30 June 2025

Chariot Limited

("Chariot" or the "Company")

2024 Final Results

Chariot (AIM: CHAR), the Africa focused energy company, today announces its audited final results for the year ended 31 December 2024.

Adonis Pouroulis, CEO commented:

"Over the past five years, Chariot has been focused on developing scalable transitional energy projects across the African continent. We have built out a broad portfolio of assets spanning gas, renewable power, green hydrogen and water throughout this period and we have continually reviewed and evaluated the strategy and future direction of each of these pillars as they have moved forward. Following recent developments, our gas and power pillars now have their own momentum and we believe now is the right time to split the Group, in order to maximise value for shareholders.

Some of Chariot's core strengths lie in its ability to be nimble, spot an opportunity, adapt when needed and we will now evolve again into two distinct businesses - Upstream Oil and Gas, and Renewable Power - to create two investment opportunities and look to release unrecognised value that is sitting within the Group. We have a clear plan for both entities and see the potential to deliver material growth with each one. As major investors, the Board and wider team are very much aligned and focused on delivering success and we look forward to this next phase of Chariot's journey."

Key Highlights throughout 2024 and Post Period:

Transitional Gas

Offshore Morocco:

·      Partnered with Energean plc ("Energean") on the Lixus and Rissana licences offshore Morocco with Energean taking operatorship and carrying the Anchois-3 drilling campaign

·      Drilling commenced at the Anchois-3 well in August 2024 and completed in September 2024, having drilled safely and efficiently to target depths

o  Multiple gas bearing reservoirs were discovered in the B sand appraisal interval in the main hole, although with thinner associated gas pays than anticipated, and other target reservoirs were found to be water wet

·      Recently completed the transfer of licences back from Energean with operatorship and 75% working interest returned to Chariot

·      Working with ONHYM to assess a rescaled Anchois development based on discovered resources 

·      Continued development of the prospectivity and portfolio of opportunities across Lixus and Rissana

Onshore Morocco:

Two well drilling campaign successfully conducted in May 2024

o  Gas discovery confirmed from drilling the OBA-1 well at the Dartois prospect - gross interval approximately 70m of primary interest identified

o  The RZK-1 well drilled on the Gaufrette prospect confirmed good quality reservoir and multiple gas shows, though this was sub-economic

o  OBA-1 well cased and cemented with a Christmas tree installed for rigless flow testing and potential use as a future producer

·      Heads of Terms agreement signed with Vivo Energy in June 2024 to progress future commercialisation of onshore gas to industry business

·      Integration of well results and ongoing reprocessing work has mapped over 100Bcf of resource potential across the licence - multi-well and test programme described with farm-out process underway to fund and progress next steps

Transitional Power

·      Strategic Review initiated to look to secure funding at the subsidiary level and enable ongoing growth and development of the portfolio - multiple expressions of interest received from South African focused investors to finance both the Etana platform and generation assets

Electricity Trading:

·      Etana Energy is now a fully financed, bankable entity

o US$155 million Guarantee Financing Facility secured from British International Investment ("BII"), GuarantCo and Standard Bank

o Up to US$20 million equity investment secured from Norfund

Renewable Generation Projects

·      Three wind projects totalling 315MW nearing financial close

·      Ongoing progress across power to mining projects:

o  Tharisa - 40MW solar project in South Africa working in partnership with TotalEnergies

o  First Quantum Minerals - 430MW solar and wind projects in Zambia working in partnership with TotalEnergies

o  Karo - 30MW solar project in Zimbabwe, working in partnership with Solarcentury

·      10% stake in the Essakane 15MW solar project in Burkina Faso sold to Iamgold, the operators of the Essakane gold mine for US$167k in January 2025

Water:

·      Water desalination project in Djibouti performing well

·      Ongoing evaluation of other water provision opportunities within Africa

·      Pursuing funding of this business at the subsidiary level

Green Hydrogen

·      Feasibility study completed on Project Nour in Mauritania in March 2024 alongside partner TEH2 (80% owned by TotalEnergies and 20% owned by the EREN Group)

o  Confirmed world class scale and outlined first phase pathway for domestic and export development

·      Partnership with UM6P and Oort Energy continues on proof-of-concept projects in Morocco

o  1MW electrolyser commissioned and produced first green hydrogen in the UK in advance of relocation to Morocco

·      Pursuing funding of this business at the subsidiary level

Corporate

·      Andrew Hockey appointed as Non-Executive Chairman in October 2024

·      Placing and oversubscribed Open Offer successfully raised gross US$7.1 million in June 2025

Investor Webcast

Management will host a live interactive presentation on the Engage Investor platform at 9am BST on 4 July 2025. Investors are able to register for the event ahead of time and can do so by clicking on the below link. There will be a Q&A session at the end of the presentation and participants can pre-submit questions ahead of the event or any time during the live presentation.

 https://engageinvestor.news/CHAR_IP25  

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014, as retained in the UK pursuant to S3 of the European Union (Withdrawal) Act 2018.

Enquiries

NOTES FOR EDITORS:

About Chariot

Chariot is an Africa focused energy group with two core business streams: Upstream Oil and Gas and Renewable Power.

Chariot's Upstream Oil and Gas pillar is focused on building out a full-value chain upstream growth business within Africa. Chariot holds a diverse footprint in Morocco with its offshore and onshore licences and is pursuing a range of new ventures with a focus on oil and gas opportunities.

Chariot's Renewable Power business is focused on providing competitive, sustainable and reliable energy through generating and trading renewable power in South Africa as well as progressing the development of its power-to-mining and water projects on the continent. Chariot is also continuing to advance its green hydrogen asset, Project Nour in Mauritania and the 1 MW electrolyser pilot project in Morocco.

The Ordinary Shares of Chariot Limited are admitted to trading on AIM under the symbol 'CHAR'. 

https://chariotenergygroup.com

CHAIRMAN'S STATEMENT

I am pleased to present Chariot's Final Results for 2024, my first as Chairman, and to report on our activities throughout this period. Firstly, I would like to take this opportunity to thank Chariot's outgoing Chairman, George Canjar, who retired in October 2024. His counsel was very much valued throughout his time on the Board.

Overview

Within the context of an ever-evolving energy landscape and the backdrop of macro and geopolitical dynamics, there remains an unwavering and increasing need for sustainable, secure power across the globe. Africa alone has a huge energy deficit, and demand is only set to rise further as populations continue to grow and countries look to embrace industrial and technological advances.

Chariot's overarching strategy is to develop scalable energy projects within Africa as we look to harness the continent's abundant natural resources and generate competitive and accessible sources of supply. Our values sit at the heart of the Company and underpin how we approach and conduct our business. We seek to develop projects that will have a positive impact, we are committed to working with respect, collaboration and integrity and we will continue to pioneer and seek out opportunities where we can invest, add value and grow. 

Throughout 2024, we continued to develop each of the projects within our Transitional Gas, Transitional Power and Green Hydrogen portfolios, all of which have their own important attributes. With our gas assets in Morocco, we hold an offshore and onshore portfolio in a fundamentally advantaged location that has direct access to both domestic and export markets and is home to one of the best fiscal regimes in the world. South Africa has some of the greatest wind and solar load factors globally, there is significant public and private investment going into its renewable energy sector and it has clear objectives in developing its power capacity to reduce its reliance on coal. Mauritania has abundant land, wind, solar and water resources and we are partnering with world class resource companies across our development projects. With our water business we are looking to help address the important issue of scarcity as we see water as a key commodity and growth opportunity of the future.

Transitional Gas

We drilled three wells in Morocco in 2024, two onshore in our Loukos licence, which resulted in a gas discovery in the OBA-1 well, and a multi-objective offshore well in partnership with Energean on the Anchois gas field. Whilst the latter did not deliver the additional resource volumes that would have enabled an expanded development, multiple good quality gas bearing reservoirs were found in the main B sand appraisal interval. As we outlined in our recent announcement, Chariot has now regained operatorship and 75% working interest in our offshore licences. We remain committed to progressing the work programmes and will collaborate with ONHYM to assess and adapt the Anchois development plan based on discovered resources. Our team have also conducted a great deal of work on the Loukos onshore licence over the past months with the interpretation and analysis of re-processed 2D and 3D seismic data. This, along with data from our drilling and past discoveries on block, has revealed larger volume targets within the acreage with over 100Bcf of resource potential now identified. The team have mapped out a multi-well drilling and testing programme and the forward plan for Loukos is to partner, pursue this campaign and aim to move forward with a meaningful development.

In response to an industry wide shift that is seeing increased interest in oil and gas investments, Chariot has also broadened its strategy to capture this opportunity and the team is evaluating production, development and exploration assets as it looks to build out an upstream oil and gas business that spans the full value chain.  

Transitional Power

Our Transitional Power pillar has gone from strength to strength, in the main due to the growth and financing of Etana Energy, our electricity trading business in South Africa. As we announced in December, Etana secured US$100 million in guarantee finance from BII and GuarantCo, which served to validate Etana's business model and was an important first stage of the financing process. We subsequently announced US$75 million in guarantee financing and equity investments from Standard Bank and Norfund. This further underpinned the balance sheet and will provide working capital to enable future growth. This combined financing means that Etana is now fully funded through to first revenues, has the potential to unlock over US$500 million of renewable development projects and further endorsed the value that we see within this business. We have also progressed the power to mining and water assets that sit within our portfolio and look forward to getting the first round of renewable generation projects to financial close by the end of this year.

Green Hydrogen

In March 2024 we announced that we have completed the Feasibility Study on our large-scale green hydrogen project in Mauritania, Project Nour. We are developing this in partnership with a subsidiary of Total Energies and the completion of this study further corroborated Nour's size, with the potential for 10 GW of electrolysis to be installed, meaning it could become one of the largest green hydrogen projects globally. It has the potential to have a material impact both as a domestic and export producer and the study set out next steps and a first phase development plan. The 1MW electrolyser, developed by Oort Energy with whom we are working with on pilot projects in Morocco, was commissioned and produced its first green hydrogen at its testing site in the UK earlier this year and this will be heading to site in the near future.

Looking Forward

In this ever-evolving world, we recognise that Chariot must also evolve in order to capture the market opportunity in front of it. As recently announced, we are now looking to demerge the Chariot Group and create two businesses, one focusing on upstream oil and gas and the other on renewable power, the latter of which will also house our hydrogen and water assets. As a Board we believe that now is the right time to do this. We believe that these two businesses can now stand independently of each other, they have their own momentum but importantly, this will enable us to unlock and realise the full value of the Company's asset base.

In conclusion, I would like to thank my fellow Board members and Chariot colleagues for their continued diligence and hard work. I look forward to the next steps in the Company's evolution, leading to a bright future for Chariot.

Andrew Hockey

Chairman

29 June 2025

CEO's REVIEW

Welcome to our Final Results as we report on our activities throughout 2024 and, importantly, look to the rest of 2025 and beyond. The past period has seen significant developments across our portfolio, but I am going to take this opportunity to talk about the future as we set out our forward plans today.

Five years ago, the Chariot Board took the decision to move into transitional energy, broadening our strategy to work across what was a growing global thematic in a sector where we could leverage our wide network across the African continent to build out a diverse asset base. During this period, we successfully developed a portfolio of gas, renewable power and green hydrogen pillars, and we are very proud of the footprint we have established to date, but with recent developments in each pillar we now have two very different core entities - Upstream Oil and Gas, and Renewable Power. These two businesses now have divergent growth trajectories, their own business plans and importantly, their own attributable value, something that is not currently recognised or reflected in our market capitalisation as a combined Group. The world has also changed, and we are cognisant of the shift in sentiment around the energy transition, something the majors have adjusted in their strategies too. We have always carefully considered our future in step with developments and in response to where the market will attribute value and we are addressing this as we look to adapt our strategy again. There is still the broad theme that connects all the assets within our portfolio, they are all investment opportunities that offer significant growth potential, but now is the time to split the Chariot Group into two to unlock this potential, release the inherent value and enable both businesses to grow.

Upstream Oil and Gas

Whilst the upstream business is widening its remit to encompass both oil and gas opportunities, we are still very much committed to developing the material value that we see within our Moroccan acreage.

Our portfolio includes three distinct projects within our offshore and onshore licences that offer a range of investment opportunities - an offshore gas development where we are looking to redefine the Anchois development, offshore oil and gas exploration within our wider Lixus and Rissana licences which have giant scale, drill ready prospects and onshore gas appraisal in our Loukos licence which offers a low cost and high value commercial opportunity. Whilst the drilling on the Anchois gas field last year did not deliver upside resource volumes, we did find gas, and with the discovered resources in the Anchois-1 and Anchois-2 wells, we know we are sitting in an active hydrocarbon system which we believe can still deliver an economic development. Now that we have regained operatorship and our 75% equity interests offshore, we are once again in control of our future in this acreage and have three projects that have the potential to attract different partners to help fund and deliver further work programmes. We have already had inbound interest from entities who are potentially interested in partnering with us as gas remains a strategic commodity for Morocco, it continues to be fundamental to their economy and they are keen to develop their domestic resources. 

In moving away from being solely gas focused, we open up a much wider world of hydrocarbon opportunities and we have also decided strategically to shift Chariot from being primarily exploration focused, to prioritise the securing of near-term production and producing assets. We continue to pursue our new venture in Namibia, where we hold a 10% back in right, but we also have a number of additional opportunities under review where Chariot can leverage its expertise, with a focus on high quality targets that offer low entry costs and short cycle times. Our objective is to build out a balanced portfolio that spans the full upstream pipeline and we believe we are able to access these as one of the few small independent companies that has strong operating experience in Africa. We will primarily be looking to fund these at the subsidiary level as we have done with other parts of the business and, as with our gas assets, we will also seek to partner as we build out and develop this part of the portfolio.

Renewable Power

Our Renewable Power portfolio is centred on Trading and Generation assets. Etana Energy, which was just a concept in 2022, is now a fully financed, bankable business and we have a circa 400MW gross generation asset portfolio that is moving toward financial close with Tier 1 partners. This progress has been underpinned by the oversubscribed demand we have received from industrial and commercial customers looking for long term, sustainable supply and we believe we have a very scalable business that is at the forefront of helping to resolve the energy situation in South Africa.

The US$175 million financing package secured with major funding institutions has effectively built a balance sheet around Etana. The US$20 million equity investment made by Norfund will both support Etana's growth and provide working capital through to first revenues, whilst providing a read-through valuation for Chariot's economic interest in the Company. Chariot's current market capitalisation is broadly the same as Norfund's investment, which we believe illustrates the hidden value in the wider Group, and it is also important to note that this valuation point does not include our generation, green hydrogen or water assets.

Chariot's involvement in Etana also unlocks the Company's direct equity participation in several significant wind and solar projects in South Africa, which will provide a second material revenue stream for the Company. Chariot is working alongside a major European Independent Power Producer ("IPP") on these assets, and this power generation is directly linked into the offtake customers as part of Etana's wheeling capacity. Progress also continues on the development of the 40MW solar project at Tharisa's PGM mine in South Africa. Our equity stake will be financed at the subsidiary level with financial close on these generation projects expected over the coming months and we expect to have 100MW of power generation, net to Chariot, under construction by the end of the year. As with the trading business, participation in future generation projects offers wide ranging, long-term growth potential.

Chariot's power to mine projects for First Quantum Minerals and Karo, which are part of an important longer term pipeline, are progressing well and we are also considering a number of opportunities related to Chariot's water business.

The market has cooled around green hydrogen for the time being, but we still see it as playing a fundamental part in achieving lower carbon emission targets. We continue to work across our asset portfolio, whilst looking at other possibilities in this sector, as we remain convinced it will be another future catalyst for growth.

Two Investment Cases and Two Growth Opportunities

Our Upstream business offers a higher risk but higher reward investment profile, albeit we have looked to mitigate this risk through partnering over the years. We have always looked at new ventures but in widening our remit to encompass oil and near-term production or producing assets, we are seeing a broader set of opportunities come our way for evaluation. We are looking to take advantage of our long history of working in Africa and reputation in this space and look forward to providing updates as soon as we are able to do so. 

The Renewable Power business offers lower risk and more predictable returns to those of high impact oil and gas, but these are long term, reliable income streams and there are a range of growth opportunities here too. Within Etana, as the private generation market matures, there is the potential to look to trade third party electricity and over the longer term the team will be looking to expand into the Southern Africa Power Pool, where wider deregulation is taking place. The team will also be investigating battery energy storage solutions. On the generation side, Chariot will continue to look to leverage its stake in Etana to pursue more equity investments in generation projects and further tap into the significant growth potential within this sector. Over time management will also look at wider financing options which could include securing a longer-term strategic partner to both fund and grow with.

With these two distinct businesses we now have investment cases that offer different return profiles and will attract different investors. There have been two catalysts around the timing of looking to a demerger now, firstly, resecuring our operatorship in Morocco and secondly, finalising the funding for Etana. It is our belief that by separating the Group into two vehicles we can look to give our shareholders the proverbial 'two bites of the cherry' and create an opportunity to attract different pools of capital.

Conclusion

Thank you as ever to all the Governments, partners, stakeholders and colleagues that we work with. It is a pleasure to work with the Ministries in Morocco, Mauritania, South Africa, Namibia, Zambia, Zimbabwe and Djibouti and each of the teams we have in country. Thank you to our shareholders for their ongoing support of the recent fundraise. We as a Board and management team continue to be the largest investors in the Group so we remain very much aligned with our fellow holders and we have a material interest in creating value and delivering success.

We are now forming two standalone business units in an emerging market and on an untapped continent which has the resources to provide power in all its shapes and forms to an ever-hungry, energy demanding and consuming world. Chariot sits right within this mix as we look to provide opportunities and solutions to supplying much needed energy across Africa and the globe. We will continue to be nimble, entrepreneurial and adapt where we may need to but we have a clear plan to deliver value in dividing the Group this year, implementing our new upstream strategy and growing our renewable power portfolio.

Adonis Pouroulis

Chief Executive Officer

29 June 2025

CHIEF FINANCIAL OFFICER'S REVIEW

Funding and Liquidity as at 31 December 2024

The Group had a cash balance of US$2.9 million as at 31 December 2024 (31 December 2023: US$6 million) and net liabilities excluding cash of US$3 million (31 December 2023: US$3.2 million). Post year-end, net proceeds of US$6.5 million were received in June 2025 from a further successful equity fundraising and the Group remains debt free.

During 2024, the Group invested c.US$21 million (31 December 2023: c.US$23 million) into the business through its exploration campaigns offshore and onshore Morocco, business development within the Transitional Power and Green Hydrogen businesses, and administration activities.

The farm-out proceeds of US$10 million from partnering with Energean in April 2024, along with net proceeds of the US$9.1 million equity fundraise in August 2024, allowed the Group to execute the drilling of two wells onshore Morocco in addition to the full exploration well carry offshore; progress business development activities; mature and generate value in the Transitional Power business to the point of subsidiary financing in Etana; and progress other projects within renewables, water and the Green Hydrogen pillar.

As at 31 December 2024, US$0.7 million of the Group's cash balances were held as security against Moroccan licence work commitments. The decrease from US$1.05 million as at 31 December 2023 was due to a reduction in bank guarantees relating to the offshore licences in Morocco.

Financial Performance - Year Ended 31 December 2024

The Group's loss after tax for the year to 31 December 2024 was US$22.3 million, an increase of US$6.7 million on the US$15.6 million loss incurred for the year ended 31 December 2023 primarily driven by impairments to inventory of US$1.9 million and drilling costs on the Morocco onshore licence of US$ 5.1 million. This equates to a loss per share of US$(0.02) compared to a loss per share of US$(0.02) in 2023.

The share-based payments charge of US$3.4 million for the year ended 31 December 024 was US$2.3 million lower than the US$5.7 million in the previous year due to the vesting of historic employee and Directors' deferred share awards.

To provide further detail of total operating expenses, green hydrogen and other business development costs have been split out from other administrative expenses within the consolidated statement of comprehensive income.

Green Hydrogen and other business development costs of $1.6 million (31 December 2023: $1.3 million) comprise non-administrative expenses incurred in the Group's Green Hydrogen business development activities, the majority of which relate to Project Nour in Mauritania and developing the electrolyser pilot project in Morocco.

Other administrative expenses of US$10.1 million for the year ended 31 December 2024 are higher than the previous year's US$8.7 million reflecting an increased share of the costs of Etana in its pre-financing phase and associated professional fees in the financing project of Etana.

Finance income of US$0.2 million (31 December 2023: US$0.2 million) reflects bank interest received on the cash balance over the period, as well as foreign exchange gains on non-Sterling currencies.

Total finance expenses of US$0.4 million (31 December 2023: US$0.2 million) include a reduction in foreign exchange losses of US$0.2 million, which were higher in the prior period reflecting the higher cash balances in sterling through the period. A US$0.1 million expense (31 December 2023: US$0.1 million expense) on the unwinding of the discount on the lease liability under IFRS 16 and a $0.2 million expense on the unwinding of Etana contingent consideration are included (31 December 2023: $Nil).

Exploration and Evaluation Assets as at 31 December 2024

The carrying value of the Group's exploration and evaluation assets comprise US$52.1 million (31 December 2023: US$61.8 million) in relation to the existing offshore Moroccan geographic area, and US$4.4 million in relation to onshore Morocco (31 December 2023: US$1.2 million).

The reduction in the carrying value of the offshore Morocco cost pool reflects the credit of US$10 million in farm-in proceeds from Energean. Additions of US$2.8 million to the offshore Morocco pool (31 December 2023: US$10 million) were mostly offset by joint venture recoveries of US$2.5 million primarily due to the secondment of Chariot's drilling team to the Anchois-3 well. Whilst the results of the Anchois-3 well were disappointing in September 2024, Chariot was fully carried through the drilling campaign which is a validation of our partnering strategy. In the onshore geographic area, a further US$8.3 million (31 December 2023: US$1.2 million) was invested in a two well drilling campaign in the Loukos licence, which yielded one gas discovery in the Dartois target (OBA-1) and one sub-economic well on the Gaufrette target (RZK-1), for which costs of US$5.1 million have been written off.

Other Assets and Liabilities as at 31 December 2024

The carrying value of goodwill of US$0.4 million as at 31 December 2024 (31 December 2023: US$0.4 million) reflects the intellectual property, management team and customer relationships acquired through the business combination of AEMP in 2021. In 2022, three Memoranda of Understandings were announced for projects in the mining portfolio totalling over 500MW of power. These projects are large scale and are being progressed through partnership agreements, with minimal commitments in the near term. No impairment of the goodwill was identified in the period from acquisition to 31 December 2024.

The fair value of the Group's investment in power projects relates to the 10% project equity holding in the Essakane solar project in Burkina Faso as acquired with AEMP and is valued at US$0.2 million (31 December 2023: US$0.3 million). The fair value of the project was adjusted down to US$167,000 to reflect the sale completed in the post-period.

US$0.6 million capitalised in property, plant and equipment relates to the desalination plant proof-of-concept water project in Djibouti, which has generated associated revenue of US$162,000 in 2024 (31 December 2023: US$80,000, having started in July 2023).

In 2024, remaining items from recent drilling campaigns have been disposed of or impaired in full resulting in an impairment loss of US$1.9 million. The remaining balance of items totalling $0.1 million was sold in the post-period.

As at 31 December 2024, the Group's net balance of current trade and other receivables and current trade and other payables shows a net current liability position of US$3 million (31 December 2023: US$3.2 million) with the decrease primarily due to a reduction in payables on the Moroccan licences.

Under IFRS 16 the UK office lease results in a depreciating right-of-use asset of US$0.7 million (31 December 2023: US$1.2 million) and a corresponding lease liability based on discounted cashflows of US$0.8 million (31 December 2023: US$1.3 million).

Outlook

Following the oversubscribed fundraising, that was successfully completed in June 2025, we will now focus on demerging the Upstream and Renewable Power businesses. We firmly believe that, in Etana, we have created a unique business that is very well placed to capture the opportunity from the rapidly reforming South African electricity market and see long-term growth within the power generation market. We look forward to the next steps for our Moroccan projects, as we work in partnership with ONHYM to redefine and adapt our development plans across our offshore and onshore acreage and recognise that further partnering activities are a priority, particularly within Morocco itself, to progress these assets. We are also excited by the range of new ventures that we are evaluating as we engage our network and expertise across the African continent.

Julian Maurice-Williams

Chief Financial Officer

29 June 2025

UPSTREAM OIL AND GAS

As Chariot has evolved over the years, so too has our hydrocarbon strategy, and we have remained both flexible and dynamic as we have adapted to changes across the industry. Now, in response to the notable shift back into oil and gas exploration, we are resetting and redefining our Upstream portfolio to look to capture the opportunities that this brings and are embracing a renewed, broader vision for our independent oil and gas business.

We aim to leverage our management and technical team experience and network across Africa to access high impact oil and gas projects that span the full value chain. We are focused on growth and our strategy is to identify overlooked, undervalued opportunities that may lie under the remits of larger companies and could benefit from our operating and technical experience. As a smaller sized operator, we have a niche position within this sector and with our strong track record of funding projects through partnering, we are accessing and evaluating a range of near-term growth opportunities.

The industry has also seen a move back towards early stage but larger-scale offshore activities, taking advantage of advances in technology, with industry leaders pushing the boundaries back into deep-water exploration and we believe our assets that have multi-Bboe oil and multi-TCF gas resource potential also sit very much within this trend.

We are looking to expand and diversify our portfolio through the identification of high-quality opportunities across exploration, development and production but simultaneously we remain committed to advancing our existing Moroccan portfolio.

Morocco

In an advantaged acreage position, with direct access to Morocco's primary industrial and infrastructure hubs, Chariot owns and operates three petroleum licences with a 75% working interest in each of its offshore Lixus and Rissana and onshore Loukos licences. The Moroccan state-owned Office National des Hydrocarbures et des Mines ("ONHYM") holds the remaining 25% working interest in all licences. Last year, we successfully completed two drilling campaigns, safely and efficiently, effectively drilling four wells in the process.

Across our acreage, we have a portfolio of scalable opportunities, including low-cost, near-term development assets, appraisal targets and drill-ready exploration prospects. Importantly, Chariot remains dedicated to looking to provide energy directly into the domestic market and our range of development options gives us multiple routes of supply. With our in-country knowledge and relationships, we are looking to work with the Kingdom of Morocco to help provide power to industry, but also, being on the doorstep of Europe, enable the export of surplus volumes into Spain via the existing GME pipeline. Currently, Morocco imports nearly all of its hydrocarbons so is therefore also incentivised to promote oil projects.

We are committed to playing a part of the growing Moroccan energy landscape and their rapidly growing economy, where project value is underpinned by excellent fiscal terms in country. There is an increasing range of other operators who are also driving investment there and we see a very positive future for the E & P sector.

Anchois Gas Field: Re-focusing on a Core Development

In December 2023, we announced a partnership agreement with Energean on our Lixus and Rissana offshore blocks, with them taking over operatorship and a 45% and 37.5% working interest, respectively.

The Anchois-3 drilling campaign was carried out in September 2024 and had three key objectives; to re-drill the discovery interval encountered in the Anchois-1 and Anchois-2 wells, to appraise the additional intervals newly discovered in Anchois-2, and to expand the development resource base by unlocking further exploration targets.

In re-drilling the discovery, we encountered gas in the main B sands which were thinner than hoped but still provided an additional 24m net pay in the east of the field. The appraisal leg of the well assessed the reservoir associated with the C and M sand but demonstrated poorer reservoir development compared with Anchois-2 in a down-dip, off-axis location. The exploration objectives, which focused on the O sands did not deliver the additional volumes required to enable an expansion of the initially planned Anchois development, but did encounter thick intervals of good quality reservoir, which is important for surrounding prospectivity of the same age.

The campaign did not deliver the anticipated results with the main reason related to the trapping integrity of the fault seals across the Anchois field structure. The rich set of subsurface data acquired during the campaign will help further inform and revise the subsurface interpretation and Chariot remains confident that the Anchois gas field retains the potential for an economically viable development. Improved seismic calibration has the potential to also de-risk the gas resource distribution and volumes in surrounding tie-back prospects, which may augment Anchois gas resources. The reservoir quality from Anchois-3 in the gas pay intervals of the B sand reservoir alone confirms the potential for high-rate producer wells in an eventual development. Additionally, the drilling performance was excellent, with higher deviations than previous campaigns, which will assist us in the optimisation in the design of any future development wells and their associated completions.

In May 2025, we announced that Energean had transferred their equity back to us, and we will now work with ONHYM to look to adapt and rescale the offshore gas development project whilst incorporating the further de-risked surrounding prospectivity. Having already completed a previous Front End Engineering and Design ("FEED") study and with environmental permits in place, we already have a mature development plan which can be utlilised for such a revised development. The initial farm-out process attracted a range of industry interest which validated our approach to the project, and which sets us in good stead as we may look to this market again in the future to help us to advance the project. We also believe that the increased appetite from upstream investors within Morocco will bring additional prospective financing options for the project.

Exploration: A Portfolio of Opportunities

With a contiguous block presence over northern Morocco of c.10,000km², onshore to offshore, and utilising circa 3,000km² 3D and over 10,000km of 2D seismic data, Chariot has developed a unique understanding of the evolutionary history of this basin and its related hydrocarbon prospectivity. We have used this advantage to identify a substantial exploration prospect and lead inventory across our acreage, including giant-scale drilling opportunities. The data and subsurface insights from our drilling campaigns both onshore and offshore during the past year are also invaluable in fine-tuning this understanding and will be instrumental in maturing our forward work and development programmes. 

Lixus and Rissana Offshore

The wider exploration prospectivity across the vast Lixus and Rissana licences encompasses a variety of reservoir systems of the Rharb basin.

The Tertiary deepwater reservoir play of the Anchois gas field also underpins several other high-graded exploration opportunities such as Anchois West and the Anguille prospect. Anguille, which is located in shallow water and in proximity to the planned Anchois offshore flowline route, offers an attractive near-term drilling opportunity which has clear operational synergies with Anchois, and which could augment Anchois gas resources to deliver a more valuable development, or even be a lower-CAPEX initial development. Together with other nearby prospects, this shallow water cluster of prospects holds a total internal best estimate recoverable resource base of approximately 500Bcf, with Anguille alone holding a potential of 169Bcf P50 resource, (as independently assessed by Netherland Sewell Associates Inc ("NSAI")).

In Rissana, giant-scale resource potential exists in higher risk, higher reward opportunities that offer both oil and gas targets. The Jurassic delta clastic play, hosts a variety of prospects across delta-top, slope and basin floor settings imaged on modern 3D seismic data, including the Beluga prospect which is estimated to contain prospective resources of over 2Tcf (in a gas case) or 0.55 BBbbls (in an oil case) as independently assessed by NSAI. Recent work has also identified a Miocene basin floor fan play, which holds multi-Tcf potential, and has the potential for further uplift and definition of attractive drilling opportunities subject to the acquisition of further seismic data.

With the renewed focus on exploration investments within the sector, we believe that these offshore opportunities represent an attractive farm-out opportunity. Going forward we will look to partner on these areas to progress the work programmes towards further drilling and to unlock the significant potential we recognise.

Loukos Onshore

Having successfully and safely delivered a fast-tracked two well drilling campaign, Chariot announced the results of the RZK-1 well and a gas discovery at the OBA-1 well in the Loukos Onshore block in May 2024.

Through this drilling campaign, our first located in an onshore setting, we gained invaluable operational expertise and were able to de-risk a previously overlooked reservoir system which was found to be well-developed in both wells and with intervals of excellent quality. The RZK-1 well, the first in the campaign, encountered a 200m gross interval of quartz rich, shelf-slope channel sands, with gas shows, although unfortunately this was found to be largely water-bearing on wireline logs. In OBA-1, the second well, drilled 10km to the north-east of RZK-1, reservoir sands of various quality were encountered over a gross interval of approximately 200m. Within this interval, potential gas pays were identified coincident with high resistivity and elevated mudgas readings, and the well was left suspended with a Christmas tree installed to allow future testing operations.

Alongside the drilling activities, we have also performed an extensive seismic re-processing of the existing 2D and 3D seismic datasets and the step-change in imaging has allowed us to regionally map the distribution of the reservoirs encountered in the wells in a basin which remains under-explored. This interpretation work has also identified deeper, larger-scale exploration opportunities in new plays, supported by offset well results, which offer more material resource potential. The total resource base of discovered, contingent and prospective resource is now internally estimated at over 100Bcf P50 recoverable, which offers significant potential value considering the lower costs and high industrial gas prices within reach of the Loukos licence area. Our forward path on this licence is to conclude a farm-out process with the aim of attracting an aligned partner to assist in the funding of a multi-well drilling and testing campaign to confirm the gas resources required to unlock a development from legacy discoveries and potentially new exploration drilling.

New Ventures: Diversifying Our Future

We continue to pursue the opportunity to return to active participation in Namibia, in the southern Orange basin where we hold a 10% back-in right and were an early entrant in exploring this region. Significant discoveries have recently been made offshore and we intend to secure a preferential position in this global exploration hotspot using our team's expertise and deep subsurface understanding to identify prospects, attract partners and ultimately expedite an exploration drilling campaign.

As we move forward with our broader hydrocarbon strategy, we will draw on our network, experience and operational track record on the continent to identify attractive business development opportunities. In originating these deals, we need to remain opportunistic, however we will look to avoid competitive processes and to focus on areas where we identify value overlooked by the industry. In looking for scalable projects, typically this will be a combination of exploration, near-term development and late-life production, where we see the biggest scope for value creation.

Importantly, and in order to create a balanced portfolio, we are targeting projects in the best basins where we believe future funding can be attracted at the asset level, through successful partnering in the case of exploration or debt financing in the case of development or producing assets, for example.

We are now at a new beginning of building out a fully fledged upstream company, which already contains an attractive set of exploration and development projects in our Moroccan portfolio, whilst we look to secure valuable projects from a growing pipeline of new venture opportunities.

Duncan Wallace

Technical Director

29 June 2025

RENEWABLE POWER

Chariot's Renewable Power business is focused on providing competitive, sustainable and reliable energy through generating and trading renewable power in South Africa as well as progressing the development of its power-to-mining, water and green hydrogen projects on the continent.

As set out in March last year, Chariot undertook a strategic review of this business to look to secure funding at the subsidiary level and enable ongoing growth and development of the portfolio. Management subsequently conducted an extensive roadshow in South Africa and met with a range of investors as part of this process and multiple expressions of interest were received from South African focused investors to finance both the Etana electricity trading platform and generation assets.

Electricity Trading

Chariot's Transitional Power business has materially shifted focus in recent months due to the developments made by Etana Energy. Etana, with respective ownership updated post period end to Chariot (economic interest (34%)), H1 Holdings (Pty) Limited ("H1") (economic interest (36%)), Norfund (economic interest (20%)) and Standard Bank (economic interest (10%)), is focused on providing competitive, sustainable end-to-end energy solutions through the connecting of power generation projects to commercial and industrial users by aggregating and wheeling electricity across South Africa's national grid. H1, which co-founded Etana along with Chariot, is a black-owned and managed company based in South Africa, which has a proven track record in developing and investing in large renewable projects.

Market Opportunity

Major deregulation has been taking place in South Africa's electricity market that now provides licence holders the opportunity to trade electricity to a range of high-volume offtakers as well as the opportunity to participate in new renewable energy generation projects. 

South Africa's energy market is the largest on the continent. It has historically been controlled by the state-owned entity Eskom and predominantly relied on coal as the main source of the country's power. South Africa has experienced significant electricity supply issues for a long time with many instances of load shedding and power outages and there is a need for new energy to fill the gap as a number of coal-fired power stations are coming to end of life. There is a forecasted additional power requirement of 30GW needed by 2030 and to address the supply and demand gap, the Government has permitted private electricity generation with a focus on renewable power as a long-term energy source. Government has also granted trading licences which allows private companies to buy and sell electricity through the national grid and sell it onto customers. This wide scale deregulation created a material market opportunity and Etana was one of the first companies to apply for and receive a trading licence from NERSA, the South African regulator.

Etana offers a greener energy solution and in turn, a rapidly scalable business opportunity. Etana has developed a "many generators to many offtakers" business model and is effectively building a new utility business as it looks to supply competitively priced, cleaner power to some of South Africa's largest commercial and industrial users. Over 20 long-term Power Purchase Agreements ("PPAs") have been signed with some of the largest electricity consumers in country including Growthpoint, Autocast, Petra Diamonds, Tharisa and the V&A Waterfront in Cape Town and work is ongoing in signing further offtake PPAs. The offtake of the initial generation is already oversubscribed by 50% and this is indicative of the high demand and future growth potential. As well as providing well-priced power, the ability to harness wind both day and night to complement solar energy output offers a reliable path to much needed sustainable supply for energy-intensive businesses.

Etana Financing

In 2025, by securing US$155 million in guarantee finance from the British International Investment, GuarantCo and Standard Bank, Etana became a creditworthy entity. This was important and will enable the development of major generation projects as it means generators can get a competitive price for their electricity from a bankable business which in turn allows them to project finance and build new large wind and solar projects with certainty that they will be paid. The first of these projects was the 75MW Du Plessis Dam PV2 solar project which reached financial close in March 2025 and is being constructed by Mulilo, one of South Africa's largest independent power producers. Etana has signed its first 20-year PPA for the entire offtake and it is anticipated that average margins of 15% can be achieved on traded volumes across the portfolio of wind and solar projects.

Generation projects

As with the trading business, participation in future generation projects offers long-term growth potential and in taking equity stakes in generation projects, Chariot is accessing a second important revenue stream. With three shovel ready wind projects totalling 315MW in the initial portfolio, Chariot is working alongside a world class sponsor on these assets, and this power generation is directly linked into the offtake customers as part of Etana's wheeling capacity. With financial close on these generation projects expected over the coming months, Chariot's equity stake in the projects is anticipated to be financed at the subsidiary level. Going forward, Chariot will continue to look to leverage Etana's position to secure further equity positions in more generation projects and continue to build its position in this market.

Power to Mining Projects

Within its power to mining portfolio, Chariot has continued to progress its portfolio of projects where it is developing onsite renewable energy for mining operations to establish a secure and direct energy supply, reduce reliance on heavy fuel and help contribute to lower carbon footprints.

In Burkina Faso, Chariot and Total Energies recently sold their stakes in the operational 15MW solar project at IAMGOLD's Essakane gold mine back to the mine for future stewardship. Chariot had a 10% stake in this asset, so this sale was not material to the balance sheet, but was an excellent example of project execution, which when inaugurated was one of the largest hybrid solar thermal plants in the world.

THARISA: SOUTH AFRICA: Solar Power Project

In partnership with Tharisa and TotalEnergies, Chariot is developing the 40MW solar PV Buffelspoort project at Tharisa's chrome and platinum group metals mine in the north west province of South Africa and work across all project development and permitting workstreams has been ongoing.

The plant, to be built on Tharisa's property and connected behind the meter, will contribute to the company's goal of reducing its carbon footprint, supplying around 30% of the mine's electricity needs and substantially reducing its dependence on coal fired power. Tharisa has also signed a 15-year PPA with Etana to provide up to a further 44% of the mine's energy demand.

FIRST QUANTUM MINERALS: ZAMBIA: Wind and Solar Power Project

Alongside TotalEnergies, Chariot is progressing the development of 430MW of combined wind and solar power to look to expand Zambia's existing renewable energy capacity and provide First Quantum Minerals with competitive and sustainable power for its Zambian mining operations. Once completed, the combined project will be one of the largest renewable energy projects in Zambia and a flagship project in the southern Africa region.

The split of power will be 230MW solar PV alongside 200MW wind, and the requisite permitting and planning is underway. Further updates will follow as this progresses towards a Final Investment Decision.

KARO PLATINUM: ZIMBABWE: Solar Power Project

In Zimbabwe, Chariot is working on the development of a 30MW solar plant, to supply competitive electricity on site at Karo's platinum mine in Zimbabwe. Chariot is now partnering with Solarcentury to develop this project on a 50 / 50 basis and with Tharisa as a 75% shareholder in Karo, this is also linked to their carbon emission reduction targets.

Renewable Water Production Business:

Chariot's water business is focused on delivering clean water solutions on the African continent using renewable energy. The process utilises a modular, scalable, reverse osmosis technology that can be powered 100% by solar energy to produce desalinated water. The objective is to originate, invest in and own decentralised water supply projects that can provide affordable and accessible water for private offtakers and municipalities through long-term offtake agreements and Chariot is seeing a growing market for these projects.

The first pilot project, the Ghoubet water desalination project which is affiliated to the largest wind farm in Djibouti was commissioned in June 2023 and continues to run smoothly. This project provides 50m³ of potable water per day to around 1,000 people in local communities and will do so for the next 18 years. This is another very scalable business model and the team is evaluating further opportunities across the continent. As with the generation projects the team are pursuing funding for this at the subsidiary level and discussions are progressing with interested parties.

GREEN HYDROGEN

Chariot continues to work across its green hydrogen assets in Mauritania and Morocco with the objective of developing a portfolio of projects that has a mix of near-term production opportunities balanced with long-term scope and scale. Management is also looking at financing options at the subsidiary level for these projects and as part of the demerger, they will sit within the Renewable Power structure going forward.

Mauritania - Project Nour:

Project Nour spans two onshore areas, totalling approximately 5,000km² across northern Mauritania and is equally owned through a 50/50 partnership between Chariot's fully owned subsidiary Chariot Green Hydrogen and TEH2, a company co-owned by TotalEnergies and EREN Group. The feasibility study completed in March 2024 confirmed that at full capacity, with 10GW of electrolysis installed, it could become one of the most significant green hydrogen projects in Africa providing offtake opportunities for domestic use in green steel production as well as the export of green ammonia. The study, which was completed in compliance with Equator Principles and IFC Performance Standards, set out a phased approach to a development with an initial phase scoped to produce renewable capacity of 3GW, which would power up to 1.6GW of electrolysis capacity and produce 150kt of green hydrogen per annum. Project Nour is being developed with the support of Mauritania's Ministry of Petroleum, Energy and Mines and the next steps include completion and signing of the investment convention, completion of the engineering conceptual study and securing offtake agreements.

Chariot has been working alongside TEH2 and TotalEnergies' in-house Power-2-X engineering unit 'OneTech' on the technical side of the project. The OneTech team consists of highly experienced engineers and its specialist teams (spanning solar, wind, port, pipeline and road infrastructure as well as green hydrogen and ammonia plants) were instrumental in delivering the feasibility study for Nour with their expertise shared from work across other large-scale projects being invaluable.

Proof-of-concept projects

Chariot also continues to work alongside UM6P University Mohammed VI Polytechnic ("UM6P") and Oort Energy on developing the electrolyser pilot project in Morocco. The partnership will test a 1MW polymer electrolyte membrane electrolyser system, developed and patented by Oort, at OCP's Jorf Lasfar industrial complex which will run capacity of the electrolyser in an industrial setting and evaluate the feasibility of larger-scale green hydrogen and ammonia production in-country.

The 1MW electrolyser is pending delivery to Morocco but this was officially commissioned and produced its first green hydrogen in the UK in March 2025 and is expected to be in situ later this year. Other pilot projects are also in discussion with large industrial players that have a long-term vested interest in green hydrogen offtake and its derivatives.

Chariot Limited

Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2024

All amounts relate to continuing activities. The notes form part of these final results.