Rockhopper Exploration plc (AIM: RKH), the oil and gas company with key interests in the North Falkland Basin, is pleased to announce its audited results for the year ended 31 December 2025.

2025 AND POST PERIOD HIGHLIGHTS

·    Sea Lion Phase 1 sanctioned

·    Rockhopper funded for Phase 1

·    First oil targeted Q1 2028

·    110 mmbbls 2P reserves net to Rockhopper

·    211 mmbbls 2C resources net to Rockhopper

Sea Lion Development

Project

·    Development of Phase 1 of the Sea Lion field - offshore to the north of the Falkland Islands - sanctioned

·    Debt Financing in place consisting of US$1.0 billion of senior debt, of which US$350 million is Rockhopper debt

·    Equity raises completed to fund the development of Phase 1 of Sea Lion

o  Placings raising US$142 million

o  Significantly oversubscribed open offer raising a further US$9.2 million

·    Key project commercial contracts in place including, but not limited to:

o  FPSO charter

o  Drilling rig

o  Drilling and completion services

·    Notice was served on the FPSO in the UK to disconnect, with the vessel having left its previous production location, ahead of a period of refurbishment work prior to deployment at Sea Lion

·    Phase 1 FPSO work moved from the Middle East to Asia

·    Target for First Oil remains Q1 2028 following a Final Investment Decision on Phase 1 in December 2025

·    JV investigating the possibility of accelerating development of subsequent phases

·    MOU signed for second larger FPSO with production capacity of approximately 125,000 barrels per day

Reserves and Resources

·    Updated independent technical report (RKH working interest):

o  110 mmbbls 2P reserves comprising 57.9 mmbbls associated with Phase 1 (Reserves under development) and 51.9 mmbbls associated with Phase 2 (Reserves planned for development)

o  211 mmbbls 2C resources

o  Significant upside potential

Corporate and Financial

·    Cash and term deposits balance at 31 December 2025 of US$179 million* (31 December 2024: US$20.9 million)

Ombrina Mare Arbitration

·    Ombrina Mare Arbitration Award (the "Award") annulled

·    Receipt of €31 million under terms of the insurance policy in respect of the Award

·    A new request for arbitration was made in September 2025, with the new funder responsible for all associated costs

* Includes US$8 million classified as held for sales

Sam Moody, Chief Executive Officer of Rockhopper, commented:
"This has been a transformative period for Rockhopper as the Sea Lion project moves into full development phase following its financing and sanction late in 2025. We look forward to continuing our very constructive working relationship with operator Navitas in the coming months as we further progress the project. We remain hugely grateful for shareholders' continuing support and look forward to updating them on Sea Lion in due course."

Chair and CEO Review

Sea Lion

Financing and FID
The period under review saw Rockhopper sanction Phase 1 of the Sea Lion Project, the single most important milestone we have achieved since completing our appraisal campaign in January 2012. Partner and Operator, Navitas Petroleum Development and Production Limited ("Navitas") has also taken final investment decision ("FID") relating to the Project.

Following the announcement of conditional equity placings to fund Rockhopper's project equity requirement in July 2025, a full project financing was put in place and, having received all necessary approvals and consents, FID for Phase 1 of the Sea Lion Project was announced on 10 December 2025, with Financial Close shortly after on 22 December 2025. The financing was completed on 31 December 2025 with the conditional placings raising approximately US$142 million before expenses through the issue of 201,102,976 new ordinary shares at an issue price of 53p. In addition, 50,275,732 underwriting warrants were issued giving the holder the right to subscribe for one new ordinary share at a strike price of 80p per share.

An open offer was concluded in January 2026 in order to give existing shareholders the opportunity to participate in the equity raise at the same 53 pence per share level as the Placing. This Open Offer, which was 7.8x over subscribed, raised an additional US$9.2 million before expenses through the issue of 13,188,036 Open Offer shares.

The project financing consists of US$1.0 billion of senior debt (of which US$350 million is Rockhopper debt) with the balance being provided via a combination of joint venture equity and post first oil cash flows. Rockhopper benefits from previously disclosed financing loans from Navitas in relation to the Project (with the loan balance at YE2025 at US$52.5 million) and, as a result, the net Rockhopper equity requirement was confirmed at US$102 million, in addition to the previously disclosed Rockhopper share of a 5% equity overrun support which is approximately US$10 million (therefore in aggregate US$112 million).

Additional costs of US$5.25 million net to Rockhopper arose as a result of a change in location for the work required to be undertaken on the FPSO. Taking into account this additional equity requirement, Rockhopper remains funded for Phase 1 of the development.

The Rockhopper senior debt facility will be for US$350 million with a tenor of 7 years. First drawdown shall not be permitted until the agreed equity amount has been distributed into the Sea Lion Project. Semi-annual straight-line amortisations commence on 31 March 2029. The margin is SOFR + 525bps during the pre-completion period, moving to 425bps in years 1 and 2 post project completion, 450bps during year 3 post completion and 475bps thereafter. Mandatory hedging of 50% PDP is required during year 1 post project completion, 33.3% in year 2 and 25% in year 3. A commitment fee of 30% of margin on available undrawn is payable semi-annually. The senior debt facility contains other representations, covenants and default provisions that are customary for a facility of this nature.

An additional financial requirement has been placed on the joint venture ("JV") developing Sea Lion - comprising Navitas and Rockhopper - to cover the eventuality that the project fails without producing sufficient cash flow for the JV and its funders to continue work. This Early Project Failure requirement is currently estimated at US$52.5 million net to Rockhopper. We are currently investigating the possibility of covering this via a combination of surety bond, parent company guarantees, cash or any other suitable instrument. Whilst the total net cost to Rockhopper remains uncertain, the Board believes it is unlikely to exceed US$52.5 million.

Navitas has confirmed it is advancing alternatives to accelerate the development plan for the further resources in the oil asset that are not included in the development plan, whereby production under subsequent development phases may be executed in combination with other production facilities.

As part of the acceleration alternatives, Navitas has entered into a non-binding memorandum of understanding ("MOU") during May 2026 for the acquisition of an additional FPSO with a production capacity of approximately 125,000 barrels per day, which may serve the future development phases of the Project. The completion of the transaction is subject to, inter alia, the completion of due diligence, negotiations, and the signing of binding agreements, as well as the fulfillment of customary conditions precedent. It should be noted that there is no certainty that the transaction will be completed.

Italian Disposal

As announced on 14 October 2024, Rockhopper signed an SPA to dispose its Italian interests, other than the Ombrina Mare arbitration, to Zodiac Energy Limited ("Zodiac"), a locally run, Italian E&P company.

The SPA is for the sale of Rockhopper Civita Limited (a wholly owned subsidiary of Rockhopper Exploration Plc). Rockhopper Civita Limited holds all Rockhopper's Italian assets and liabilities with the exception of the Ombrina Mare Arbitration Award.

Under the terms of the SPA, Zodiac will pay €1 consideration to Rockhopper on Completion, with Rockhopper retaining upside participation in two undeveloped licences. Completion is conditional on Italian regulatory approval. At Completion, Rockhopper Civita Limited (the entity being sold) must hold a minimum cash balance of €5.5 million

In order to satisfy a number of additional information requests from the Italian regulator, the long-stop date for the transaction has been extended to 30 June 2026.

Summary

Having discovered Sea Lion in May 2010 and gone on to appraise the field during 2010 and 2011, all 100% as operator, sanctioning the first phase of the Project represents the most material step since that time towards unlocking the huge value inherent in the Project for all stakeholders.

The Placing and Open Offer, combined with the senior debt and Navitas loans, ensured Rockhopper was fully funded and able to take FID.

The Navitas loan, which covers 2/3 of the net Rockhopper equity requirement, provides good insulation against any inflation in project costs and the 50 million outstanding warrants at 80 pence per share give potential access to additional funding should any be required.

Extracting numbers from NSAI Report shows a value of in excess of US$2 billion when aggregating Rockhopper's net 2P + 2C reserves and resource base of 321 mmbbls at a realised oil price of US$71.13/bbl. This increases to US$2.8 billion at a realised oil price of US$82.17/bbl.  The Report also highlights the very significant running room and upside within the Rockhopper acreage.

Having sanctioned Phase 1 of Sea Lion, we look forward to continuing our work with Operator Navitas - not only toward first oil in 2028, but also to explore opportunities to accelerate the development of remaining discovered resources and exploration upside in the basin.

KeyFacts Energy: Rockhopper Falkland Islands country profile