation: During the period to 31 December 2022 the Group has completed two Placings to raise GBP4.335 million (before expenses). The Group has sufficient liquidity and working capital over the next 12 months to weather any additional impact from a resurgence of the coronavirus pandemic and any resulting volatility in the financial, equity and commodity markets caused by the Ukraine-Russia conflict and inflationary pressures. A contingency to shut down any projects would be maintained to avoid any loss-making business activities. No new financial commitments or work programme liabilities will be entered into unless funding for them is secured. Future new drilling proposals for the Guercif PA may be developed, subject to further funding and/or farmout, to be executed in 2023 but can be delayed until 2024 should a resurgence of coronavirus or global financial market conditions dictate that preservation of working capital were to become an overriding priority. Releasing USD 1.5 million of the Guercif PA bank guarantee in favour of ONHYM is a longer term strategic objective of the Group should working capital become too constrained but is unlikely to be enacted in the short-term as the bank guarantee will be rolled over to support entry into the First Extension Period of the Guercif Petroleum Agreement without the requirement to put up another larger bank guarantee in favour of ONHYM. The Group were granted by ONHYM a one-year extension of the Initial Exploration Period of the Guercif PA on the basis that the coronavirus emergency was a Force Majeure event. A similar extension could be reasonably expected if a new coronavirus pandemic emerged. The Group will maintain a “drill-ready” status in Morocco, and only enter into financial liabilities that can be funded from the available working capital, farmouts and/or additional financing in the equity markets. The Group will use its discretion to choose when to enact any new future Guercif drilling programmes in the context of first re-assessing market sentiment and market conditions and management’s opinion as to prudent use of available working capital. The Company is debt-free except for loans made by directors to the Company. Risk 6: Inability to access the capital markets for equity finance or the lending market for debt finance. Mitigation: The Group’s CO2 EOR operations in Trinidad were commissioned prior to the coronavirus emergency. The initial CO2 injection phase and monitoring of reservoir pressure build-up and enhanced oil production was commenced and successfully and safely completed on time during the coronavirus pandemic consistent with the Group’s pre-coronavirus project schedule. The Group completed its MOU-1 well in Morocco during 2021 and suspended the well for future rigless testing. Therefore the Group has shown that it can successfully fund and execute projects during a coronavirus pandemic. The Group is well-capitalised and is positioned for near to medium term cash flow from operations in Morocco through an early CNG development model and in Trinidad through the conditional acquisition of TRex and an 83.8% interest and operatorship of the Cory Moruga Production Licence. The Group has no immediate requirement to access the capital or lending markets to execute its near-term committed work programmes. The Group will however always remain open to accessing additional equity funds within the next 12 months if 47 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 it can be shown that this would further develop the Group’s business and lead to increased shareholder value and maintain undiluted project equity without excessive shareholder dilution. Guercif remains an integral part of the Company’s business development strategy and the value proposition, given the size of the targets versus the Group’s current market capitalisation and the ability to monetise by capitalising upon Moroccan industry’s heavy reliance on imported fuel. It remains an important and sustainable driver for share price performance. Coronavirus had no lasting impact on the fundamentals of the value proposition that Guercif presents. The Boards’ view is that the global economy will rebound despite high energy and commodity as under-supply factors are ameliorated by increased exploration and development activity. This is already beginning to happen through roll-out of floating LNG terminals in Europe. Shut-in production may be re-established in this transition period. The equity markets will recover, and the pace of the recovery will accelerate as investor sentiment returns. There will be a strong appetite for companies with gas assets and with developing ESG and Sustainability credentials who have weathered the coronavirus storm and that have potential for immediate growth to support appreciation in share price through contributing to security of energy supply. Many peer companies will be seeking to re-capitalise quickly as the equity markets improve but will not have gas projects as sufficiently advanced as Guercif or as commercially attractive in the near-term to promote to attract new investors. The Company has started discussions with suitable candidates to join us in our various projects at the appropriate time and for a consideration that reflects the investment made by the Group in its projects, the market opportunity, and the risk versus reward value proposition. The Company has developed projects that require a low quantum of capital investment suited to the size of the market appetite for a small cap company listed on the Standard List segment of the Main Market in London. Risk 7: Curtailment of expansion of business development activities necessary to support value creation and shareholder equity values, and reduction in the potential to generate future revenues from such activities. Mitigation: The Group’s business development strategy continues to be focussed on niche local energy markets where pricing of and demand for oil and gas is not severely impacted by the global supply and demand dynamics. Developing new CO2 EOR operations in Trinidad, now that the pilot CO2 EOR project has been de-risked and “Proof of Concept” has been confirmed, can be implemented for very small incremental amounts of capital deployment, inclusive of additional well workovers for CO2 EOR production, that can potentially be recovered within a few months from incremental production revenues. The Group has also started the process of identifying and evaluating suitable assets in Trinidad with attractive synergies for applying our existing Inniss-Trinity CO2 EOR expertise. The Cory Moruga Production Licence held by TRex has been identified as a pivotal asset that meets the Company’s business development strategy for Trinidad. The Group has opened a dialogue with several operators with a view to supplying our CO2 EOR services. Commercial terms that the Group can potentially negotiate will be driven by the fact that the Group is well-capitalised; has exclusivity over CO2 supply; and most importantly has developed the template for a viable CO2 EOR project that meets all regulatory and environmental conditions required for approvals to be granted to execute field operations. The Group also notes that the extension of existing Incremental Production Services Contracts in Trinidad will now also require a commitment to executing secondary recovery work programmes (waterflood and CO2 EOR). Historically waterflood has not been very successfully applied in Trinidad for increasing secondary recovery in mature oil fields where oil gravity and oil viscosity is high. This prudent and low cost expansion of the Group’s business development activities. focussed on de-risked CO2 EOR operating success, can potentially support value creation and shareholder equity values and address 48 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 any perceived reduction in the potential to generate future revenues from such activities as a result of the re- emergence of the coronavirus pandemic. The Group has successfully progressed and further developed its business strategies during the coronavirus pandemic and is well-positioned for business growth going forward. Future developments The Group’s immediate priority remains to execute in the very short term its current drilling programme (MOU-2) in Guercif in Morocco. The Group continues to be “drill-ready” with an in-country rig available to it under a rig option agreement with Star Valley and an approved Environmental Impact Assessment (“EIA”) for up to five further wells. New well locations and well budgets have to be approved by its government partner ONHYM. It is anticipated at present that follow-up drilling operations to MOU-2 will take place during 2023. The Group has developed an economic model for a nearer term gas monetisation strategy for Guercif that involves CNG being transported to the industrial centres of Morocco. The size of the initial gas market has been assessed and capital and operating costs have been tailored to fit the immediate marketing opportunity. The Group’s experience and expertise with engineering, costing and developing the CO2 EOR project in Trinidad will be applied to the CNG project in Morocco. The “drill-ready” status, the ability to monetise gas for relatively low amounts of capital investment and with low operating costs, tax- and royalty-free production on the first 10.6 BCF of net gas, and high profit margins based on the high price (USD10 -12/mcf) paid by Moroccan’s industrial gas users will be the Group’s marketing tools to attract financing and potential joint venture partners, if required, to help fast-track an early gas development. The Group’s near-term priority is to focus on developing potential cash flow from CO2 EOR operations onshore Trinidad where some element of primary production can be added through low cost well-workovers. The CO2 delivery and injection system is readily accessible and the supply of CO2 is secured until at least 2023 and can be extended subject to mutual agreement between Massy and the Company. The Inniss-Trinity pilot CO2 EOR has demonstrated proof of concept. In addition the Company has announced a creative solution to settle its dispute with FRAM Exploration Trinidad Ltd. (“FRAM”), parent company Challenger Energy Group plc, based on its assessment of the value in the prematurely terminated Inniss-Trinity CO2 EOR project to the Company that is defined by the Inniss-Trinity Well Participation Agreement and subsequent amendments thereof. The Company has agreed to offset USD1,500,000 in investment costs including an indicative amount of accrued profits from past enhanced CO2 EOR oil production revenues via an acquisition of TRex’s 83.8% interest in the Cory Moruga Production Licence, conditional on MEEI approval, which has attributes suitable for the application of miscible CO2 EOR operations. The Group has re-positioned its business strategy for Ireland to focus on offshore regasification of LNG and gas storage in accordance with EU guidelines for member States. Confidentiality agreements have been signed with the provider of re-gasification vessels (“FSRU”) and a downstream gas trading company based on the Group’s presentation of the marketing opportunity for gas in Ireland together with its potential contribution to security and diversity of energy supply and its ability to provide back-up power at times of peak electricity demand. The Group continues to engage with regulatory authorities and infrastructure owners in Ireland in an application for an LNG import licence. A technological solution is being matured to supply between 250 and 275 mm to the end of the Kinsale gas pipeline, subject to regulatory consent. The near-term goal is to further refine this solution and to demonstrate its ecological and environmental benefits relative to other energy infrastructure projects (including renewables) in preparation for an application for Marine Area Consent. The Irish regulatory hurdles remain very high and challenging, but the Group recognises that the Irish government has completed a process of public consultation on, amongst other matters, security of energy supply, thus creating a window of opportunity for the Group to take advantage of by leveraging its management’s relevant experience, know-how and expertise. 49 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Securing the award of the Group’s Corrib South and Ram Head successor authorisations remains a priority as these gas assets adjacent to infrastructure can potentially significantly further enhance the enterprise value of the Group’s portfolio in terms of potential M & A activity. Liquidity remains a fundamental priority for the Group. The Company’s business assets are commercially robust, well managed, operated efficiently and have significant growth potential. Market appreciation of management’s business strategy for developing shareholder value has been demonstrated during the year through the completion of two Placings to improve liquidity during very difficult and challenging times in the financial and equity markets. Sustainability Report The Group is committed to sustainable development of its gas assets and its CO2 EOR business incorporating anthropogenic CO2 sequestration. To sustain our business, we must meet the expectations of our stakeholders and focus on mitigating climate change, advancing the circular economy so that nothing goes to waste and implementing responsible business practices. The short- and medium-term goal is to be a producer of energy that replaces more carbon-intensive fossil fuels during the energy transition, thereby lowering CO2 emissions in a pragmatic and achievable manner. Best ESG and Sustainability practices can be applied to utilising and preserving existing infrastructure and subsurface gas storage options for the eventual roll out of green hydrogen. During this psychologically emotive period of change maintaining security of energy supply by using gas to help decarbonize the energy sector by replacing more carbon-intensive oil and coal is an absolute socially just necessity to control inflation in energy prices and spiraling cost of living and interest rate rises generated mainly by unsustainable energy price hikes due to an excess of demand over capacity caused by the Ukraine-Russia conflict and squeezing of gas and oil supplies, much of which is being re-directed to China and Asia due to Europe’s lack of pragmatic realism in how to enact the Energy Transition. Demonstrable CO2 sequestration is an added advantage of the business strategy that we have adopted. Natural gas in tandem with hydrogen storage can provide back-up to interruptible power from wind and solar energy to improve resilience of grid supplies and potential project economics. Expanding our responsible business practices is a key benefit for our people, partners and the communities that are affected by our supply chain. Security of affordable energy supply and supporting in a just, fair and equitable manner the energy transition to ameliorate the negative economic impact on local communities currently dependent on traditional forms of energy is a key objective of the Group. No-one can be left behind in the Energy Transition. At the corporate level, since the advent of the Covid-19 emergency in late March 2020 our management operate our business from home-based locations, thereby reducing the high level of energy consumed by a fixed office location and eliminating the CO2 emissions footprint left by commuting to work by many forms of transport that emit pollutant CO2. The practical and pragmatic ways in which the Group are enacting its climate awareness strategy in the period under review are described in detail in the section on ESG metrics and Sustainability. Paul Griffiths Executive Chairman 27 April 2023 50 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Report of the directors The Directors present their report together with the audited financial statements for the year ended 31 December 2022. The Company’s Ordinary Shares were admitted on 24 May 2018 to a listing on the London Stock Exchange on the Official List pursuant to Chapters 14 of the Listing Rules, which sets out the requirements for Standard Listings. Results and dividends The Directors do not recommend the payment of a dividend (2021: nil). Directors The Directors who served during the year and up to the date hereof were as follows: Date of Appointment Paul Griffiths Lonny Baumgardner Steve Staley Louis Castro Tom Evans Alistair Jury 21 December 2017 12 July 2021 24 May 2018 (resigned 8 March 2022) 13 July 2020 (resigned 31 May 2022) 12 May 2022 (resigned 24 October 2022) 12 May 2022 Carl Kindinger 24 October 2022 For directors interests, please refer to remuneration report on pages 68 to 73. Directors Third Party Indemnity Provisions The Group maintained during the period and to the date of approval of the financial statements, indemnity insurance for its Directors and Officers against liability in respect of proceedings brought by third parties. Going Concern Notwithstanding the operating loss incurred during the period under review and following the completion of two successful placings to raise GBP4,335,000 (before expenses); the exercise of executive directors’ share options to raise a further GBP749,276 subscription cost; directors’ loans to raise an additional GBP414,621; and exercise of Broker Warrants to raise an aggregate amount of GBP242,253 and a further successful placing post the reporting period to raise GBP2,000,000 before expenses, the Directors have a reasonable expectation that the Group will not need to raise funds to continue with its firm operational commitments and to meet all of its current contractual liabilities for the foreseeable future. The planned major initiative for 2023 is the drilling of the MOU-2 well in Morocco. The costs for this well are currently based on an Approved Financial Expenditure cost (“AFE”) based on actual quotes for well equipment and well services. Savings have been made in the drilling programme based on the MOU-1 learning curve. Furthermore MOU-1 drilling costs included a large element of VAT that cannot now be recovered until production is established due to very short lead time the Company had in 2021 before accepting the Star Valley rig 101 from SDX Energy Plc. A negotiation with ONHYM is to take place with respect to the timing of the return of USD1,000,000 of the USD1,500,000 Bank Guarantee versus entry into the First Exploration Period of the Guercif Petroleum Agreement. The Company is planning an additional discretionary drilling programme in Guercif in 2023 (MOU-3 and MOU 4), to advance potential to develop a CNG project, which will be subject to new funding either at the project 51 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 level via a farmin or other form of financial arrangement for project equity or from an additional placing in the equity markets. If successful, the Company will enter the next phase of the Guercif Licence at which time the discretionary work programme completed in 2023 will contribute towards the work programme agreed for the next phase of the Guercif Licence and the Bank Guarantee may be rolled over too to avoid the requirement to put in place a new or higher bank guarantee for the First Extension Period of the Guercif Petroleum Agreement. Post the reporting period the Company believes that, subject to the results of desktop studies and the completion of the drilling of MOU-3 following on from MOU-2, it will have satisfied the drilling commitment for the Initial Exploration Period and the First Extension Period. The GBP2,000,000 placing funds raised post the reporting period provided sufficient working capital for drilling MOU-3. On this basis the Directors have a reasonable expectation that in the currently unforeseen worst case scenario that the Guercif project does not proceed then the Company will be in a position to demonstrate that it has satisfied its existing contractual commitments. The MOU-1 well drilled in 2021 was completed for rigless well testing on the basis of the presence of formation gas and petrophysical wireline log interpretation by NuTech indicating gas in the primary pre-drill reservoir target. The well is therefore a potential gas producer subject to rigless testing results. Post reporting period the Company announced on 7 March 2023 that “In conformance with the current Moroccan regulatory procedures for rigless well testing, the Company has expressed in writing to the Office National des Hydrocarbures et des Mines (“ONHYM”) the intention to test MOU-1”. Therefore there are no circumstances at present for the Company to consider an impairment provision for MOU-1 accumulated costs. Post reporting period the MOU-2 well was drilled in January 2023. The Company announced on 25 January 2023 that the MOU-2 well had been suspended at 1,260 metres measured depth above the primary pre-drill reservoir target. At 1,260 metres Measured Depth a decision to suspend the well was taken as rates of penetration had dropped to below 1 meter/hour. A re-entry and deepening of MOU-2 will be fully evaluated once a solution to optimising the drilling mud programme and mud properties has been completed. Different options for the drilling muds required to improve rate of penetration in the well are currently being evaluated in Aberdeen laboratories. Once these options have been finalised and a compatible drilling mud is chosen the estimated time for sourcing and importing the required drilling fluids and chemicals will be determined and only at that time will a re-entry of MOU-2 be assessed and costed. This whole process is anticipated to take several months. In the meantime the MOU-2 well has been safely suspended for future well re-entry and the Star Valley rig remains on location at no cost to the Company. As MOU-2 did not reach the pre-drill primary target, which is still accessible in the well through a properly engineered re-entry, there is no basis to consider an impairment provision for accumulated MOU-2 well costs to date. CO2 EOR in Trinidad has not required any additional working capital other than a small allotment of funds for care and maintenance. The Operator of the Inniss-Trinity Incremental Production Services Contract (“IPSC”), FRAM, unilaterally elected to terminate the Inniss-Trinity CO2 EOR Pilot Project without informing the licence holder Heritage Petroleum Trinidad Ltd. (“Heritage”). As a result, no further funds are being invested in the 52 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 project and there are no residual liabilities to be incurred by the Company. The Well Participation Agreement (“WPA”) with FRAM and all accrued entitlements due to the Company arising from the WPA up until the time the project was unilaterally terminated by FRAM’s parent company currently remain due, as does the Loan advanced to FRAM, which is repayable from the profits of the sale of enhanced oil production. During the year the Company decided to begin the process of exploring with FRAM a mutually beneficial resolution of the issues relating to consequential losses potentially suffered by the Company as a result of the Company’s view that FRAM had breached the terms of the Inniss-Trinity Well Participation Agreement and for FRAM’s failure to repay the Loan advanced to FRAM repayable out of profits arising from the sale of CO2 EOR enhanced oil production during 2020 and 2021. At the end of the year the Company had agreed a legally binding Term Sheet whereby it would acquire (the “Acquisition”) Challenger Energy Group Plc’s (“CEG”) wholly owned subsidiary TREX Holdings Trinidad Ltd. (“TRex”). TRex holds an 83.8% interest in Cory Moruga. The terms of the Acquisition include acquiring 100% of the issued share capital of TRex. A Condition Precent for Completion of the Transaction is that the MEEI agrees to a revised work programme for the Cory Moruga Production Licence to focus on the application of CO2 EOR and an appraisal/development well in 2024. The MEEI would also need to agree to a waiver of past dues and claims in respect of the Cory Moruga Production Licence such that TRex is free of all liabilities at Completion. Therefore the Company would not be inheriting any outstanding financial liabilities but would be instead committing to a new work programme for Cory Moruga with the MEEI involving a new CO2 EOR project. The Gross Consideration for the Acquisition is USD9 million. The Cash Consideration is USD3 million payable in 3 stages – USD1.0 million on Completion; USD1.0 million 6 months after completion; and USD1.0 million once production from Cory Moruga reaches 100 bopd. The remaining US$6 million of Gross Consideration is offset against TRex’s Cory Moruga Production Licence liabilities which, conditional on MEEI consent, POGT is converting into a new work programme which includes CO2 EOR. These liabilities are reported as USD4.6 million in the CEG Interim Results for the Period Ending 30 September 2022. Loans receivable from FRAM under the Inniss-Trinity Well Participation Agreement totalling of GBP659,504 in respect of the Inniss-Trinity CO2 EOR project comprising USD360,096advanced as cash and USD402,120 and GBP26,461 advanced as equipment would be written off. The balance of the USD6 million remaining represents a nominal cost for supplying the CO2 EOR expertise and know-how to facilitate the planning and execution of the Inniss-Trinity CO2 EOR Project. It was decided by the Directors that the FRAM Loan was not to be provided for until the outcome of the MEEI’s consent process for the acquisition of TRex by the Company had been announced in 2023. Whilst the Acquisition is conditional on the consent of the MEEI the Company has a reasonable expectation that consent will be granted based on its ability to offer CO2 EOR as a development option. No other company in Trinidad can currently offer the MEEI this short-term option. The Gross Consideration of USD9 million was based on the P50 gross recoverable resources for the Herrera #8 Sand only of 1,823,925 barrels of oil (1,528,449 net to TRex) as defined in the Snowcap 2018 Field Development Plan (“FDP”) submitted by TRex to the MEEI in 2018 following a Declaration of Commerciality for the Snowcap- 1 discovery well made by PAREX Resources in 2015. The FDP indicated gross plateau oil production of 96,600 barrels of oil per annum (80,950 net to TRex) based on average gross production of 256 bopd (215 bopd net to TRex). Undiscounted netbacks after all royalties and taxes at WTI USD65 was demonstrated to be USD18.3/bo. On the basis of the FDP the Cory Moruga Production Licence was awarded TRex, who had acquired all the issued share capital of PAREX. 53 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 The Company recognised considerable upside in Cory Moruga. PAREX had indicated gross P50 recoverable oil resources for seven Herrera Sands not included in the FDP, but which tested oil in the Rochard-1 well in Cory Moruga Licence and in the adjoining Moruga West Field, of 18.5 million barrels (15.5 mm net to TRex). The Company’s CO2 EOR experience in the Inniss-Trinity Field, which produces from the same Herrera reservoirs, suggests that well delivery rates and ultimately recoverable oil could be significantly increased through the application of CO2 EOR. Upon consent being granted by MEEI and completion of the Transaction with CEG, the Company will have a commitment to pay CEG USD1,000,000 on Completion. The Directors have a reasonable expectation that the Consideration will be subject to new funding either at the project level via a farm-in or other form of financial arrangement for project equity or from an additional placing in the equity markets. On this basis the Directors have a reasonable expectation that in the currently unforeseen worst case scenario that the Cory Moruga project cannot be funded, then the Company will have an opportunity to sell POGT to an existing indigenous operator in Trinidad on the basis of transactions that are regularly executed for assets onshore Trinidad, an example post the reporting period being the recent sale of the South Erin onshore field, by Caribbean Rex Trinidad Ltd for a cash consideration of USD1.5 million as announced on 14 February 2023. The Cory Moruga opportunity combined with POGT’s CO2 EOR equipment and database may be a potentially attractive proposition for indigenous Trinidadian companies. For the Going Concern if there were to be a projected working capital shortfall within the next 12 months, then the directors will institute a programme of cuts to directors’ and consultant’s remuneration and other third-party corporate costs until such time as the USD1,500,000 Guercif Bank Guarantee in favour of ONHYM is returned through a sale of the Guercif asset in a currently unforeseen worst case scenario, or failing this then the Directors would seek to raise additional funds in the equity markets, assuming that no farmout of project equity had occurred by such time as additional working capital was required. The Company has no third party debt. Related party loans by executive Directors have been made to the Company. The Directors do not believe that either a resurgence of COVID or Brexit will adversely influence the Group’s business development strategy. Operations in Morocco can be maintained if that were to occur based on the operating practices established for the drilling of MOU-1. Brexit will only create more uncertainty for Ireland’s security of gas supply, thereby enhancing the Company’s LNG import project for Ireland by creating an alternative source of gas not tied to the UK-Ireland gas transmission infrastructure. Rising commodity prices and diminishing opportunities due to climate change concerns may potentially create more opportunities for the Company to divest assets if required to do so as the appetite for gas assets and ESG credentials increases as a result of the “Energy Crisis” and investors’ concerns regarding aligning investment with ESG credibility. The directors having made do and careful enquiry, are of the opinion that the Group has adequate working capital to execute its operational commitments over the next 12 months given that current spending commitments will prevail. The Group will therefore continue to adopt the going concern basis in preparing the Interim Report and Financial Statements. 54 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Substantial shareholders Within 30 days of signing the financial statements, the total number of issued ordinary shares with voting rights in the Company was 399,968,959. The total number of issued ordinary shares was 399,968,959, following the below transactions: 1. On 9 March 2023– Warrant options exercised, for 2,035,714 ordinary shares 2. On 3 April 2023 - Placing of 14,174,056 ordinary shares HARGREAVES LANSDOWN (NOMINEES) LIMITED <15942> INTERACTIVE INVESTOR SERVICES NOMINEES LIMITED INTERACTIVE INVESTOR SERVICES NOMINEES LIMITED BARCLAYS DIRECT INVESTING NOMINEES LIMITED HARGREAVES LANSDOWN (NOMINEES) LIMITED HARGREAVES LANSDOWN (NOMINEES) LIMITED DAVYCREST NOMINEES HSDL NOMINEES LIMITED LAWSHARE NOMINEES LIMITED LAWSHARE NOMINEES LIMITED VIDACOS NOMINEES LIMITED TOTAL Financial instruments Ordinary shares held 62,661,548 50,547,102 33,144,141 26,297,742 25,639,946 21,995,568 18,549,823 17,727,065 14,821,486 12,543,202 12,504,974 296,432,597 % Holding of the Company 15.67% 12.64% 8.29% 6.57% 6.41% 5.50% 4.64% 4.43% 3.71% 3.14% 3.13% 74.11% Details of the use of financial instruments by the Group are contained in note 16 of the financial statements. Greenhouse gas emissions The Group does not have responsibility to disclose any other emission producing sources under the Companies Act 2006 (Strategic Report and Directors’ Report) Regulations 2014. However, Management is committed to reducing its greenhouse gas emissions. As disclosed above, amongst other measures taken, virtual meetings, the use of drones to inspect operational sites, and a more flexible home-based working environment will reduce the amount of travel required by management as part of their duties in overseeing the Group’s projects. Statement of Directors' responsibilities The Directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations. Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRSs’) as adopted by the EU and applicable law. Under Company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period. In preparing these financial statements, the Directors are required to: * Select suitable accounting policies and then apply them consistently; * Make judgements and accounting estimates that are reasonable and prudent; 55 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 * * State whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business. In accordance with Article 103 of Companies (Jersey) Law 1991, the Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and enable them to ensure that the financial statements comply with the requirements of Companies (Jersey) Law 1991 as a whole. They are also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. They are further responsible for ensuring that the Strategic Report and the Report of the Directors and other information included in the Annual Report and Financial Statements is prepared in accordance with applicable law in the United Kingdom. The maintenance and integrity of the Group’s website is the responsibility of the Directors; the work carried out by the auditors does not involve the consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred in the accounts since they were initially presented on the website. Legislation in Jersey governing the preparation and dissemination of the accounts and the other information included in annual reports may differ from legislation in other jurisdictions. Directors’ responsibilities pursuant to DTR4 (Disclosure and Transparency Rules) The directors confirm to the best of their knowledge: The group and company financial statements have been prepared in accordance with IFRSs as adopted by the European Union and Article 4 of the IAS Regulation and give a true and fair view of the assets, liabilities, financial position and profit and loss of the Group and Company; and The annual report includes a fair review of the development and performance of the business and financial position of the group and company together with a description of the principal risks and uncertainties.    Future developments The Group’s plans for future developments are more fully set down in the Group strategic report, on pages 7 to 50. Corporate Governance The Group’s corporate governance are reflected on corporate governance report, on pages 61 to 67. Statement as to Disclosure of Information to the Auditor So far as the Directors are aware, there is no relevant audit information of which the Company’s auditor are unaware, and each Director has taken all the steps that he ought to have taken as a Director in order to make himself aware of any relevant audit information and to establish that the Company’s auditor is aware of that information. We confirm to the best of our knowledge: 56 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022    The financial statements, prepared in accordance with the relevant financial reporting framework, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as whole; The strategic report includes a fair review of the development and performance of the business and the position of the Company, and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and The annual report and financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company’s position and performance, business model and strategy. Auditors The Company’s auditor, PKF Littlejohn LLP, was initially appointed on 4 December 2017 and it is proposed by the Board that they be reappointed as auditors at the forthcoming AGM. The auditors have expressed their willingness to continue in office. Events after the reporting date These are more fully disclosed in Note 24. By order of the Board Lonny Baumgardner Managing Director 27 April 2023 57 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Board of Directors Paul Griffiths, Executive Chairman (age 69) Mr. Griffiths has 46 years’ oil and gas industry experience, including with the Libyan National Oil Corporation and Gulf Oil and as consultant to Enterprise Oil, Amoco (Mediterranean) and the Arabian Gulf Oil Company, amongst others, and as CEO of both Island Oil & Gas plc and Fastnet Oil and Gas plc. During this time Mr. Griffiths has managed 2D and 3D seismic data acquisition and processing projects onshore and offshore; drilling and testing programmes, both onshore and offshore; and geological and reservoir simulation desk top studies. Mr. Griffiths is also experienced in business development in respect of licence acquisitions, farm-ins, farm outs, gas marketing and gas sales contracts and negotiations with government agencies. In 2006, Mr. Griffiths put together and led the team that drilled the first successful exploration well in offshore southeast Ireland in 16 years. In 2008 he put together and led the team that generated and submitted the plan of development for the Amstel Field in the Netherlands and in 2014 he put together and led the team that carried out the Tendrara gas field re-evaluation prior to a successful appraisal drilling program by Sound Energy. He has 17 years specific experience in the Moroccan oil and gas sector. He is a director of H2Green Power Ltd and also was a contributor to the government of Trinidad’s CO2 EOR Steering Committee established in 2021. He has led Predator Oil & Gas Holdings Plc since 2018 and has been instrumental in bringing the Mag Mell FSRU project to the attention of Irish politicians and regulatory authorities in two years in advance of the 2022 European Energy Crisis. He is a geology graduate of the Royal School of Mines (London) and an Associate of the Royal School of Mines. 58 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Lonny Baumgardner, Managing Director (age 51) Mr. Baumgardner has more than 30 years oil & gas experience and has been involved at every stage within the exploration and production lifecycle. Having started his career as a Drilling Engineer in his native Canada, he advanced his career towards Operations Management and General Management, in various international locations such as the USA, Greece, Tanzania, Saudi Arabia, Kuwait, Egypt, Australia, and Morocco. In 2015 he was appointed Country Manager for SDX Energy in Morocco, responsible for all areas of the business including production, license acquisitions, foreign and domestic negotiations and Governmental relations. Under Mr. Baumgardner’s leadership, production and natural gas sales were tripled and the organization was able to achieve seven new customers after the success of drilling over 20 wells. His emphasis on corporate social responsibility meant that every employee within the organization was able to succeed. Developing relationships has been an underlying skill throughout his career and the foundation of his successes internationally have been bred through understanding and respecting regional nuances. Alistar Jury, Non-Executive Director (age 57) Alistair Jury has over 27 years’ experience in the energy industry in a variety of finance and commercial experience in a variety of roles with ExxonMobil, Unocal, Murphy, Svenska Petroleum. He is an associate of Columbus Energy Partners involved in evaluating renewable and sustainable energy projects worldwide. He has a degree in Geology from University of London, is a Fellow of the Geological Society and is a Fellow member of the Association of Chartered Certified Accountants. 59 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Carl Kindinger, Non-Executive Director (age 71) Carl Kindinger, aged 71, for 30 years has held senior corporate finance roles, including board level appointments, in a multitude of industries. He is an associate member of the UK’s Institute of Chartered Management Accountants and holds a degree in economics and an M.B.A. His experience has been gained in large and medium sized companies in Africa, the Middle East, in particular Saudi Arabia, Ireland and Romania. He has participated both at executive committee and board level in strategic decision making. Carl has track record in high level negotiations with JV partners, suppliers and principals. He is skilled in financial planning and control; evaluation of projects; Stock Exchange IFRS reporting; IPO requirements; business plans and performance evaluation. He has held managerial roles and non-executive director appointments in several listed SME sector oil and gas exploration companies spanning two decades. He joined the Board of AIM-listed Island Oil & Gas Plc as Chief Finance Officer in 2006 and assisted with developing Island’s position in Morocco. Later he joined Fastnet Oil & Gas Plc consulting on finance matters relating to Morocco. Carl is a former Non-executive Chairman of the Company. 60 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Corporate Governance Report The Chairman of the Board of Directors of Predator Oil & Gas Holdings Plc (‘Predator’ or ‘the Company’ or’ the Group’ or ‘we/our’) has a responsibility to ensure that Predator has a sound corporate governance policy and an effective Board. The Board has not adopted, but voluntarily follows, the Quoted Companies Alliance Corporate Governance Code (“QCA Code”). The QCA Code identifies ten principles to be followed in order for companies to deliver growth in long-term shareholder value, encompassing effective management with regular and timely communication to shareholders. This report follows the structure of those principles and explains how we have applied the guidance as well as disclosing any areas of non-compliance. We will provide annual updates on our compliance with the code. The most recent update is included in the current Annual Report available on the website. The Board considers that the Group complies with the QCA Code so far as is practicable having regard to the size, nature and current stage of development of the Company. The sections below set out how the Group applies the ten principles of the QCA Code and sets out areas of non-compliance. Principle 1: Establish a strategy and business model which promotes long-term value for shareholders The Company is an oil and gas exploration specialist, with operations in Morocco, Trinidad and Ireland. Our goal is to deliver long term value for our shareholders. We aim to do this by identifying prospective and early- stage exploration projects. Consequently we:    use our expertise to identify areas with economically feasible resources, assess the business environment of the target country and its attractiveness for prospecting and eventual development and production, understand existing interests in a licence area in order to ensure we can earn-in to existing interests on terms favourable to our shareholders. Oil and gas exploration is by its nature speculative and we aim to reduce the risks inherent in the industry by careful application of funds in individual projects. We do that by:  Reviewing existing exploration data;   Applying the most appropriate cost-effective exploration techniques in order to determine whether Establishing close in-country partnerships for our projects; further work, using increasingly expensive exploration techniques, is justified; and  Appreciating the likely realisation routes that will be available to us as the project moves towards development. Principle 2: Seek to understand and meet shareholder needs and expectations The Company is committed to engaging with its shareholders to ensure that its strategy, operational results and financial performance are clearly understood. We engage with our shareholders via webinars, holding investor presentations and through our regular reporting on the London Stock Exchange. Presentations are typically timed to follow the release of significant operational information and where approptiate interim and final results. LSE announcements include details of the website, and include phone numbers to contact the Company and its professional advisors. The Company has a zero tolerance to the potential dissemination of Inside Information which restricts the amount of information it can relay specif shareholder enquiries. 61 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Private shareholders The AGM is the main forum for dialogue with retail shareholders and the Board. The Notice of Meeting is sent to shareholders at least 21 days before the meeting. All Directors attend the AGM and are available to answer questions raised by shareholders. For each vote, the number of proxy votes received for, against and withheld is announced at the meeting. The results of the AGM are announced via the London Stock Exchange. In addition, the Executive Directors hold webinars and online interviews at which common shareholder queries are addressed where possible. Investors can contact us via our website or by email . Retail shareholders also attend investor evenings held by our brokers or other industry bodies and we publicise our attendance via LSE announcements. In addition, our up to date Corporate presentation is made available on our website. Institutional shareholders The Directors actively seek to build a relationship with institutional shareholders. Shareholder relations are managed primarily by the Executive Chairman. The Executive Chairman makes presentations to institutional shareholders and analysts during the year, mainly in London, though also virtually. We also have ad-hoc meetings with our shareholders via conference call and email. The Board as a whole is kept informed of the views and concerns of major shareholders by the Executive Chairman. Any significant investment reports from analysts are also circulated to the Board. The Non-Executive Directors are available to talk with major shareholders if required to discuss issues of importance to them and are considered to be Independent from the executive management of the Company. Principle 3: Take into account wider stakeholder and social responsibilities and their implications for long term success. Aside from our shareholders, our most important stakeholder groups are our personnel and local partners and those local communities that may be impacted by our exploration activities. The Board is regularly updated on stakeholder issues and their potential impact on our business to enable the Board to understand and consider these issues in decision-making. The Board understands that maintaining the support of all its stakeholders is paramount for the long-term success of the Company. Personnel The Group does not have permanent staff in Jersey, Channel Islands. All staff are recruited under consultancy agreements as service providers. We aim to provide an environment which will attract the best, retain and motivate our team and we monitor the effectiveness by regular one-on-one discussion. Our goal is to treat all staff fairly and equally and to promote ethical behaviour, diversity and non-discrimination. Local partners and communities Our operations often provide employment in remote areas of developing countries. Essential to our success is the establishment of close working relationships with local partners. We seek local partners who have a good understanding of the local exploration and oil and gas exploration industry and regulations within their country, and with the capacity and capability to assist with the management and maintenance of the project. We are mindful of our obligations to the local environment and operate to high levels of health and safety in respect of both our local workers and the local community. Staff training focuses on operating safety. Engagement with local communities is dependent on jurisdiction and the stage of exploration but is typically by public forum or with local or regional leaders, including site visits and workshops. Social projects in the local communities are dependent on local need and also the stage of exploration/level of project investment. As projects move forward, towards potential production activities, we seek to bring in partners who can credibly make the investments to move towards development and production. In doing so we have regard for their ability and desire to move projects forward, their industry reputation and their commitment to treating 62 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 the local communities fairly and protecting the environment. We enter agreements that allow us to monitor their activities and have monthly updates on project progress. Principle 4: Embed effective risk management, considering both opportunities and threats, throughout the organisation Audit, risk and internal control Financial controls The Company has an established framework of internal financial controls, the effectiveness of which is regularly reviewed by the Executive Management, the Audit Committee and the Board. The key financial controls are:   The Board is responsible for reviewing and approving overall company strategy, approving new exploration projects and budgets, and for determining the financial structure of the Company including treasury, tax and dividend policy. Regular results and variances from plans and forecasts are reported to the Board; The Audit Committee, comprising the two Non-executive Directors, assists the Board in discharging its duties regarding the financial statements, accounting policies and the maintenance of proper internal business, and operational and financial controls;  Regular budgeting and forecasting is performed to monitor the Company’s ongoing cash requirements and cash flow forecasts are circulated to the Board on a monthly basis;  Actual results are reported against budget and prior year and are circulated to the Board;  The Company has an investment appraisal system that considers expected costs against a range of potential outcomes arising from the exploration opportunities that we are invited to participate in;  Regular reviews of exploration results are performed as the basis for decisions regarding future expenditure commitment;   Due to the international nature of the business there are, at times, significant foreign exchange rate movement exposures. Cash flow forecasting is done at the ‘required currency’ level and foreign currency balances are maintained to meet expected requirements; and For exploration projects, we manage the risk of failure to find economic deposits by low cost early stage exploration techniques, with detailed analysis of results. Moving projects to more expensive exploration techniques requires a rigorous review of results data prior to deciding whether to proceed with further work. Non-financial controls The Board has ultimate responsibility for the Group’s system of internal control and for reviewing its effectiveness. However, any such system of internal control can provide only reasonable, but not absolute, assurance against material misstatement or loss. The Board considers that the internal controls in place are appropriate for the size, complexity and risk profile of the Group. The principal elements of the Group’s internal control system include: Close management of the day-to-day activities of the Group by the Executive Directors;   An organisational structure with defined levels of responsibility, which promotes entrepreneurial decision-making and rapid implementation whilst minimising risks; and Central control over key areas such as capital expenditure authorisation and banking facilities.  The Group reviews at least annually the effectiveness of its system of internal control, whilst also having regard to its size and the resources available. As part of the Group’s plans we continue to review a number of non- financial controls covering areas such as regulatory compliance, business integrity, health and safety, and corporate social responsibility. All personnel are aware of their obligations under anti-bribery and corruption legislation. Principle 5: Maintaining the Board as a well-functioning, balanced team led by the Chair 63 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 During the year under review the Board comprised the Executive Chairman, one Executive Director and two non-executive Directors. Casting vote is held by the non-executive Directors. During the year, there were 15 meetings, of which Paul Griffiths attended 14 (93%), Lonny Baumgardner attended 15 (100%). From the dates of their appointments, Alistair Jury attended 9 (75%) and Carl Kindinger attended 2 (50%). Both non-executive Directors have extensive experience in the oil and gas industry and are qualified accountants. Both have considerable experience of serving on the Board of public companies and are expected to commit 3 days per month to the Group. During the year Mr. Alistair Jury replaced Dr. Stephen Staley as non-executive Director. Mr. Thomas Evans was appointed as a non-executive director to replace Mr. Louis Castro and he himself was replaced by Mr. Carl Kindinger. The Board is satisfied that it has a suitable balance between independence on the one hand, and knowledge of the Company and industry on the other, to enable it to discharge its duties and responsibilities effectively. All Directors are encouraged to use their independent judgement and to challenge all matters, whether strategic or operational. The Board aim to meet at least monthly either formally or through a Board Call. The agenda is set by the Company Secretary in consultation with the Chairman and Managing Director. The standard agenda points include:  Review of previous meeting minutes and actions arising therefrom;  A report by the Managing Director covering all operational matters;  Any update to the Register of Conflicts  Updateing the Insider Register and  Any other business. Directors’ conflict of interest The Company has effective procedures in place to monitor and deal with conflicts of interest. The Board is aware of the other commitments and interests of its Directors, and changes to these commitments and interests are reported to and, where appropriate, agreed with the rest of the Board. A Register of Conflicts is maintained and is a standard agenda item at each Board Meeting. The Board has access to the Company’s advisers, including its brokers and its lawyers. The advisers do not typically provide materials for Board meetings except if requested to do so for the purposes of discussing upcoming regulations and other issues. Board meetings are deemed quorate if two Board members are present and providing 7 days’ notice of such meeting has been given and waived by the non-attending Directors. Directors and Officers Liability insurance is maintained for all Directors and key staff members. Principle 6: Ensure that between them the Directors have the necessary up-to-date experience, skills and capabilities The Board is satisfied that, between the Directors, it has an effective and appropriate balance of skills and experience, particularly so in the area of oil and gas exploration and evaluation as per each of the Directors bios shown on pages 58 to 60. All Directors receive regular and timely information on the Group’s operational and financial performance. Relevant information is circulated to the Directors in advance of meetings by the Company Secretary. Contracts are available for inspection at the Company’s registered office and at the Annual General Meeting (“AGM”). 64 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Directors are selected having regard to the Company’s needs for a balance of operational, industry, legal and financial skills. Experience of the Oil and Gas exploration industry is important but not critical, as is experience of running a public company. All Directors retire by rotation at regular intervals in accordance with the Company’s Articles of Association. The Board makes decisions regarding the appointment and removal and re-election of Directors, and there is a formal, rigorous and transparent procedure for appointments. The Company’s Articles of Association require that at every AGM any director (i) who has been appointed by the board since the last AGM or (ii) who held office since the first of the three previous AGMs and who did not retire at either of them or (iii) who has been selected by the board for re-election shall retire from office and may offer himself for re-appointment by the members. Independent advice All Directors are able to take independent professional advice in the furtherance of their duties, if necessary, at the Company’s expense from lawyers, brokers and other professional advisors that they deem relevant. In addition, the Directors have direct access to the advice and services of the Company Secretary. Principle 7: Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement In each 12 month reporting period we intend to review the performance of the team as a unit to ensure that the members of the Board collectively function in an efficient and productive manner. Over the same period the Non-Executive Directors will be seeking to set clear and relevant objectives for the Executive Directors, and for the Board as a whole. For further information on Directors, please refer to the Directors’ Remuneration report on pages 68 to 73. Principle 8: Promote a culture that is based on ethical values and behaviour The Board aims to lead by example and do what is in the best interests of the Company, its stakeholders and the environment. This is enacted through on-site meetings in the countries we do business in where all contractors and service personnel and consultants are reminded of their responsibilities to adhere to the strict guidelines laid down in our executed contracts and environmental assessments and approvals. We operate in remote and under-developed areas and ensure that our staff understand their obligations towards the environment and in respect of anti-bribery and corruption. Principle 9: Maintain governance structures and processes that are fit for purpose and support good decision- making by the Board Board programme The Board aims to meet monthly and as and when required. The Board sets direction for the Company through a formal schedule of matters reserved for its decision. During the year to 31st December 2022 the Board met 15 times. The Board and its Committees receive appropriate and timely information prior to each meeting; a formal agenda is produced for each meeting and Board and Committee papers are distributed by the Company Secretary several days before meetings take place. Any Director may challenge Company proposals and decisions are taken democratically after discussion. Any Director who feels that any concern remains unresolved after discussion may ask for that concern to be noted in the minutes of the meeting, which are then circulated to all Directors. Any specific actions arising from such meetings are agreed by the Board or relevant Committee and are then followed up by the Company’s management. Roles of the Board, Chairman and Managing. The Board is responsible for the long-term success of the Company. There is a formal schedule of matters reserved to the Board. It is responsible for overall Group strategy, approval of exploration projects, approval of 65 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 the annual and interim results, annual budgets, dividend policy and Board structure. It monitors the exposure to key business risks. There is a clear division of responsibility at the head of the Company. The Chairman is responsible for running the business of the Board and for ensuring appropriate strategic focus and direction. The Managing Director (“MD”) is responsible for proposing the operational focus to the Board, implementing it once it has been approved and overseeing the management of the operations. The Executive Chairman is responsible for establishing and enforcing systems and controls, liaison with external advisors and communicating with shareholders. All Directors receive regular and timely information on the Group’s operational and financial performance. Relevant information is circulated to the Directors in advance of meetings. The business reports regularly on its headline performance against its agreed budget; the Board reviews these updates and any significant variances at each board meeting. Board committees The Board is supported by the Audit and Remuneration committees. Each committee has access to such resources, information and advice as it deems necessary, at the cost of the Company, to enable the committee to discharge its duties. The two committees comprise both of the Non-Executive Directors. The Audit Committee provides a formal review of the effectiveness of the internal control systems, the Group’s financial reports and results announcements and the external audit process. The Committee meets twice per year to review the published financial information and to meet with the Auditors. The Remuneration Committee provides a formal and transparent review of the remuneration of the Executive Directors and senior personnel and makes recommendations to the Board on individual remuneration packages. The Committee met twice during the year. The Audit Committee meets when required to consider the Company’s financial risks and mitigating actions (including financial controls), review audit plans and completion reports prepared by its auditor, and to review financial statements and recommend them for approval by the Board. This includes the appropriateness of the underlying accounting judgements, going concern and asset impairment considerations. The Audit Committee met twice during the year. Principle 10: Communicate how the Company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders The Company communicates with shareholders through the Annual Report and Accounts, full-year and half- year results announcements, the Annual General Meeting (AGM) and one-to-one meetings with large existing or potential new shareholders. The Company regularly posts LSE announcements covering operational and corporate matters, such as drilling results and significant changes in ownership positions across historic projects in which it still retains an investment. A range of corporate information (including all Company announcements and a corporate presentation) is also available to shareholders, investors and the public on the Company’s corporate website. The Board receives regular updates on the views of shareholders through briefings and reports from Investor Relations, the Executive Chairman and the Company’s brokers. The Company communicates with institutional investors through briefings with management. In addition, analysts’ notes and brokers’ briefings are reviewed to achieve a wide understanding of investors’ views. 66 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 The Company is aware of the new disclosure requirement with regards to the Task Force on Climate Related Financial Disclosures, however, the Directors have chosen to disclose information relating to this requirement on next year’s financial statements. Information relating to ESG and suistanability has been disclosed throughout these financial statements. Paul Griffiths Executive Chairman 27 April 2023 67 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Directors’ Remuneration Report The Company’s Remuneration Committee at 31 December 2022 comprised two Non-Executive Directors: Alistair Jury and Carl Kindinger. The Company’s Remuneration Committee operates within the terms of reference approved by the Board. The Committee met twice during the year. In September 2022 the Committee met to consider the current remuneration arrangements of the Executive Directors, Paul Griffiths, and Lonny Baumgardner as set out below under Director Service Contracts. In November 2022, the Committee met to consider the possible grant of options to the Executive Directors and the newly appointed Non-Executive Director, Carl Kindinger, more details of which are set out below under the Share Option Scheme. The items included in this report are unaudited unless otherwise stated. Committee’s main responsibilities      The Remuneration Committee considers the remuneration policy, personnel engagement terms and remuneration of the Executive Directors and senior management; The Remuneration Committee’s role is advisory in nature, and it makes recommendations to the Board on the overall remuneration packages for Executive Directors and senior management in order to attract, retain and motivate high quality executives capable of achieving the Company’s objectives; The Remuneration Committee also reviews proposals for any share option plans and other incentive plans, makes recommendations for the grant of awards under such plans as well as approving the terms of any performance-related pay schemes; The Board’s policy is to remunerate the Company’s executives fairly and in such a manner as to facilitate the recruitment, retention and motivation of suitably qualified personnel as service providers; and The Remuneration Committee, when considering the remuneration packages of the Company’s executives, will review the policies of comparable companies in the industry. Consideration of shareholder views The Remuneration Committee considers shareholder feedback received and guidance from shareholder bodies. This feedback, plus any additional feedback received from time to time, is considered as part of the Company’s periodic reviews of its policy on remuneration. Statement of policy on Directors’ remuneration The Company’s policy is to maintain levels of remuneration so as to attract, motivate, and retain Directors and Senior Executives of the highest calibre who can contribute their experience to deliver industry leading performance with the Company’s operations. Currently Director’s remuneration is not subject to specific performance targets. The Remuneration Committee considers remuneration policy and the employment terms and remuneration of the Executive Directors and makes recommendations to the Board of Directors on the overall remuneration packages for the Executive Directors. No Director takes part in any decision directly affecting their own remuneration. 68 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 There was no vote taken during the last general meeting with regard to the Director’s remuneration policy. This is considered reasonable given the current size and stage of development of the Company and the fact that remuneration is not currently linked to performance. This will be revisited in future periods once a meaningful remuneration policy has been implemented as noted above. Directors’ remuneration The Directors who held office at 31 December 2022 and who had beneficial interests in the ordinary shares of the Company are summarised as follows: Name of Director Position Carl Kindinger Non-Executive Director (appointed 24 October 2022) Alistair Jury Non-Executive Director (Appointed 12 May 2022) Paul Griffiths Executive Chairman Lonny Baumgardner Managing Director The interests in the shares of the Company of the Directors who served during the year were as follows: Paul Griffiths Lonny Baumgardner Louis Castro1 Dr Stephen Staley2 Tom Evans3 Alistair Jury4 Carl Kindinger5 Total 31 December 2022 At the date of this report Ordinary Shares Share Options Ordinary Shares Share Options 40,085,808 555,600 - - - - 1,370,577 42,011,985 15,355,486 15,355,486 2,000,000 1,650,000 2,000,000 2,000,000 2,000,000 40,360,972 17,896,228* 555,600 - - - - 1,370,577 19,822,405 15,355,486 15,355,486 2,000,000 1,650,000 2,000,000 2,000,000 2,000,000 40,360,972 1. Louis Castro resigned on 31 May 2022 2. Dr Stephen Staley resigned on 8 March 2022 3. Tom Evans was appointed on 12 May 2022 and resigned on 24 October 2022 4. Alistair Jury was appointed on 12 May 2022 5. Carl Kindinger was appointed on 24 October 2022 * The movement between 31 December 2022 and the date of this report relates to the shares lent by Paul Griffiths in respect to the placing on 3 April 2023, as detailed in note 24. Share Option Scheme The following Directors have been granted rights under the Group’s Share Option Scheme: In issue at 31 December 2021* 2022 Options Awarded Exercised during year Paul Griffiths Lonny Baumgardner Louis Castro Steve Staley Tom Evans 7,855,486 15,355,486 1,650,000 2,651,370 - - 23,210,972 1,000,000 - 2,000,000 (7,855,486) (7,855,486) (650,000) (1,001,370) - Vesting Periods See notes 19 and 24 In issue at 31 December 2022 15,355,486 15,355,486 2,000,000 1,650,000 2,000,000 69 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Alistair Jury Carl Kindinger - - 2,000,000 2,000,000 - - 2,000,000 2,000,000 *Grant dates were 18 May 2018 and 27 October 2020. In November 2022, the Committee met to consider and recommend the possible grant of options to the Executive Directors and the newly appointed Non-Executive Director, Carl Kindinger. It was noted that Lonny Baumgardner had been instrumental in delivering a drilling programme in Morocco with strict cost control while being presented with significant logistical and supply chain constraints. Paul Griffiths had delivered oversight of the company strategy and focused on areas that were likely to provide greatest benefit to shareholders in the long term. Details of the Directors service agreements are set out below. Directors’ service contracts Louis Castro was appointed as a Non-Executive Director of the Company on 14 July 2020 when he entered into a letter of appointment with the Company. Pursuant to his letter of appointment Louis Castro is entitled to an annual fee of GBP30,000 which includes consideration for being a member of the Remuneration Committee and for being a member of the Audit Committee. Louis Castro was subsequently appointed to the Board of Mag Mell Energy Ireland Limited (formerly named Predator LNG Ireland Ltd), (“Mag Mell”) as a non-executive director, and his annual fee was increased to GBP40,000. Upon his resignation in May 2022 a payment of GBP10,000 was made representing the contractual three months’ notice period. Paul Griffiths provides his services as Executive Chairman under a consultancy agreement with the Company. The consultancy agreement with Petro-Celtex Consultancy Limited (“Petro-Celtex”) provides for the services of Paul Griffiths as Executive Chairman of the Company, on a part-time basis. Up to August 2022, the consultancy agreement entitled Petro-Celtex to a fixed base fee of GBP115,000 per annum and a technical services consultancy fee of GBP150 per hour. This rate had not been reviewed since September 2020. The Remuneration committee met in September 2022 to consider whether these rates were still appropriate. In view of the contribution made by Paul Griffiths to the ongoing success of the company and considering remuneration plans in similar organisations, it was decided to increase the fixed base fee by 20% to GBP138,000 per annum and the technical services consultancy fee by 25% to GBP188 per hour from September 2022. This consultancy agreement is subject to termination by either party on six months’ written notice. In addition, the Company may forthwith terminate Paul Griffiths’ appointment as a director of the Company for, inter alia, a material breach by Petro-Celtex of its obligations under the consultancy agreement referred to above and Paul Griffiths may terminate such appointment for a material breach by the Company of its obligations under the consultancy agreement referred to above. Paul Griffiths also has an Advisory Agreement dated 1 September 2020 with a subsidiary, Mag Mell Energy Ireland Limited (formerly named Predator LNG Ireland Ltd), a company set up to explore opportunities in Ireland, and in particular the feasibility of developing an offshore LNG import facility for Ireland. Under the terms of an Advisory Agreement dated 1 September 2020, Paul Griffiths is entitled to a fixed Advisory Fee of GBP40,000 per annum and a technical services consultancy fee of GBP188 per hour. Under an Exclusivity and Referral Agreement between Mag Mell and Hamilton Fox Holdings Ltd. (“HFHL”), a company incorporated jointly by Paul Griffiths and Ronald Pilbeam, a previous Director, to hold performance 70 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 incentives under the aforementioned agreement dated 2 September 2020, HFHL has an entitlement to performance incentives comprising up to a maximum of 20% of the issued share capital of Mag Mell split into four separate tranches each of 5%. Performance Conditions for allotment of each tranche of 5% are defined as the signing of Collaboration Agreement in each case between Mag Mell and bona fide international entities in the downstream LNG and gas infrastructure and distribution business. Allotment of the final 5% tranche is conditional on a Financial Investment Decision (“FID”) being made in respect of developing an LNG import facility for Ireland. Lonny Baumgardner, was appointed on 12th July 2021, and provides his services as Managing Director under a consultancy agreement with the Company. The Company entered into a consultancy agreement with Touchpoint Energy S.L, (“Touchpoint”). under which Touchpoint provides the services of Lonny Baumgardner as Managing Director of the Company. Up to August 2022, the consultancy agreement entitled Touchpoint to a fixed base fee of GBP115,000 per annum and a technical services consultancy fee of GBP150 per hour. This rate had not been reviewed since September 2020. The Remuneration committee met in September 2022 to consider whether these rates were still appropriate. In view of the contribution made by Lonny Baumgardner to the ongoing success of the company and considering remuneration plans in similar organisations, it was decided to increase the fixed base fee by 20% to GBP138,000 per annum and the technical services consultancy fee by 25% to GBP188 per hour from September 2022. The engagement of Touchpoint is subject to termination by either party on six months’ written notice. Alistair Jury and Tom Evans were appointed as Non-Executive Directors of the Company on 12 May 2022 and entered into a letter of appointment with the Company. Pursuant to this letter of appointment Alistair Jury and Tom Evans are entitled to an annual fee of GBP40,000 which includes consideration for being a member of the Remuneration Committee and for being a member of the Audit Committee. Tom Evans resigned on 24 October 2022, and an amount of GBP10,000 was paid in lieu of notice. Carl Kindinger was appointed as a Non-Executive Director of the Company on 24 October 2022 when he entered into a letter of appointment with the Company. Pursuant to his letter of appointment Carl Kindinger is entitled to an annual fee of GBP40,000 which includes consideration for being a member of the Remuneration Committee and for being a member of the Audit Committee. Remuneration components For the year ended 31 December 2022 consultancy fees and a share incentive scheme were the only two components of remuneration. The Company established a share option scheme that became effective on 24 May 2018 for a long-term incentive plan for the award of share options. The Board is not planning to consider any other components of director remuneration during the year under review. 71 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Directors’ emoluments and compensation Director Louis Castro1 Dr Stephen Staley2 Tom Evans3 Alistair Jury4 Carl Kindinger5 Non-Executive Total Paul Griffiths Lonny Baumgardner6 Ronald Pilbeam7 Executive Total Total 2022 £ 26,665 20,833 26,664 25,331 7,849 107,342 236,575 178,134 - 414,709 522,051 2021 £ 39,996 50,000 - - - 89,996 229,850 88,741 137,267 455,858 545,853 1. Louis Castro resigned on 31 May 2022 2. Dr Stephen Staley resigned on 8 March 2022 3. Tom Evans was appointed on 12 May 2022 and resigned on 24 October 2022 4. Alistair Jury was appointed on 12 May 2022 5. Carl Kindinger was appointed on 24 October 2022 6. Lonny Baumgardner was appointed on 12 July 2021 7. Ronald Pilbeam resigned on 28 July 2021 There were no awards of annual bonuses or incentive arrangements other than share options granted in the period. Remuneration was therefore fixed in nature and no illustrative table of the application of remuneration policy has been included in this report. Pension entitlements The Company does not currently have any pension plans for any of the directors and does not pay pension amounts in relation to their remuneration. Directors’ interests in share warrants Directors do not hold any share warrants over ordinary shares. The Committee considers that the current remuneration of Executive Directors to be consistent with pay and appointment benefits across the Group. UK 10-year performance graph The directors have considered the requirement for a UK 10-year performance graph comparing the Group’s Total Shareholder Return with that of a comparable indicator. The directors do not currently consider that including the graph will be meaningful because the Company has only been listed since May 2018, is not paying dividends and is currently incurring losses as it gains scale. The directors therefore do not consider the inclusion of this graph to be useful to shareholders at the current time. The directors will review the inclusion of this table for future reports. 72 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 UK 10-year CEO table and UK percentage change table The directors have considered the requirement for a UK 10-year CEO table and UK percentage change table. The directors do not currently consider that including these tables would be meaningful because, as described under the Directors’ Service Contracts section above directors have been engaged in the Company only since May 2018. The directors will review the inclusion of this table for future reports. Relative importance of spend on pay The Directors have considered the requirement to present information on the relative importance of spend on pay compared to shareholder dividends paid. Given that the Company does not currently pay dividends the directors have not considered it necessary to include such information. Policy for new appointments Base salary levels will take into account market data for the relevant role, internal relativities, the individual’s experience and their current base salary. Where an individual is recruited at below market norms, they may be re-aligned over time (e.g. two to three years), subject to performance in the role. Benefits will generally be in accordance with the approved policy. For external and internal appointments, the Committee may agree that the Company will meet certain relocation and/or incidental expenses as appropriate. Policy on payment for loss of office Payment for loss of office would be determined by the Remuneration Committee, taking into account contractual obligations. Approved by the Board on 27 April 2023. Alistair Jury Member of the Remuneration Committee 73 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PREDATOR OIL & GAS HOLDINGS PLC Opinion We have audited the Group financial statements of Predator Oil & Gas Holdings Plc (the ‘Group’) for the year ended 31 December 2022 which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Consolidated Statement of Changes in Equity, the Consolidated Statement 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 International Financial Reporting Standards (IFRSs) as adopted by the European Union. In our opinion, the Group financial statements: • the year then ended; • • have been properly prepared in accordance with IFRSs as adopted by the European Union; and have been properly prepared in accordance with the requirements of the Companies (Jersey) Law 1991. give a true and fair view of the state of the Group’s affairs as at 31 December 2022 and of its loss for 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 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 public interest 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. Material uncertainty related to going concern We draw your attention to the statement of accounting policies within the notes to the financial statements, under the heading ‘Basis of preparation and going concern assessment’. Following a recent fund raise of £2.0m before expenses, the Group has sufficient funds to meet their working needs and to progress their project in line with budgeted spend. Management have acknowledged that they will need to raise further funds in order to complete the acquisition of T-Rex Trinidad Limited which is expected to be completed in 2023. The directors are in negotiations with their investors and corporate advisors and are confident that the additional funding will be in place. These events or conditions indicate that a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter. In auditing the financial statements, we have concluded that the director’s 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 ability to continue to adopt the going concern basis of accounting included: • reviewing the cashflow forecast and budgets for the period to 30 September 2024 and the corresponding assumptions used. This included the expected cash receipt in relation to the post year end share placing in March 2023; • for the acquisition of T-Rex Trinidad Limited; • • discussions with management regarding the future plans of the Group; and challenging management’s assumptions of forecast income and committed costs. reviewing the settlement agreement with Challenger Energy with regard to the payments to be made Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. 74 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PREDATOR OIL & GAS HOLDINGS PLC (continued) Our application of materiality The scope of our audit was influenced by our application of materiality. The quantitative and qualitative thresholds for materiality determine the scope of our audit and the nature, timing and extent of our audit procedures. The materiality applied to the Group financial statements was set at £187,000 (2021: £25,000). Performance materiality was set at £130,000 (2021: £20,000), being 70% of materiality for the financial statements as a whole. Materiality has been calculated as 2% of net assets, which we have determined, in our professional judgement, to be the principal benchmark relevant to members of the Group in assessing financial performance. As the Group has yet to begin trading, the key focus of the Group is on exploration activities to advance the development of its investments. We agreed that we would report to the audit committee all misstatements we identified through our audit with a value in excess of £9,300, in addition to other audit misstatements below that threshold that we believe warrant reporting on qualitative grounds. Our approach to the audit In designing our audit, we determined materiality, as above, and assessed the risks of material misstatement in the Group financial statements. In particular, we considered the areas involving significant accounting estimates and judgement by the directors and including future events that are inherently uncertain, in particular with regard to the recoverability of the loan receivable and the capitalisation of exploration costs. We also addressed the risk of management override of internal controls, including among other matters consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud. Procedures were then performed to address the risks identified and for the most significant assessed risks of material misstatement, the procedures performed are outlined below in the key audit matters section of this report. As part of our planning, we assessed all components of the Group for their significance in order to determine the scope of the work to be performed. Predator Oil & Gas Holdings Plc, Predator Oil & Gas Trinidad Limited and Predator Gas Ventures Limited were considered to be significant components, given they hold the capitalised costs and the FRAM loan as described in our Key Audit Matters below. A full scoped audit was therefore performed to support our audit opinion on the Group financial statements of Predator Oil & Gas Holdings Plc and was based on Group materiality and an assessment of risk at Group level, with a component materiality applied to Predator Oil & Gas Holdings Plc, Predator Oil & Gas Trinidad Limited and Predator Gas Ventures Limited. The component materiality ranged from £13,000 to £177,000. The remaining components of the Group were subject to analytical review and targeted testing as appropriate as they are not material. 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. In addition to the matter described in the Material uncertainty related to going concern section we have determined the matters described below to be the key audit matters to be communicated in our report. 75 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PREDATOR OIL & GAS HOLDINGS PLC (continued) Key Audit Matter How the scope of our audit responded to the key audit matter Recoverability of the FRAM loans (note 13) Our work in this area included: As at the year end, there is a material receivable of £660k from FRAM Exploration Trinidad Limited included in the Consolidated Statement of Financial Position. Due to lack of payment during the year, the Group had initiated litigation proceedings to recover this amount, along with associated project costs. Prior to year end, a settlement was reached with Challenger Energy Plc, the ultimate parent of T-Rex Trinidad limited and FRAM Exploration Trinidad Limited) whereby the Group will acquire T-Rex Trinidad Limited and the Cory Moruga licence. However, this is still subject to consent from the Trinidadian Ministry of Energy and Energy Industries ("MEEI") and therefore, in accordance with IFRS 9 Financial Instruments, the Group must consider providing for possible future credit losses. There is a risk that the balance is not recoverable and is therefore overstated in the financial statements.  Inspecting the Conditional settlement agreement and the Binding term sheet entered into with Challenger Energy Plc for key terms and conditions;  Recalculation of expected value of the acquisition with reference to the loan receivable from FRAM as at the year end;  Obtaining management’s assessment of the probability of the transaction completing, challenging/ corroborating the key underlying assumptions where appropriate;  Reviewing the initial due diligence  documentation to support the value of the proposed acquisition; and Ensuring that the accounting policies and disclosures in the financial statements are in accordance with applicable accounting standards. In forming our opinion on the financial statements, which is not modified, we draw to the user’s attention the disclosures within Note 13 and within the areas of estimates of judgments which states that the loan is only recoverable from completion of the acquisition of T-Rex Trinidad Limited. Subsequent to the year end, the Group has signed the settlement agreement and completion is now conditional on consent from the MEEI. The financial statements do not include adjustments that would result if the Group is unable to recover the loan due from FRAM. 76 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PREDATOR OIL & GAS HOLDINGS PLC (continued) Capitalisation and valuation of exploration costs (note 10) Our work in this area included: The Group has material intangible assets of £5,276k in relation to capitalised exploration costs as a result of exploration activities in Morocco. There is a risk that costs have been incorrectly capitalised in Predator Gas Ventures Ltd when considering the recognition criteria of IFRS 6 Exploration for and Evaluation of Mineral Resources. There is also a risk that there are indicators of impairment as at 31 December 2022 which could result in the intangible assets being overstated. Management’s assessment of impairment under IFRS 6 required estimation and judgement, particularly in early-stage exploration projects.  Obtaining and reviewing management’s assessment of the capitalisation and valuation of the intangible assets as at 31 December 2022, and applying challenge where appropriate; Challenging management’s key impairment considerations, especially in relation to the unexpected geological formation encountered at the MOU-2 well and the delay on exploration work;   Verifying the good standing and ownership  of the intangible assets included licences; Consideration of whether there are any indicators of impairment in accordance with IFRS 6;  A review of budgets and work programmes for the licence areas;  A review of latest studies, including RNS announcements and CPR report, to demonstrate the progress the project has made over the year; Substantive testing to vouch to supporting documentation and assess whether costs capitalised in the year are in accordance with IFRS 6;   A review of the licence agreements to assess whether there are associated capital commitments with regards to minimum spend on the licence or annual licence fees; and  A review of the accounting policies and related disclosures, in the financial statements, including capital commitments, to ensure they are in accordance with IFRS 6 and other applicable accounting standards. Based on the procedures performed, we consider management’s judgements and estimates in respect of the carrying value of their capitalised exploration costs to be reasonable and the related disclosures appropriate. We note that the drilling of MOU-2 well was suspended in January 2023. Management believes that drilling will be able to be continued and therefore no impairment has been recognised with respect to the capitalised costs. However, should no further drilling be possible, there is risk that the intangible assets will be subsequently impaired. 77 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PREDATOR OIL & GAS HOLDINGS PLC (continued) 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 financial statements does not cover the other information and 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. Matters on which we are required to report by exception We have nothing to report in respect of the following matters in relation to which the Companies (Jersey) Law 1991 requires us to report to you if, in our opinion:  adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or the financial statements are not in agreement with the accounting records and returns; 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 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 financial statements, the directors are responsible for assessing the Group’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 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 the sector in which it operates 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, application of cumulative audit knowledge and experience of the sector. 78 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PREDATOR OIL & GAS HOLDINGS PLC (continued)  We determined the principal laws and regulations relevant to the Group in this regard to be those arising from Company (Jersey) Law 1991, Disclosure and Transparency Rules, Listing rules, General Data Protection Regulations (GDPR), Jersey and local tax regulation, local environmental laws and local mineral extraction regulations.  We designed our audit procedures to ensure the audit team considered whether there were any indications of non-compliance by the Group with those laws and regulations. These procedures included, but were not limited to: o Enquiries of management; o Review of board minutes; o Review of legal and professional fees to understand the nature of the costs and the existence of any non-compliance with laws and regulations; o Review of RNS publications; and o Review of accounting ledgers for any unusual journal entries which may indicate non- compliance.  We also identified the risks of material misstatement of the financial statements due to fraud. We considered, in addition to the non-rebuttable presumption of a risk of fraud arising from management override of controls, that the potential for management bias was identified in relation to the carrying value of the intangible asset and FRAM loan as described in the Key Audit Matters section above. We addressed this by challenging the assumptions and judgements made by management when auditing these significant accounting estimates.  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; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business and review of bank statements during the period to identify any large and unusual transactions where the business rationale is not clear.  We obtained sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion. 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. 79 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PREDATOR OIL & GAS HOLDINGS PLC (continued) Use of our report This report is made solely to the company’s members, as a body, in accordance with our engagement letter dated 1 March 2023. 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. Zahir Khaki (Engagement Partner) For and on behalf of PKF Littlejohn LLP Recognised Auditor 27 April 2023 15 Westferry Circus Canary Wharf London E14 4HD 80 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Consolidated statement of comprehensive income For the year ended 31 December 2022 Administrative expenses Operating loss Finance Income Finance expense Loss for the year before taxation Taxation 01.01.2022 to 31.12.2022 £ Notes 01.01.2021 to 31.12.2021 £ (restated) 4 3 5 6 (2,545,789) (1,517,552) (2,545,789) (1,517,552) 4,477 (17,532) - (19) (2,558,844) (1,517,571) - - Loss for the year after taxation (2,558,844) (1,517,571) Comprehensive income - - Total comprehensive loss for the year attributable to the owner of the parent (2,558,844) (1,517,571) Earnings per share basic and diluted (pence) 8 (0.792) (0.570) The accompanying accounting policies and notes on pages 85 to 112 form an integral part of these financial statements. All items in the above statement derive from continuing operations. 81 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Consolidated statement of financial position As at 31 December 2022 Non-current assets Tangible fixed assets Intangible asset Current assets Trade and other receivables Cash and cash equivalents Total assets Equity attributable to the owner of the parent Share capital Reconstruction reserve Warrants issuance cost Share based payments reserve Retained deficit Total equity Current liabilities Trade and other payables Total liabilities Notes 31.12.2022 £ 31.12.2021 £ (restated) 11 10 13 14 17 18 18 3,448 5,275,720 5,279,168 1,986,670 3,323,161 5,309,831 5,884 2,687,026 2,692,910 1,737,258 1,523,035 3,260,293 10,588,999 5,953,203 16,840,165 1,909,540 (583,825) 1,379,964 (10,210,097) 9,335,747 11,425,061 2,386,321 (376,820) 611,173 (8,337,551) 5,708,184 15 1,253,252 245,019 1,253,252 245,019 Total liabilities and equity 10,588,999 5,953,203 The accompanying accounting policies and notes on pages 85 to 112 form an integral part of these financial statements. The Company has adopted the exemption under Companies (Jersey) Law 1991 Article 105 (11) not to prepare separate accounts. The Group reported a loss after taxation for the year of £2.55 million (2021 (restated): £1.5 million loss). The financial statements on pages 81 to 112 were approved and authorised for issue by the Board of Directors on 27 April 2023 and were signed on its behalf by: Paul Griffiths Director 82 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Consolidated statement of changes in equity For the year ended 31 December 2022 Attributable to owner of the parent Share based payments reserve Warrants issuance cost reserve Reconstruction reserve Retained deficit £ 2,797,421 £ (208,887) £ 458,840 £ (7,054,229) - - - (411,100) - - - - - - 3,028 (170,961) - 195,327 75,533 - - - - - - - (3,028) - Share Capital £ 6,832,564 4,585,000 - - - 7,497 - Total £ 2,825,709 4,585,000 195,327 75,533 (411,100) 7,497 (170,961) 4,592,497 (411,100) (167,933) 270,860 (3,028) 4,281,296 - - - - - - - (1,398,821) (1,398,821) - (1,398,821) (1,398,821) 11,425,061 2,386,321 (376,820) 729,700 (8,456,078) 5,708,184 - - - (118,527) 118,527 - 11,425,061 2,386,321 (376,820) 611,173 (8,337,551) 5,708,184 4,335,000 - - - 837,851 242,253 - - - - - (476,781) - - - - - - - 449,656 - 1,234,880 - - (728,618) - (187,127) 187,127 - 42,320 - (436,452) - - - - 728,618 - (42,320) - 4,335,000 449,656 1,234,880 (476,781) 837,851 242,253 - (436,452) 5,415,104 (476,781) (207,005) 768,791 686,298 6,186,407 - - - - - - - (2,558,844) (2,558,844) - (2,558,844) (2,558,844) Balance at 31 December 2020 Issue of ordinary share capital Issue of warrants Fair value of share options Transaction costs Exercised warrants Warrants issuance costs Total contributions by and distributions to owners of the parent recognised directly in equity Loss for the year Total comprehensive income for the year Balance at 31 December 2021 as previously reported Impact of prior year adjustment (Note 26) Balance at 31 December 2021 (as restated) Issue of ordinary share capital Issue of warrants Fair value of share options Transaction costs Exercised options Exercised warrants Cancelled/expired warrants Warrants issuance costs Total contributions by and distributions to owners of the parent recognised directly in equity Loss for the year Total comprehensive income for the year Balance at 31 December 2022 16,840,165 1,909,540 (583,825) 1,379,964 (10,210,097) 9,335,747 The accompanying accounting policies and notes on pages 85 to 112 form an integral part of these financial statements. 83 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Consolidated statement of cash flows For the year ended 31 December 2022 Cash flows from operating activities Loss for the period before taxation Adjustments for: Issue of share options Finance expense Finance income Fair value of warrants Depreciation Foreign exchange (Increase) in trade and other receivables Increase in trade and other payables Net cash used in operating activities Cash flow from investing activities Loan advances Purchase of computer equipment Capitalised costs - Project Guercif - Morocco Net cash used in investing activities Cash flows from financing activities Proceeds from issuance of shares, net of issue costs Finance expense paid Finance income received 01.01.2022 to 31.12.2022 £ Notes 01.01.2021 to 31.12.2021 £ (restated) (2,588,844) (1,517,571) 19 5 3 19 11 4 11 10 17 1,234,880 17,532 (4,477) 13,204 2,436 (37,840) (249,412) 1,008,233 194,284 19 - 24,366 2,338 (244,282) (6,059) 161,527 (604,288) (1,385,378) - - (2,588,694) (115,881) (2,629) (2,687,026) (2,588,694) (2,805,536) 4,938,323 (12,206) 4,477 4,181,397 (19) - Net cash generated from financing activities 4,930,594 4,181,378 Effect of exchange rates on cash 62,514 206,820 Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year 1,800,126 1,523,035 3,323,161 197,284 1,325,751 1,523,035 The accompanying accounting policies and notes on pages 85 to 112 form an integral part of these financial statements. Significant non-cash transactions During the year there were various significant non-cash transactions relating to share options, warrants issued during the year and loans to directors for shares lent, which are detailed in notes 15, 17 and 19. 84 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Statement of accounting policies For the year ended 31 December 2022 General information Predator Oil & Gas Holdings Plc (“the Company”) and its subsidiaries (together “the Group”) are engaged principally in the operation of an oil and gas development business in the Republic of Trinidad and Tobago and an exploration and appraisal portfolio in Ireland and Morocco. The Company’s ordinary shares are on the Official List of the UK Listing Authority in the standard listing section of the London Stock Exchange. Basis or preparation and going concern assessment The principal accounting policies adopted in the preparation of the financial information are set out below. The policies have been consistently applied throughout the current year and prior year, unless otherwise stated. These financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs and IFRIC interpretations) issued by the International Accounting Standards Board (IASB) as adopted by the European Union and with those parts of the Companies (Jersey) Law, 1991 applicable to companies preparing their accounts under IFRS. The Company has adopted the exemption under Companies (Jersey) Law 1991 Article 105 (11) not to prepare separate accounts. The consolidated financial statements incorporate the results of Predator Oil & Gas Holdings Plc and its subsidiary undertakings as at 31 December 2022. In prior years, the financial statements notes were rounded to the nearest thousands and did not follow the same treatment as the prime statements, therefore, the Directors have decided to change the notes to be rounded to the nearest pound. The financial statements are prepared under the historical cost convention on a going concern basis. The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. All intra-group balances, transactions, income and expenses and profits and losses resulting from intra-group transactions that are recognised in assets, are eliminated in full. Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Group obtains control, and continue to be consolidated until the date that such control ceases. The preparation of financial statements requires an assessment on the validity of the going concern assumption. At the date of these financial statements the Directors expect that the Group will require further funding for the Group’s corporate overheads; Irish licence interests, Moroccan licence and for the development of a CO2 EOR pilot project. Post the year end the Group issued shares for a total capital raised of £2.0mil before expenses, largely to progress MOU-3 surface location and drilling programme as well as a small portion of the total capital raised being used for general working capital. Following this capital raise, the Directors are confident that the Group will be able meet requirements over the course of the next 24 months, in cash, as debt finance, joint venture or farminee partner equity, share issues or otherwise. The Group expects the acquisition of Cory Moruga to be completed in the near future, should it receive consent from the Trinidadian Ministry of Energy Industries. The acquisition would involve an initial cash outflow of USD2.0 million settlement, which the Board is confident that it would be able to raise in a further capital placing. Failing the success of these fund raising activities the Directors will be prepared to accept appropriate reductions in their remuneration to conserve cash resources. Change in Accounting Policies At the date of approval of these financial statements, certain new standards, amendments and interpretations have been published by the International Accounting Standards Board but are not as yet effective and have not been adopted early by the Group. All relevant standards, amendments and interpretations will be adopted in the Group’s accounting policies in the first period beginning on or after the effective date of the relevant pronouncement. 85 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 At the date of authorisation of these financial statements, a number of Standards and Interpretations were in issue but were not yet effective. The Directors do not anticipate that the adoption of these standards and interpretations, or any of the amendments made to existing standards as a result of the annual improvements cycle, will have a material effect on the financial statements in the year of initial application. Standards and amendments to existing standards effective 1 January 2022 - Amendment to IAS 37 - Provisions, Contingent Liabilities and Contingent Assets - Onerous contracts - Amendments to IFRS 3 - Business Combinations - Reference to Conceptual Framework - Amendments to IAS 16 - Property, Plant and Equipment - Proceeds before Intended Use New Standards, amendments and interpretations effective after 1 January 2022 and have not been early adopted The Group does not believe that the below standards not yet effective, will have a material impact on the consolidated financial statements: - Amendments to IAS 1 – Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting Policies - Amendments to IAS 8 – Accounting Policies, Changes in Accounting Estimates and Errors – Definition of Accounting Estimates Areas of estimates and judgement The preparation of the group financial statements in conformity with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on management’s best knowledge of current events and actions, actual results may ultimately differ from those estimates. The Group commenced operations in 2018 and did not enter into material operational transactions requiring significant estimates and assumptions to be effected in preparation of financial statements for the reporting period. The critical accounting estimates and judgements made are in line with those made in the audited financial statements for the year ended 31 December 2021. a) Going concern and Inter-company loan recoverability. The Group's cash flow projections indicate that, following the latest fundraise in April 2023, the Group has sufficient resources to continue as a going concern for the near future. The Board is confident that should the Group require further funds to complete and future works, that it will be able to raise further funds through issuing equity. The recoverability of inter-company loans advanced by the Company to subsidiaries depends also on the subsidiaries realising their cash flow projections. This is the case for Predator Oil & Gas Trinidad Ltd. where production revenues are forecast from the near-term from pilot CO2 EOR operations where project economics have been stress-tested at lower oil prices. In the event of sustained lower oil prices positive cash flow will be less and the time taken to recover inter-company loans longer. In the case of Predator Gas Ventures Ltd., recovery of inter-company loans is dependent upon the Guercif drilling programme successfully recovering commercial quantities of gas that can be developed and brought to market. The Moroccan gas market is commercially attractive and even relatively low volumes of discovered gas are likely to be economic. A partial sale of equity in a future potential gas discovery is the preferred strategy for recovery of inter-company loans rather than a longer term dependency on a gas development. In the case of Predator Oil and Gas Ventures Ltd., the quantum of inter-company loan is relatively small and no substantive expenditures are anticipated going forward. The change in business strategy to a focus on LNG and gas storage offshore Ireland, creates a marketing opportunity for the Group’s relevant experience and expertise within this sector of the industry. It creates the potential as promoters of the project to receive introduction and service providers’ fees and a free minority equity position in a joint venture vehicle to move to the project 86 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 development stage. Under these circumstances the inter-company loan would constitute past costs contributing to the level of free equity. Recovery of the relatively modest inter-company loan therefore has a variety of ways of being repaid. Management have also assessed that the carrying value and recoverability of the investment, including intercompany receivables is ultimately dependent on the value of the underlying assets of the Group. Further evidence of its realisable value can also be noted by reference the market capitalisation of the Group on the London Stock exchange at the date of this report which can be used as a guide and to provide further assurance of its carrying value subsequent to the year end. b) Recoverability of loan The Group entered into an agreement FRAM Exploration Trinidad Limited (“FRAM”), a wholly owned subsidiary of Columbus Energy Resources PLC, who are listed on AIM. Management have concluded that there is no impairment required at the reporting date, as the Group has entered into a settlement agreement with Challenger Energy Group Plc ("CEG") for the acquisition of T-Rex Trinidad Limited and the total liability due from FRAM will be offset against the total consideration agreed when the transaction is complete. c) Share based payments The Group has applied the requirements of IFRS 2 Share-based Payment for all grants of equity instruments. The Group operates an equity settled share option scheme for directors. The increase in equity is measured by reference to the fair value of equity instruments at the date of grant. The liabilities assumed under these arrangements into shares in the parent company, under an option arrangement. The fair value of the service received in exchange for the grant of options and warrants is recognised as an expense. Equity-settled share- based payments are measured at fair value (excluding the effect of non-market based vesting conditions) at the date of grant. The fair value determined at the grant date of equity-settled share-based payment is expensed over the vesting period, based on the Group's estimate of shares that will eventually vest and adjusted for the effect of non-market based vesting conditions. During the year, the Company issued warrants in lieu of fees to stockbrokers. The warrant agreements do not contain vesting conditions and therefore the full share-based payment charge, being the fair value of the warrants using the Black-Scholes model, has been recorded immediately. The charge is recognised within the statement of changes in equity. The valuation of these warrants involves making a number of estimates relating to price volatility, future dividend yields and continuous growth rates (see Note 19). The fair value of the share options is estimated by using the Black Scholes model on the date of grant based on certain assumptions. Those assumptions are described in note 19 and include, among others, the expected volatility and expected life of the options. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability exercise restrictions and behavioural considerations. The market price used in the model is the issue price of the Company’s shares at the last placement of shares immediately preceding the calculation date. Where the terms and conditions of options are modified before they vest, the increase in the fair value of the warrants, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period. Where equity instruments are granted to persons or entities other than staff, the fair value of goods and services received is charged to profit or loss, except where it is in respect to costs associated with the issue of shares, in which case, it is charged to the share premium account. The fair values calculated are inherently subjective and uncertain due to the assumptions made and the limitation of the calculations used. Further details of the specific amounts concerned are given in note 19. 87 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 d) Intangible assets - Project Guercif All expenditure relating to oil and gas activities is capitalised in accordance with the “successful efforts” method of accounting, as described in IFRS 6 - "Exploration for and Evaluation of Mineral Resources". Under this standard, the Group’s exploration and appraisal activities are capitalised as intangible assets. The direct costs of exploration and appraisal are initially capitalised as intangible assets, pending determination of the existence of commercial reserves in the licence area. Such costs are classified as intangible assets based on the nature of the underlying asset, which does not yet have any proven physical substance. Exploration and appraisal costs are held, un-depreciated, until such a time as the exploration phase on the licence area is complete or commercial reserves have been discovered. If no commercial reserves exist, then that particular exploration/appraisal effort was “unsuccessful” and the costs are written off to the income statement in the period in which the evaluation is made. The success or failure of each exploration/appraisal effort is judged on a field by field basis. Net proceeds from any disposal of an exploration asset are initially credited against the previously capitalised costs. Any surplus proceeds are credited to the income statement. Net proceeds from any disposal of exploration assets are credited against the previously capitalised cost. A gain or loss on disposal of an exploration asset is recognised in the income statement to the extent that the net proceeds exceed or are less than the appropriate portion of the net capitalised costs of the asset. Upon commencement of production, capitalised costs will be amortised on a unit of production basis which is calculated to write off the expected cost of each asset over its life in line with the depletion of proved and probable reserves. For more information please refer to note 10. Basis of consolidation Where the Group has control over an investee, it is classified as a subsidiary. The Group controls an investee if all three of the following elements are present: power over the investee, exposure to variable returns from the investee, and the ability of the investor to use its power to affect those variable returns. Control is reassessed whenever facts and circumstances indicate that there may be a change in any of these elements of control. The consolidated financial statements present the results of the Company and its subsidiaries ("the Group") as if they formed a single entity. Inter-company transactions and balances between Group companies are therefore eliminated in full. Uniform accounting policies are applied across the Group. The consolidated financial statements incorporate the results of business combinations using the acquisition method. In the statement of financial position, the acquirer’s identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date on which control ceases. Intangible assets Mineral exploration and evaluation expenditure relates to costs incurred in the exploration and evaluation of potential mineral resources and includes exploration and mineral licences, researching and analysing historical exploration data, exploratory drilling, trenching, sampling and the costs of pre-feasibility studies. Exploration and evaluation expenditure for each area of interest, other than that acquired from another entity, is charged to the consolidated statement of income as incurred except when the expenditure is expected to be recouped from future exploitation or sale of the area of interest and it is planned to continue with active and significant operations in relation to the area, or at the reporting period end, the activity has not reached a stage which permits a reasonable assessment of the existence of commercially recoverable reserves, in which case the expenditure is capitalised. Purchased exploration and evaluation assets are recognised at their fair value at acquisition. As the capitalised exploration and evaluation expenditure asset is not available for use, it is not depreciated. 88 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Exploration and evaluation assets have an indefinite useful life and are assessed for impairment annually or when facts and circumstances suggest that the carrying amount of an asset may exceed its recoverable amount. The assessment is carried out by allocating exploration and evaluation assets to cash generating units, which are based on specific projects or geographical areas. IFRS 6 permits impairments of exploration and evaluation expenditure to be reversed should the conditions which led to the impairment improve. The Group continually monitors the position of the projects capitalised and impaired. Whenever the exploration for and evaluation of mineral resources in cash generating units does not lead to the discovery of commercially viable quantities of mineral resources and the Group has decided to discontinue such activities of that unit, the associated expenditures are written off to the Statement of comprehensive income. Financial assets The Financial assets currently held by the Group and Company are classified as loans and receivables and cash and cash equivalents. These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are initially recognised at fair value plus transaction costs that are directly attributable to their acquisition or issue and are subsequently carried at amortised cost using the effective interest rate method less provision for impairment. Impairment provisions are recognised when there is objective evidence (such as significant financial difficulties on the part of the counterparty or default or significant delay in payment) that the Group will be unable to collect all of the amounts due under the terms receivable, the amount of such a provision being the difference between the net carrying amount and the present value of the future expected cash flows associated with the impaired receivable. For receivables, which are reported net, such provisions are recorded in a separate allowance account with the loss being recognised within administrative expenses in the statement of comprehensive income. On confirmation that the receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision. Cash and cash equivalents These amounts comprise cash on hand and balances with banks. Cash equivalents are short term, highly liquid accounts that are readily converted to known amounts of cash. They include short-term bank deposits and short- term investments. Any cash or bank balances that are subject to any restrictive conditions, such as cash held in escrow pending the conclusion of conditions precedent to completion of a contract, are disclosed separately as “Restricted cash”. The security deposit is recognised within trade and other receivables in note 13. There is no significant difference between the carrying value and fair value of receivables. Derecognition The Group derecognises a financial asset when the contractual rights to the cash flow from the asset expire, or it transfers the asset and substantially all the risk and rewards of ownership of the asset to another entity. Financial liabilities The Group’s financial liabilities consist of trade and other payables (including short terms loans) and long term secured borrowings. These are initially recognised at fair value and subsequently carried at amortised cost, using the effective interest method. All interest and other borrowing costs incurred in connection with the above are expensed as incurred and reported as part of financing costs in profit or loss. Where any liability carries a right to convertibility into shares in the Group, the fair value of the equity and liability portions of the liability is determined at the date that the convertible instrument is issued, by use of appropriate discount factors. Derecognition The Group derecognises a financial liability when the obligations are discharged, cancelled or they expire. Foreign currency The functional currency of the Group and all of its subsidiaries is the British Pound Sterling. Transactions entered into by the Group entities in a currency other than the currency of the primary economic environment in which it operates (the “functional currency”) are recorded at the rates ruling when the transactions occur. Foreign currency monetary assets and liabilities are translated at the rates ruling at the date of the statement of financial position. Exchange differences arising on the retranslation of unsettled monetary assets and liabilities are similarly recognised immediately in profit or loss, except for foreign currency borrowings qualifying as a hedge of a net investment in a foreign operation. 89 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 The exchange rates applied at each reporting date were as follows: 31 December 2022 - £1: US$1.2041, £1: Euro1.1313 and £1: MAD12.5824 31 December 2021 - £1: US$1.3846 and £1: Euro1.1633 Investments in subsidiaries The Group’s investment in its subsidiaries are recorded at cost. Plant and equipment Plant and equipment owned by the Group relates solely to computer equipment. Depreciation is provided on equipment so as to write off the carrying value of items over their expected useful economic lives. It is applied at the following rates: Computer equipment – 20% per annum, straight line Share options and Equity Instruments Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period. Where equity instruments are granted to persons other than consultants, the fair value of goods and services received is charged to profit or loss, except where it is in respect to costs associated with the issue of shares, in which case, it is charged to the share capital or share premium account. Equity instruments Share capital represents the amount subscribed for shares at each of the placings. The reconstruction reserve account represents premiums received on the share capital of subsidiaries and also includes directly related share issue costs. Warrants issuance cost reserve includes any costs relating to warrants issued for services rendered accounted for in accordance with IFRS 2 – Equity-settled instruments. The share-based payments reserve represents equity-settled shared-based employee remuneration for the fair value of the options issued. Retained earnings include all current and prior period results as disclosed in the Statement of comprehensive income, less dividends paid to the owners of the Company. Taxation The Company and all subsidiaries (‘the Group’) are registered in Jersey, Channel Islands and are taxed at the Jersey company standard rate of 0%. However, the Group’s projects are situated in jurisdictions where taxation may become applicable to local operations. The major components of income tax on the profit or loss include current and deferred tax. Current tax Current tax is based on the profit or loss adjusted for items that are non-assessable or disallowed and is calculated using tax rates that have been enacted or substantively enacted by the reporting date. Tax is charged or credited to the statement of comprehensive income, except when the tax relates to items credited or charged directly to equity, in which case the tax is also dealt with in equity. Deferred tax Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the statement of financial position differs to its tax base, except for differences arising on: • The initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction affects neither accounting or taxable profit; and 90 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 • Investments in subsidiaries and jointly controlled entities where the Group is able to control the timing of the reversal of the difference and it is probable that the differences will not reverse in the foreseeable future. Recognition of deferred tax assets is restricted to those instances where it is probable that taxable profit will be available against which the difference can be utilised. The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the reporting date and are expected to apply when deferred tax liabilities/ (assets) are settled/ (recovered). Deferred tax balances are not discounted. The Group currently does not hold any deferred tax asset or liability. 91 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Notes to the financial statements For the year ended 31 December 2022 1. Segmental analysis The Group operates in one business segment, the exploration, appraisal and development of oil and gas assets. The Group has interests in three geographical segments being Africa (Morocco), Europe (Ireland) and the Caribbean (Trinidad and Tobago). The Group’s operations are reviewed by the Board (which is considered to be the Chief Operating Decision Maker (‘CODM’)) and split between oil and gas exploration and development and administration and corporate costs. Exploration and development are reported to the CODM only on the basis of those costs incurred directly on projects. Administration and corporate costs are further reviewed on the basis of spend across the Group. Decisions are made about where to allocate cash resources based on the status of each project and according to the Group’s strategy to develop the projects. Each project, if taken into commercial development, has the potential to be a separate operating segment. Operating segments are disclosed below on the basis of the split between exploration and development and administration and corporate. Year ended 31 December 2022 Europe £ Caribbean £ Africa £ Corporate £ Finance income Gross loss Administrative and overhead expenses Share options and warrant expense Finance expense Loss for the year from continuing operations Total reportable segment intangible assets Total reportable segment non- current assets Total reportable segment current assets Total reportable segment assets - - - 4,477 (205,580) (67,843) (657,988) (366,294) - - - - - - (1,248,084) (17,532) (205,580) (67,843) (657,988) (1,627,433) - - - - - - 5,275,720 - - 3,448 659,504 659,504 1,634,816 3,015,511 6,910,536 3,018,959 Total reportable segment liabilities (10,049) (2,821) (598,002) (642,380) 92 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Year ended 31 December 2021 Europe £ Caribbean £ Africa £ Corporate £ (restated) Gross Loss Administrative and overhead expenses Share options and warrant expense Finance expense Loss for the year from continuing operations (150,147) (140,997) (266,389) (960,038) - - - - - - - - (150,147) (140,997) (266,389) (960,038) Total reportable segment intangible assets Total reportable segment non- current assets Total reportable segment current assets Total reportable segment assets - - 4,104 4,104 - - 2,687,026 - 594,589 1,173,242 594,589 3,860,268 - 5,884 1,488,358 1,494,242 Total reportable segment liabilities (10,141) (8,629) (80,794) (145,455) 2. Auditors remuneration Audit of the accounts of the Group Review of interim financial statements 3. Finance income Bank interest received 2022 Group £ 2021 Group £ 61,200 2,500 27,500 1,500 63,700 27,500 2022 Group £ 2021 Group £ 4,477 4,477 - - 93 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 4. Administration expenses Administration fees Design, publishing, presentation and printing fees Audit fee – See note 2 Annual return fee Non-executive director fees Share based payments - options Share based payments - warrants Insurance Legal and professional fees AIM listing costs (1) Listing costs Website costs Directors fees Technical Consultancy fees Travel expenses Computer/system costs/IT support Bank charges Depreciation Sundry expenses Foreign exchange 2022 Group £ 107,425 - 63,700 1,350 107,342 1,234,880 13,204 102,947 106,890 62,089 216,877 3,950 245,331 296,653 119,090 114,429 34,559 2,436 2,717 (290,080) 2021 Group £ (restated) 84,957 1,036 27,500 1,125 89,996 194,284 24,366 58,545 52,197 - 303,281 4,117 229,165 360,484 41,137 4,249 49,262 2,338 3,817 (14,304) 2,545,789 1,517,552 (1) During the year, the Group attempted to move to AIM and was subsequently aborted. 5. Finance expense Bank interest paid Interest on Stock Lending Agreement (1) - See note 15 Directors' loan (2) - See note 15 6. Taxation Loss on ordinary activities before tax Loss on ordinary activities at Jersey standard 0% tax (2021: 0%) 2022 Group £ 2021 Group £ - 14,330 3,202 17,532 19 - - 19 2022 Group £ 2021 Group £ (restated) (2,558,844) - (1,517,571) - Tax charge for the year - - No charge to taxation arises due to the losses incurred. Predator Gas Ventures Limited is subject to tax in its operating jurisdiction of Morocco, however, the Company is loss making and has no taxable profits to date. 94 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 No deferred tax asset has been recognised on accumulated tax losses because of uncertainty over the timing of future taxable profits against which the losses may be offset. 7. Personnel Executive and non-executive directors Share option scheme The average number of personnel (including directors) during the year was: Management - (Executive directors) Non-management - (Non-executive directors) 2022 Group £ 2021 Group £ (restated) 522,051 1,234,880 545,853 194,284 1,756,931 740,137 2 2 4 2 2 4 Four Directors at the end of the period have share options receivable under long term incentive schemes. The highest paid Director received an amount of £236,575 (2021: £229,850). The Group does not have employees. All personnel are engaged as service providers. 8. Earnings per share 2022 Group 2021 Group (restated) Weighted average number of shares 323,184,523 266,433,024 Loss for the year (2,558,844) (1,517,571) Earnings per share basic and diluted (pence) (0.792) (0.570) Dilutive loss per Ordinary Share equals basic loss per Ordinary Share as, due to the losses incurred in 2021 and 2020, there is no dilutive effect from the subsisting share options. 16,209,770 shares were issued since 31 December 2022 and therefore the weighted average number of shares at the date of the financial statements is 335,420,297. 9. Loss for the financial year The Group has adopted the exemption in terms of Companies (Jersey) law 1991 and has not presented its own income statement in these financial statements. 95 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 10. Other intangible assets Gross carrying amount Balance at 1 January 2022 Additions At 31 December 2022 Depreciation and impairment Balance at 1 January 2022 Depreciation Balance at 31 December 2022 Carrying amount at 31 December 2021 Carrying amount at 31 December 2022 Project Guercif 2,687,026 2,588,694 5,275,720 - - - 2,687,026 5,275,720 The total carrying amount of Project Guercif as at 31 December 2022 of £5,275,720 (2021: £2,687,026) relates to costs incurred with wells MOU-1 and MOU-2. MOU-1: On 7 March 2023, the Company announced an update on the proposed testing of the MOU-1 well drilled and completed in 2021 in the area of the Guercif Petroleum Agreement onshore Morocco. In conformance with the current Moroccan regulatory procedures for rigless well testing, the Company has expressed in writing to the Office National des Hydrocarbures et des Mines ("ONHYM") the intention to test MOU-1. The Company will begin MOU-1 rigless testing at the very earliest opportunity once the regulatory process has been fully complied with. MOU-2: On 25 January 2023, the Company announced that MOU-2 well had been suspended with an option to re-enter after reaching a depth of 1,260 metres Measured Depth. Wireline logs were acquired from the 95/8" casing point at 677 metres to 1,010 metres Measured Depth. The wireline logging tools were not able to log deeper than this depth due the presence of extremely sticky clays in a geological formation overlying the Moulouya Fan primary objective. The debris flow potentially forms a highly effective seal on the underlying Moulouya Fan. The thickness of the Moulouya Fan reservoir interval is expected to increase between MOU-1 and MOU-2 based on the sand content of the debris-flow penetrated in MOU-2 allowed an extrapolation across to MOU-1 to be made. A re-entry and deepening of MOU-2 will be fully evaluated once a solution to optimising the drilling mud programme and mud properties has been completed. All costs relating to Project Guercif have been capitalised and will be depreciated once gas discovery is declared commercial and a Plan of Development has been approved. In accordance with IFRS 6, the Directors undertook an assessment of the following areas and circumstances which could indicate the existence of impairment: • The Group’s right to explore in an area has expired, or will expire in the near future without renewal • No further exploration or evaluation is planned or budgeted for • A decision has been taken by the Board to discontinue exploration and evaluation in an area due to the absence of a commercial level of reserves • Sufficient data exists to indicate that the book value may not be fully recovered from future development and production 96 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Following their assessment, the Directors concluded that no impairment charge in respect to any licences still held, was necessary for the year ended 31 December 2022(2021: £nil). 11. Property, plant and equipment Cost At 31 December 2021 Additions At 31 December 2022 Amortisation At 31 December 2021 Charge for the year At 31 December 2022 Carrying amount At 31 December 2021 At 31 December 2022 12. Investment in subsidiaries Cost at the beginning of the year £ 11,181 - 11,181 5,297 2,436 7,733 5,884 3,448 2022 Group £ 2021 Group £ 537,088 537,088 537,088 537,088 The principal subsidiaries of Predator Oil and Gas Holdings Plc, all of which are included in these consolidated Annual Financial Statements, are as follows: Predator Oil and Gas Ventures Limited Country of registration Jersey Class Ordinary Proportion held by Group 100% Predator Oil and Gas Trinidad Limited Jersey Ordinary 100% Predator Gas Ventures Limited Jersey Ordinary 100% Mag Mell Energy Ireland Ltd (Formerly Predator LNG Ireland Limited) Jersey Ordinary 100% 97 Nature of business Licence options in offshore Ireland Profit rights for production revenues from a CO2 enhanced oil recovery project Exploration licence onshore Morocco Licence application to import liquified natural gas Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 The registered address of all of the Group’s companies is at 3rd Floor, IFC5, Castle Street, St Helier, JE2 3BY, Channel Islands. 13. Trade and other receivables Current Loans receivable Security deposit (US$1,500,000) Prepayments and other debtors 2022 Group £ 2021 Group £ 659,504 1,245,795 81,371 591,066 1,111,111 35,081 1,986,670 1,737,258 Loans receivable relates to a loan of £659,504 (2021: £591,065) effected to FRAM Exploration Trinidad Limited (‘FRAM’) in respect of the CO2 EOR project comprising USD360,096 (2021: USD360,096) advanced as cash and USD402,120 (2021: USD402,120) and £26,461 (2021: £26,461) advanced as equipment. The loans are denominated in both US Dollars and British Pound Sterling, which are unsecured, interest free and repayable at the discretion of Predator Oil & Gas Trinidad Limited provided not less than one week’s notice is given. On 7 June 2022, the Company provided an update with regards to the loan receivable from FRAM, whereby due to a Unilateral termination of the CO2 EOR Project by Challenger Energy Group Plc ("Challenger") without consultation with stakeholders and regulatory authorities deprived the Company of the mechanism to recover its Project Costs, the Company will seek redress for breach of the terms of the WPA. On 20 December 2022, the Company announced a settlement agreement with Challenger, for the acquisition of 100% of the share capital of T-Rex Resources (Trinidad) Limited ("T-Rex"). Part of the transaction includes the settlement of the total outstanding loan amounts from FRAM. A security deposit of USD1,500,000 (2021: USD1,500,000) is held by Barclays Bank in respect of a guarantee provided to Office National des Hydrocarbures et des Mines (ONHYM) as a condition of being granted the Guercif exploration licence. These funds are refundable on the completion of the Minimum Work Programme set out in the terms of the Guercif Petroleum Agreement and Association Contract. Prepayments are in respect of amounts paid in advance to the Financial Conduct Authority, media service providers and an insurance premium. There are no material differences between the fair value of trade and other receivables and their carrying value at the year end. 14. Cash and cash equivalents Royal Bank of Scotland International Limited Barclays Bank Plc Société Générale 2022 Group £ 2021 Group £ - 2,967,535 355,626 1,480,373 2,397 40,265 3,323,161 1,523,035 98 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 15. Trade and other payables Current Trade payables Accruals Directors' loans (1) (2) 2022 Group £ 2021 Group £ 679,138 61,183 512,931 219,773 25,246 - 1,253,252 245,019 (1) On 17 August 2022, the Company announced the placement of 60,000,000 new ordinary shares of no par value at a placing price of 5.5 pence per share. The Company did not have sufficient headroom shares to enable the issue and admission of all of the 60,000,000 Placing Shares, therefore it was proposed to issue and admit 45,000,000 new ordinary shares (up to its existing headroom) (the "New Placing Shares") and for a director, Paul Griffiths, to transfer by way of a loan of shares (the "Stock Lending Agreement"), 15,000,000 existing shares held by him in order to settle the Placing in a timely manner. The 15,000,000 shares were valued at £825,000, being the market value at the placing price of 5.5 pence per share. Interest shall accrue on the loan balance at a rate of 6% per annum. Total interest paid and/or accrued for the year ended 31 December 2022 was £14,331 (2021: £nil). Should the total of 15,000,000 of no par value shares not be returned to Paul Griffiths by the 31 August 2023, the interest rate will be 12% per annum. On 15th November 2022 the Company issued 10,000,000 shares to Paul Griffiths, with the remaining balance of 5,000,000 remaining outstanding. The total value attributable to the outstanding shares is £275,000.00. (2) On 24 November 2022, the executive directors of the Company exercised share options to raise £1,256,880 to further develop the asset portfolio. However, as the Company was unable to issue sufficient shares to fund this program without publishing an FCA approved prospectus, the executive directors Paul Griffiths and Lonny Baumgardner, with the approval of the independent non-executive Board members and Novum Securities Limited, to place their 15,710,972 New Ordinary Shares, resulting from the exercised share options, at a price of £0.08 to raise £1,256,877 before expenses of £92,981. A back-to-back loan arrangement between the Directors and the Company enabled the Company to utilise all of the net proceeds after expenses (£749,276 from the exercise of the options and a Directors' loan ("Loan") of £507,604) from the placing of the Directors' exercised share options to fund the further maturing of all of its asset portfolio. The loan with the executive directors incurs interest at a rate of 4%. Total interest paid and/or accrued for the year ended 31 December 2022 was £3,201 (2021: £nil). The executive directors were also issued with share options on the 24 November, details of which are shown in note 19. As at 31 December 2022, the balances with Paul Griffiths and Lonny Baumgardner were £324,945 and £187,986 respectively. 99 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 16. Financial instruments – risk management Details of the significant accounting policies in respect of financial instruments are disclosed on pages 85 to 91. The Group’s financial instruments comprise cash and items arising directly from its operations such as other receivables, trade payables and loans. Financial risk management The Board seeks to minimise its exposure to financial risk by reviewing and agreeing policies for managing each financial risk and monitoring them on a regular basis. No formal policies have been put in place in order to hedge the Group’s activities to the exposure to currency risk or interest risk; however, the Board will consider this periodically. The Group is exposed through its operations to the following financial risks: • Credit risk • Market risk (includes cash flow interest rate risk and foreign currency risk) • Liquidity risk The policy for each of the above risks is described in more detail below. The principal financial instruments used by the Group, from which financial instruments risk arises are as follows: • Receivables • Cash and cash equivalents • Trade and other payables (excluding other taxes and social security) • Loans: payable within one year and payable in more than one year The table below sets out the carrying value of all financial instruments by category and where applicable shows the valuation level used to determine the fair value at each reporting date. The fair value of all financial assets and financial liabilities is not materially different to the book value. Cash and trade receivables Cash and cash equivalents Trade and other receivables Other liabilities Trade and other payables (excluding short term loans) 2022 £ 2021 £ 3,323,161 1,905,299 1,523,035 1,702,177 1,192,069 219,773 Credit risk Financial assets, which potentially subject the Group to concentrations of credit risk, consist principally of cash, short-term deposits and other receivables. Cash balances are all held at recognised financial institutions. Other receivables are presented net of allowances for doubtful receivables. Other receivables currently form an insignificant part of the Group’s business and therefore the credit risks associated with them are also insignificant to the Group as a whole. The Group has a credit risk in respect of inter-company loans to subsidiaries. The Company is owed £9,546,184 by its subsidiaries. The recoverability of these balances is dependent on the commercial viability of the exploration activities undertaken by the respective subsidiary companies. The credit risk of these loans is managed as the directors constantly monitor and assess the viability and quality of the respective subsidiary's investments in intangible oil & gas assets. 100 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Maximum to credit risk The Group’s maximum exposure to credit risk by category of financial instrument is shown in the table below: 2022 carrying value £ 2022 maximum exposure £ 2021 carrying value £ 2021 maximum exposure £ Cash and cash equivalents Receivables 3,323,161 1,986,670 5,521,472 1,986,670 1,523,035 1,737,257 4,009,388 1,737,257 Market risk Cash flow interest rate risk The Group has adopted a non-speculative policy on managing interest rate risk. Only approved financial institutions with sound capital bases are used to borrow funds and for the investments of surplus funds. The Group seeks to obtain a favourable interest rate on its cash balances through the use of bank deposits. The Group's bank paid a total of £4,477 (2021: £nil) interest on cash balances during the year. At 31 December 2022, the Group had a cash balance of £3.323 million (2021: £1.523 million) which was made up as follows: Sterling United States Dollar Euro Moroccan dirham 2022 £ 2,108,558 830,810 28,168 355,625 2021 £ 848,338 631,522 2,910 40,265 3,323,161 1,523,035 As detailed in Note 15, the Group entered into interest bearing agreements with the Executive Directors. The agreements have fixed rates of 4% and 6% (2021: %nil). Foreign currency risk Foreign exchange risk is inherent in the Group’s activities and is accepted as such. The majority of the Group’s expenses are denominated in Sterling and therefore foreign currency exchange risk arises where any balance is held, or costs incurred, in currencies other than Sterling. At 31 December 2022 and 31 December 2021, the currency exposure of the Group was as follows: at 31 December 2022 Cash and cash equivalents Trade and other receivables Trade and other payables at 31 December 2021 Cash and cash equivalents Trade and other receivables Trade and other payables Sterling £ US Dollar £ Other £ Total £ 2,108,558 107,831 803,549 830,810 1,878,839 228,339 383,793 - 221,364 3,323,161 1,986,670 1,253,252 848,339 1,172,653 163,447 631,521 564,605 43,348 43,175 - 38,224 1,523,035 1,737,258 245,019 101 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Liquidity risk Any borrowing facilities are negotiated with approved financial institutions at acceptable interest rates. All assets and liabilities are at fixed and floating interest rate. The Group seeks to manage its financial risk to ensure that sufficient liquidity is available to meet the foreseeable needs both in the short and long term. See also references to Going Concern disclosures in the Strategic Report. Capital The objective of the directors is to maximise shareholder returns and minimise risks by keeping a reasonable balance between debt and equity. At 31 December 2022 the Group's only debt balance relates to the balance due to Directors of £512,931 (2021: £nil) as per note 15. 17. Share capital Issued and fully paid Opening Balance 31 March 2022 Share issue 12 July 2022 Warrants exercise – See note 20 23 August 2022 Share issue (i) 29 September 2022 Share options exercised – See note 20 12 October 2022 Share options exercised – See note 20 15 November 2022 Share issue (ii) 21 November 2022 Share options exercised – See note 20 23 November 2022 Share options exercised – See note 20 24 November 2022 Share options exercised – See note 20 Number of shares Nominal value 292,946,267 11,425,061 11,500,000 1,035,000 4,149,210 143,253 45,000,000 3,300,000 1,001,370 28,038 1,001,370 28,038 10,000,000 - 1,800,000 99,000 650,000 32,500 15,710,972 749,275 383,759,189 16,840,165 (i) On the share placing dated 23 August 2022 for a total of 60,000,000 shares of no par value, only 45,000,000 were shares considered to be issued, the other 15,000,000 were lent by Paul Griffiths, a Director of the Company. (ii) The share placing dated 15 November 2022 for a total of 10,000,000 of shares of no par value, for no consideration, relates to the partial return to Paul Griffiths of 15,000,000 shares lent to the Company. The outstanding number of shares of no par value due to Paul Griffiths as at 31 December 2022 is 5,000,000. 102 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 18. Other reserves Warrants issuance cost reserve No of warrants 2022 Group £ Balance brought forward Issue of warrants Exercised warrants at fair value Cancelled and/or expired warrants (i) 10,123,678 5,389,768 (5,949,214) - (376,820) (436,452) 187,127 42,320 2021 Group £ (208,887) (170,961) 3,028 - Balance carried forward 9,564,232 (583,825) (376,820) (i) The movement in reserve of £42,320 (2021: £nil), relates to warrants that expired in 2021 but were recognised in reserves during this year. The total warrants of 2,083,333 that expired in 2021 related to Arato Global Opportunities LLP and had an expiry date of 15 February 2021. Share based payments reserve No of share options £ 2022 Group 2021 Group £ (restated) Note 26 Balance brought forward Issue of share options Extension of warrants exercise date Accelerated share-based payment charge - (note 26) Fair value movement of share options Share options exercised Warrants exercised 13,158,226 45,566,458 - 611,173 436,452 13,204 458,840 170,961 24,366 - - (118,527) - (18,363,712) - 1,234,880 (728,618) (187,127) 75,533 - - Balance carried forward 40,360,972 1,379,964 611,173 19. Share based payments Warrant and share option expense Warrant and share option expense: - in respect of remuneration contracts - in respect of expired remuneration contracts – Accelerated charges - in respect of expiry date extension 2022 Group £ 2021 Group £ (restated) 1,234,880 - 194,284 (237,278) 13,204 24,366 1,248,084 (18,628) 103 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Share Options The Group operates a share option plan for directors. Details of share options granted and exercised during the year on a Director basis are noted below: Paul Griffiths Share options issued during the year: On 9 November 2022, the Company issued 7,500,000 share options at an exercise price of 10.00p. The share options are exercisable by 8 November 2029. Following the share options loan on 23 November 2022, the Company issued 7,855,486 share options at an exercise price of 8.00p. The share options are exercisable by 22 November 2029. Share options exercised during the year: On 24 November 2022, exercised the following share options:   Share options agreement dated 24 May 2018 - 4,005,486 were exercised at 2.80p each Share options agreement dated 27 October 2020 - 3,850,000 were exercised at 5.00p each Share options held as at year end:   Share options agreement dated 9 November 2022 - 7,500,000 share options at an exercise price of 10.00p. The share options are exercisable by 8 November 2029. Share options agreement dated 23 November 2022 - 7,855,486 share options at an exercise price of 8.00p. The share options are exercisable by 22 November 2029. Lonny Baumgardner Share options issued during the year: On 31 January 2022, the Company issued 7,855,486 share options at an exercise price of 5.66p. The share options are exercisable by 30 January 2029. On 9 November 2022, the Company issued 7,500,000 share options at an exercise price of 10.00p. The share options are exercisable by 8 November 2029. Following the share options loan on 23 November 2022, the Company issued 7,855,486 share options at an exercise price of 8.00p. The share options are exercisable by 22 November 2029. Share options exercised during the year: On 24 November 2022, exercised the following share options:  Share options agreement dated 31 January 2022 - 7,855,486 were exercised at 5.66p each Share options held at year end:   Share options agreement dated 9 November 2022 - 7,500,000 share options at an exercise price of 10.00p. The share options are exercisable by 8 November 2029. Share options agreement dated 23 November 2022 - 7,855,486 share options at an exercise price of 8.00p. The share options are exercisable by 22 November 2029. 104 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Alistair Jury Share options issued during the year: On 5 July 2022, the Company issued 2,000,000 share options at an exercise price of 8.13p. The share options are exercisable by 31 January 2023. Share options held at year end:  Share options agreement dated 5 July 2022 - 2,000,000 share options at an exercise price of 8.13p. The share options are exercisable by 4 July 2029. Carl Kindinger Share options issued during the year: On 9 November 2022, the Company issued 2,000,000 share options at an exercise price of 7.75p. The share options are exercisable by 31 May 2023. Share options held at year end:  Share options agreement dated 9 November 2022 - 2,000,000 share options at an exercise price of 7.75p. The share options are exercisable by 8 November 2029. Tom Evans Share options issued during the year: On 5 July 2022, the Company issued 2,000,000 share options at an exercise price of 8.13p. The share options are exercisable by 31 January 2023. Share options held at year end:  Share options agreement dated 5 July 2022 - 2,000,000 share options at an exercise price of 8.13p. The share options are exercisable by 4 July 2029. Sarah Cope Share options exercised during the year: On 7 October 2022, exercised the following share options:  Share options agreement dated 24 May 2018 - 1,001,370 were exercised at 2.80p each Share options held at year end:  There are no share options held by Sarah Cope. 105 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Dr Steve Staley Share options exercised during the year: On 5 July 2022, exercised the following share options:  Share options agreement dated 24 May 2018 - 1,001,370 were exercised at 2.80p each Share options held at year end:  Share options agreement dated 27 October 2020 - 1,650,000 share options at an exercise price of 5.00p. The share options are exercisable by 26 October 2027. Louis Castro Share options exercised during the year: On 18 November 2022, exercised the following share options:  Share options agreement dated 27 October 2020 - 650,000 out of 1,650,000 were exercised at 5.00p each Share options issued during the year:  On 31 January 2022, the Company issued 1,000,000 share options at an exercise price of 5.66p. The share options are exercisable by 30 January 2029. Share options held at year end:   Share options agreement dated 27 October 2020 - 1,000,000 share options at an exercise price of 5.00p. The share options are exercisable by 26 October 2027. Share options agreement dated 31 January 2022 - 1,000,000 share options at an exercise price of 5.66p. The share options expired on 30 January 2029. The Black Scholes model has been used to fair value the options, the inputs into the model were as follows: Grant date Share price Exercise price Term Expected volatility Expected dividend yield Risk free rate Fair value per option Total fair value of the options January 2022 £0.0630 £0.0566 10 months 298% 0% 3.51% £0.0528 £466,858 July 2022 £0.9250 £0.0810 6 months 211% 0% 3.34% £0.0409 £213,922 106 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Grant date (continued) Share price Exercise price Term Expected volatility Expected dividend yield Risk free rate Fair value per option Total fair value of the options 23 November 2022 £0.1200 £0.080 6 months 204% 0% 3.10% £0.0689 £1,081,855 9 November 2022 £0.0825 £0.1000 6 months 204% 0% 3.25% £0.0401 £601,175 9 November 2022 £0.0825 £0.0775 6 months 204% 0% 3.25% £0.0451 £90,119 The total share option reserve expense in respect of 2022 is £1,234,880 (2021 (restated): £194,284). Warrants During the year, the Company has granted the below warrants to Novum Securities Limited ("Novum"): • On 1 April 2022, 690,000 warrants were issued exercisable at 9p, which were based on 6% of the total share placing of 11,500,000 shares. The Warrants have an expiry date of 31 March 2025; • On 16 August 2022, 3,600,000 warrants were issued exercisable at 5.5p, which were based on 6% of the total share placing of 60,00,000 shares. The Warrants have an expiry date of 31 August 2025. On 15 November 2022, 1,800,000 warrants were exercised for total proceeds of £99,000; • On 23 November 2022, 1,099,768 warrants were issued exercisable at 8p, which were based on 7% of the total share placing of 15,710,972. The Warrants have an expiry date of 30 November 2025; The total warrant agreements for the aforesaid 5,389,768 warrants issued during the year ended 31 December 2022 do not contain vesting conditions and therefore the full share based payment charge, being the fair value of the warrants using the Black-Scholes model, has been recorded immediately. As at the year ended 31 December 2022, the total number of warrants in issue at are: 1. On 24 May 2018 2,321,428 warrants were issued exercisable at 2.8p with an initial expiry date of 24 May 2021, with an option to extend the expiry date. As at 31 December 2022, 1,892,694 warrants have been exercised, 338,284 warrants have lapsed, with the outstanding exercisable warrants total being 160,714, which had their expiry date extended by one further year to 24 May 2023. 2. On 15 February 2019 4,083,333 warrants were issued exercisable at 12p with an initial expiry date of 15 February 2021, with an option to extend the expiry date by one year. Of the total, 2,083,333 warrants were issued to Arato Global Opportunities LLP and expired on 15 February 2021 as the option to extend was not actioned. The exercise date on the remaining 2,000,000 warrants issued to Novum Securities Ltd was further extended by one year to 15 February 2023 and as at 31 December 2022 remain outstanding. 3. On 17 February 2020 4,450,000 warrants were issued exercisable at 4p with an initial expiry date of 27 February 2023. Of the total, 1,875,000 warrants were issued to Optiva Securities Limited and the remaining 2,575,000 warrants were issued to Novum Securities Limited. As at 31 December 2022, 2,256,250 warrants have been exercised, with the outstanding exercisable warrants being 2,193,750. 4. On 12 March 2021 1,020,000 warrants were issued to Novum Securities Limited exercisable at 10.5p with an initial expiry date of 12 March 2024, which was extended by a further year to 12 March 2025. As at 31 December 2022, no warrants have been exercised, with the outstanding exercisable warrants being 1,020,000. 5. On 18 June 2021 600,000 warrants were issued to Novum Securities Limited exercisable at 15p with an initial expiry date of 18 June 2024, which was extended by a further year to 18 June 2025, which was approved by the Directors. As at 31 December 2022, no warrants have been exercised, with the outstanding exercisable warrants being 600,000. 107 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 6. On 28 March 2022 690,000 warrants were issued to Novum Securities Limited exercisable at 9.0p with an initial expiry date of 28 March 2025. As at 31 December 2022, no warrants have been exercised, with the outstanding exercisable warrants being 690,000. 7. On 23 August 2022 3,600,000 warrants were issued to Novum Securities Limited exercisable at 5.5p with an initial expiry date of 23 August 2025. As at 31 December 2022, 1,800,000 warrants have been exercised, with the outstanding exercisable warrants being 1,800,000. 8. On 23 November 2022 1,099,768 warrants were issued to Novum Securities Limited exercisable at 8.0p with an initial expiry date of 23 November 2025. As at 31 December 2022, no warrants have been exercised, with the outstanding exercisable warrants being 1,099,768. The valuation of these warrants involves making a number of estimates relating to price volatility, future dividend yields and continuous growth rates. The Black Scholes model has been used to fair value the warrants, the inputs into the model were as follows: Grant date Share price Exercise price Term Expected volatility Expected dividend yield Risk free rate Fair value per warrants Total fair value of the warrants 1 April 2022 £0.1100 £0.0900 3 years 80% 0% 1.38% £0.109 £74,911 23 August 2022 £0.0638 £0.0550 3 years 80% 0% 2.52% £0.064 £229,576 23 November 2022 £0.1200 £0.0800 3 years 80% 0% 3.10% £0.120 £131,964 The weighted average exercise price of the warrants at the year end is £0.0814 (2021: £0.0664). The weighted average life of the warrants at the year end is 1.4349 years (2021: 1.1249 years). In addition to the total warrants fair value movement of £436,452, a further £13,204 (2021: £24,366) was recognised in the total fair value movement for the year, reflecting the impact of the warrants extension detailed above. 20. Reserves Details of the nature and purpose of each reserve within owners’ equity are provided below: • Share capital represents the nominal value each of the shares in issue. • Share Based Payments Reserve are included in the Consolidated Statement of Changes in Equity and in the Consolidated Statement of Financial Position and represent the accumulated balance of share benefit charges recognised in respect of share options and warrants granted by the Company, less transfers to retained losses in respect of options exercised or lapsed. • Warrants Issuance Cost Reserve are included in the Consolidated Statement of Changes in Equity and in the Consolidated Statement of Financial Position and represent the accumulated balance of charges recognised in respect of warrants granted by the Company less transfers to retained losses in respect of options exercised or lapsed. • The Retained Deficit Reserve represents the cumulative net gains and losses recognised in the Group’s statement of comprehensive income. • The Reconstruction Reserve arose through the acquisition of Predator Oil & Gas Ventures Limited. This entity was under common control and therefore merger accounting was adopted. 108 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 21. Related party transactions Directors and key management emoluments are disclosed note 7 and 19 and in the Directors’ remuneration report on pages 68 to 73. In addition to the Directors and key management emoluments, the executive Directors had various transactions that are disclosed in note 15. During the year, the Company incurred costs of EUR52,500 (£46,091) relating to capitalised operations and logistic costs in Morocco, of which EUR10,500 (£9,281) remains outstanding at the year end. These costs are payable to Earthware Energy Inc a company owned by/related to Karima Absa, the wife of Lonny Baumgardner. As at year end, the balance owed to Directors for their services are as follows: Paul Griffiths – £38,008 Lonny Baumgardner – £28,420    Alistair Jury – £2,000  Carl Kindinger - £1,183 22. Contingent liabilities and capital commitments The Group current minimum exploration commitment relating to Guercif is USD3,458,000. Further information can be found on page 26. 23. Litigation As at 31 December 2022, the Group is not currently involved in any litigation. However, the Company initiated litigation process with Challenger Energy Group Plc (“Challenger”) as per announcement on 7 June 2022. The process was resolved by 20 December 2022, when the Company announced that it had entered into a binding head of terms for the conditional sale of T-Rex Resources (Trinidad) Limited. 24. Events after the reporting date 25 January 2023 The Company announced an update on the drilling of the MOU-2 well in the Guercif Petroleum Agreement onshore Morocco. The MOU-2 well had been suspended with an option to re-enter after reaching a depth of 1,260 metres Measured Depth. Below the logged interval down to 1,010 metres Measured Depth a gross interval of 165 metres was penetrated with up to 100 metres of variable quality sand. The Moulouya Fan target had not been reached yet in MOU-2 as a consequence of the requirement to re- evaluate the drilling programme through the unexpected geological formation encountered in the well. The mud programme and its compatibility with the previously not seen sand-rich geological formation represented by the debris-flow will require re-evaluation to achieve a more cost effective rate of penetration. 6 March 2023 The Company announced that it had received an exercise notice from Optiva Securities Limited (“Optiva”) in respect of 2,035,714 warrants issued to it pursuant to warrant agreements with the Company: 1,875,000 of the warrants were exercisable at 4 pence per share whilst the balance of 160,714 warrants were exercisable at GBP0.028 per share. 109 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 The Company therefore allotted and issued to Optiva the total of 2,035,714 new ordinary shares (the “New Shares”) following receipt of the aggregate GBP79,500. 7 March 2023 The Company announced an update on the proposed testing of the MOU-1 well drilled and completed in 2021 in the area of the Guercif Petroleum Agreement onshore Morocco. In conformance with the current Moroccan regulatory procedures for rigless well testing, the Company had expressed in writing to the Office National des Hydrocarbures et des Mines (“ONHYM”) the intention to test MOU-1. 8 March 2023 The Company announced an update that, further to entry into a binding term sheet with Challenger Energy Group PLC and relevant subsidiary entities (“CEG”) as announced on 19 December 2022 (“the Transaction”), the Company had now completed all confirmatory due diligence and the Company and CEG have subsequently entered into fully termed long-form legal documentation. 17 March 2023 The Company announced that it had conditionally placed 15,500,000 new ordinary shares of no par value in the Company and 20,863,636 existing ordinary shares of no par value in the Company transferred by a director of the Company, Paul Griffiths, (the "Placing Shares") at a placing price of GBP0.055 each (the “Placing Price”) to raise GBP2,000,000 (before expenses) (the “Placing”). The Company will not have sufficient headroom to enable issue and admission of all of the 36,363,636 Placing Shares which are required to be issued pursuant to the Placing without producing of an FCA approved prospectus. The Company is therefore proposing to issue and admit 15,500,000 new ordinary shares (up to its existing headroom limit existing at 31 March 2023) on 3 April 2023. On the same date, it is also intended for a director of the Company, Paul Griffiths, to make up the shortfall by way of a loan of 20,863,636 existing ordinary shares (the “Loan Shares”) held by him in order to settle the Placing in a timely manner. For the avoidance of doubt, the transfer of the shares subject to Novum from Paul Griffiths involves no consideration being paid. The transfer of these shares is expected to be made on 3 April 2023. 28 March 2023 The Company released an update to the fund raising announced on 17 March 2023, whereby on that date the Company announced that it had conditionally placed 15,500,000 new ordinary shares of no par value in the Company (“New Shares”) and 20,863,636 existing ordinary shares of no par value in the Company (“Loan Shares”) transferred by a director of the Company, Paul Griffiths, at a placing price of 5.5 pence each (the “Placing Price”) to raise £2,000,000 (before expenses) (the “Placing”) for completion on 3 April 2023. The Company now confirms that the number of New Shares issued will be 14,174,056 whilst the number of Loan Shares to be transferred by Paul Griffiths will be 22,189,580. The Loan Shares were valued at £1,220,427 and accrue interest at a rate of 4% (four percent) above SONIA, with the default rate being 12%. The total funds raised by the Placing remains at £2,000,000, which is conditional on the New Shares being admitted to listing on the Official List (standard listing segment) and to trading on the London Stock Exchange's main market for listed securities ("Admission") on or around 3 April 2023 (or such later date as may be agreed by the Company and Novum). 110 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 29 March 2023 The Company announced the issue of share options to Moyra Scott a Drilling Manager in Morocco as well as her appointment as a director of the Group's subsidiary company Predator Gas Ventures Ltd. The total share options granted to Moyra were 3,000,000 options exercisable at 10.0 pence per share and will vest after 6 months or upon the release of a Company RNS with the MOU-3 wireline log results - whichever occurs first. 3 April 2023 The Company announced admission of 14,174,056 new ordinary shares of no par value in the Company (“New Shares”). The Company raised a total of £2,000,000 (before expenses). 4 April 2023 The Company announced that Predator Gas Ventures Morocco Branch ("PGVMB") has awarded the contract for the construction of the MOU-3 well pad platform and the improvement of access roads to Moroccan company Skayavers Sarl. Completion of permitting and survey requirements are expected to be finalised shortly. Civil works are due to start on or before 10 April 2023 to facilitate the commencement of drilling activities prior to the end of May. PGVMB confirmed that it has managed to source and order for delivery the most critical outstanding long lead items in what is a very competitive and challenging international market at present due to supply chain deficiencies. An update on the MOU-1 testing programme will be provided in due course and it is expected to be executed in April. It will be scheduled around the MOU-3 pre-drill planning, which is the current priority in order to enable MOU-3 to commence drilling at the earliest opportunity. The materials and logistical requirements for a potential re-entry of the suspended well MOU-2 are being evaluated, but it is not expected that any such operation would be executed before the completion of drilling p 25. Ultimate controlling party In the opinion of the Directors there is no ultimate controlling party as no one individual is deemed to satisfy this definition. 26. Prior year adjustment An error in relation to share based payments in the 2021 financial statements has been identified and corrected, and put through the financial statements as a prior year adjustment. The 2021 comparatives have been restated for the correction of this errors, details of which are given below. The prior year adjustment only impacts the December 2021 figures and therefore no third statement of financial position is required to be disclosed. The changes have resulted in changes in both the Statement of Comprehensive Income for 2021 and the Statement of Financial Position. However, the prior year adjustments have not had any impact on the overall accumulated loss stated for the Group for 2022 or the total net assets of the Group for 2022. In 2021, share options previous granted to a previous director were cancelled. In accordance with IFRS 2, the remaining charge of £118,751 should have been accelerated and expenses to the Statement of Comprehensive Income as a share-based payment. This resulted in an increased operating loss of £118,751. Subsequently, the total fair value of the share options of £237,278, as included in the share-based payment reserve should have been recycled to retained deficit. 111 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Reconciliation: Operating loss previously reported Accelerated share-based payment charge Operating loss as restated Share-based payment reserve previously reported Accelerated share-based payment charge Cancelled share options Operating loss as restated Retained deficit previously reported Accelerated share-based payment charge Cancelled share options Operating loss as restated £ (1,398,821) 118,751 (1,517,571) £ 729,700 118,751 (237,278) 611,173 £ (8,456,078) (118,751) 237,278 (8,337,551) 112 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Corporate information Directors Paul Stanard Griffiths (Executive Director – Chairman) Lonny Baumgardner (Managing Director) Louis Castro (resigned 31 May 2022) George Staley (resigned 8 March 2022) Alistair Jury (appointed 12 May 2022) Thomas Evans (appointed 12 May 2022 resigned 24 October 2022) Carl Kindinger (appointed 24 October 2022) Company Secretary Oak Secretaries (Jersey) Limited Registered Office Joint Broker and Placing Agent Joint Broker and Placing Agent Auditors Legal advisers to the Group as to English law Legal advisers to the Group as to Jersey law 3rd Floor, IFC5 Castle Street St. Helier Jersey JE2 3BY 3rd Floor, IFC5 Castle Street St. Helier Jersey JE2 3BY Telephone+44 (0) 1534 834 600 Novum Securities Limited Lansdowne House 57 Berkeley Square London W1J 6ER Optiva Securities Limited 118 Piccadilly London W1J 7NW PKF Littlejohn LLP 15 Westferry Circus Canary Wharf London E14 4HD Charles Russell Speechlys LLP 5 Fleet Place London EC4M 7RD Pinel Advocates One Library Place St. Helier Jersey JE2 3NY 113 Predator Gas and Oil Holdings Plc For the year ended 31 December 2022 Competent Person Registrar Financial PR Principal Bankers SLR Consulting (Ireland) Ltd 7 Dundrum Business Park Windy Arbour Dublin 14, D14 N2Y7 Republic of Ireland Computershare Investor Services (Jersey) Limited Queensway House 13 Castle Street St. Helier Jersey JE1 1ES Flagstaff Strategic and Investor Communications 1 King Street London EC2V 8AU Barclays Bank Plc 13 Library Place St. Helier Jersey JE4 8NE 114 

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