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ENQUEST PLC — Annual Report 2025
Jun 4, 2026
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Annual Report
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Operational excellence, sustainable value
EnQuest PLC
Annual Report and
Accounts 2025

Company No: 07140891
EnQuest is an oil and gas company where unlocking value is at the heart of everything we do.
We are a leader in late life energy asset management – optimising oil and gas fields, demonstrating decommissioning expertise, repurposing existing infrastructure and fuelling the energy transition through decarbonisation and renewable energy projects.
This is transition in action.
To find out more, visit the EnQuest website.
www.enquest.com/investors
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
What's inside
Strategic Report
Page 2-89
Corporate Governance
Page 90-126
Financial Statements
Page 127-195
| 4 | Highlights | 44 | Environmental, Social and Governance |
|---|---|---|---|
| 5 | Key performance indicators | 48 | Environmental |
| 8 | At a glance | 56 | Social |
| 10 | Chairman's statement | 62 | Governance: Risks and uncertainties |
| 12 | Market overview | 75 | Governance: Business conduct |
| 14 | Chief Executive's report | 76 | Governance: Task Force on Climate-related Financial Disclosures |
| 18 | Our strengths | 86 | Governance: Stakeholder engagement |
| 20 | Our strategy | ||
| 22 | Operational review | ||
| 34 | Oil and gas reserves and resources | ||
| 35 | Hydrocarbon assets | ||
| 36 | Financial review | ||
| 42 | Group non-financial and sustainability information statement | ||
| 90 | Executive Committee | ||
| --- | --- | ||
| 92 | Board of Directors | ||
| 94 | Chairman's letter | ||
| 98 | Corporate governance statement | ||
| 100 | Governance and Nomination Committee report | ||
| 103 | Audit Committee report | ||
| 110 | Directors' Remuneration Report | ||
| 120 | Sustainability and Risk Committee report | ||
| 122 | Directors' report | ||
| 127 | Statement of Directors' responsibilities for the Group financial statements | 184 | Statement of Directors' Responsibilities for the Parent Company Financial Statements |
| --- | --- | --- | --- |
| 128 | Independent auditor's report to the members of EnQuest PLC | 185 | Company Balance Sheet |
| 140 | Group Income Statement | 186 | Company Statement of Changes in Equity |
| 141 | Group Balance Sheet | 187 | Notes to the Financial Statements |
| 142 | Group Statement of Changes in Equity | 192 | Glossary - Non-GAAP Measures |
| 143 | Group Statement of Cash Flows | 196 | Company information |
| 144 | Notes to the Group Financial Statements |
Strategic Report
Who we are and what we do
An independent energy company, demonstrating expertise across the transition lifecycle
Our purpose
- Unlocking value from energy assets. Responsibly.
Our strategic focus
01
Managing assets to optimise and grow production while exercising cost control and capital discipline
02
Repurposing existing infrastructure to deliver new energy and decarbonisation opportunities at scale
03
Safely and efficiently executing decommissioning activities
04
Managing our Balance Sheet while pursuing selective, capability-led and value-accretive acquisitions
05
Read more page 20
Our strategy
01
Safelying a Focussed Business
Our purpose
- SAFE Results
- Working Collaboratively
- Respect & Openness
- Growth & Learning
- Driving a Focused Business
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Foundation set for growth
Deliver organic growth
- Fast payback infill drilling across core portfolio
- Focus on unlocking upside e.g. Kraken EOR project, Magnus optimisation, Seligi gas expansion, Vietnam prospectivity
- Convert 2C resources at Bressay and Bentley
Transformative acquisitions
- Prioritise North Sea transaction, accelerate utilisation of UK tax asset
- Leveraging different operational capabilities to drive asset optimisation
- Cash flow to fund shareholder returns and international growth
International diversification
- South East Asia footprint expanding, delivering diversification
- Extensive opportunity hopper across this growth region
- Increase gas component of portfolio commodity mix
Reduce emission intensity
- Target gas and lower-emission barrels
- Execute decarbonisation projects across existing infrastructure
- Carbon emissions factored into acquisition decisions
02-03
Strategic Report Highlights
Balance sheet strength provides foundation for growth
Strong operational performance, focused cost control and capital discipline underpinned EnQuest's delivery against 2025 targets.
During the year, EnQuest signed a new six-year Reserve Based Lending ('RBL') facility totalling $800.0 million. Supported by eight leading international banks, including long-standing existing lenders and high-quality new relationships, the new RBL provides significant transactional capacity (via the $400.0 million loan tranche) and simplifies management of UK North Sea decommissioning security (via the $400.0 million letter of credit tranche). An accordion of up to $800.0 million provides the potential to increase each tranche by up to $400.0 million.
The new RBL enhanced the Group's cash and available facilities to $678.6 million at 31 December 2025.
Production in the year increased by 5.4% versus 2024, reflecting top quartile production uptime across the portfolio and the incremental volumes from the Group's Vietnam acquisition. On a pro forma basis, Group production of 45,606 Boepd exceeded the top end of its 40-45 Kboed guidance range, despite the impact of a third-party infrastructure outage at Magnus.
The Group's adjusted EBITDA decreased 25.2% to $503.8 million, reflecting the impact on oil revenue of lower oil prices. Profit after tax was $1.6 million, while the Group reported basic earnings per share of 0.1 cents (2024: 5.0 cents), primarily reflecting an effective tax rate of 99.7% (2024: 43.7%) in the year.
The Group's robust balance sheet and transaction-ready liquidity position mean EnQuest is well placed to pursue growth opportunities and return capital to shareholders, with a final 2025 dividend of 0.801 pence per share proposed (equivalent to c.$20.0 million).
Notes above
1. See reconciliation of alternative performance measures within the 'Glossary - Non-GAAP measures' starting on page 192
Notes opposite
1. Last Time incident frequency represents the number of incidents per million exposure hours worked (based on 12 hours for offshore and eight hours for onshore)
2. See reconciliation of alternative performance measures within the 'Glossary - Non-GAAP measures' starting on page 192
Commodity prices
| Average Brent oil price $/bbl | Average day-ahead gas price GBp/therm | ||
|---|---|---|---|
| 68.2 | -15.3% | 88.3 | +5.6% |
| 2024: 80.5 | 2024: 83.6 |
Alternative performance measures
| Operating costs $ million | Adjusted EBITDA $ million | ||
|---|---|---|---|
| 394.0 | +2.9% | 503.8 | -25.2% |
| 2024: 382.8 | 2024: 673.9 |
Adjusted free cash flow $ million
| 8.7 | -83.6% |
|---|---|
| 2024: 53.2 |
Statutory performance measures
| Revenue and other operating income $ million | Profit/(loss) before tax $ million | ||
|---|---|---|---|
| 1,118.3 | -5.3% | 493.4 | +196.2% |
| 2024: 1,180.7 | 2024: 166.6 | ||
| Basic earnings/(loss) per share cents | Net cash flows from operating activities $ million | ||
| --- | --- | --- | --- |
| 0.1 | -98.0% | 362.7 | -28.5% |
| 2024: 5.0 | 2024: 507.6 |
Net assets/(liabilities) $ million
| 528.1 | -2.7% |
|---|---|
| 2024: 542.5 |
Read more in the Financial review see Page 36
EnQuest PLC Annual Report and Accounts 2025
Strategic Report
Corporate Governance
Financial Statements
Our strategic focus
- Managing assets to optimise and grow production while exercising cost control and capital discipline
- Repurposing existing infrastructure to deliver new energy and decarbonisation opportunities at scale
- Safely and efficiently executing decommissioning activities
- Managing our Balance Sheet while pursuing selective, capability-led and value-accretive acquisitions
A HSEA
Group Lost Time Incident frequency rate¹
-55.5%
2025 performance improved significantly versus 2024 with respect to Lost Time Incident (T/T) performance, but the Group was disappointed to see LTIs during the year. EnQuest returned to the upper quartile for this metric (UK average 1.1) and continues to work closely with contractors to ensure that everyone working at its sites is aligned with EnQuest's commitment to safety.
B Net production
Boepd
+5.4%
The increase in production was primarily driven by strong production efficiencies, the efficient execution of well work activities at Magnus and PMB/Seligi, and the incremental volumes added by the Group's Vietnam acquisition. On a pro forma basis, Group production of 45,606 Boepd exceeded its guidance range of 40-45 Kboed, despite the impact of a five-week third-party infrastructure outage at Magnus.
C Unit apex²
$/Boe
-2.0%
Cost control, the impact of the Group's active foreign exchange hedging performance and higher production volumes drove a reduction in average unit operating costs.
D Cash generated from operations
$ million
-27.4%
Lower cash generated from operations primarily reflected the reduction in oil prices which impacted oil revenues.
E Cash capital and decommissioning expense²
$ million
-24.7%
Reduced cash capital and decommissioning expense reflected drilling and well work costs at Magnus and PMB/Seligi, the culmination of well plugging and abandonment decommissioning activities at Thistle and Heather, alongside the Heather tapsides heavy lift.
F EnQuest net debt³
$ million
+12.5%
Adjusted free cash flow generation of $8.7 million was offset by payments of: $20.3 million related to the Vietnam G05U61507; $1/ai Phlikới vì Với, refinancing fees; and the Group's maiden dividend of $15.3 million, paid in June 2025.
G Net 2P reserves
MMboe
-3.6%
During 2025, the Group produced c.H MMboe of its year-end 2024 2P reserves base, partially offset by the recognition of Vietnam volumes.
H Scope 1 and 2 emissions
tCO₂e
0.0%
EnQuest has reduced its operated Scope 1 and Scope 2 emissions by 26.4% against a normalised 2020 baseline. 2025 emissions are in line with 2024, despite the addition of c.80 tCO₂e associated with the Group's Vietnam acquisition.
04-05
Strategic Report
At a glance
An independent energy company, demonstrating expertise across the transition lifecycle
Upstream
Group production operations
Core production assets in the UK North Sea, Malaysia and Vietnam continue to deliver high production efficiency and strong reservoir management, focused on resource development.
EnQuest has a track record of late-life asset expertise, extending the economic lives of all assets it has operated.
Read more on Page 22
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Midstream & Veri Energy
As operator of the Sullom Voe Terminal ('SVT') on Shetland, EnQuest is delivering exceptional service availability to oil and gas producers to the East and West of Shetland, while right-sizing the terminal for future operations.
Veri Energy, EnQuest's wholly owned subsidiary, is progressing cost-effective plans to repurpose the terminal site and connected offshore infrastructure to create a renewable energy and decarbonisation hub at SVT.
📱 Read more on Page 30
Decommissioning
Decommissioning expertise
EnQuest continues to demonstrate sector-leading decommissioning capability, both in the UK North Sea and in Malaysia.
In 2025, EnQuest won the Offshore Energies UK 'Excellence in Decommissioning Award', becoming the first company to receive this prestigious accolade twice.
📱 Read more on Page 28
Strategic Report
At a glance
We focus on mature assets, responsibly optimising production to aid energy security and create value. Where we can, we repurpose infrastructure to deliver renewable energy and decarbonisation projects before executing world-class decommissioning.
How and where we operate
| 4 | UK Production Hubs | 163 | (MMboe)
2P Reserves |
| --- | --- | --- | --- |
| 4 | South East Asian
country operations | 452 | (MMboe)
2C Reserves |
| 1 | Onshore Processing Terminal | 97% | Operated
2P |
| 4 | Decommissioning Assets | 1.4x | RRR
Since IPO |
| 45,606 | Pro forma Group
production (Boepd) | | |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
UK North Sea
- ☑ Upstream
- ☑ Decommissioning
-
☐ Midstream
-
☑ Magnus
-
☐ Dons
-
☑ Thistle/Deveron
-
☑ Heather/Broom
-
☐ Sullom Voe Terminal
-
☐ Kraken
- ☑ Bressay
-
☑ Bentley
-
☑ Golden Eagle
- ☑ Alba
- ☑ Scolty/Crathes
-
☑ Greater Kittiwake Area
-
☑ Aberdeen
South East Asia
- ☑ Undeveloped offshore licence
-
☐ Producing asset
-
☐ Midasia
- ☐ Chim São/Dua
- ☐ PMB/Seligi
- ☑ Brunei
- ☐ DEWA
- ☐ Gaea II
- ☑ Gaea
Sullom Voe Terminal, Shetland Islands
-
☐ Carban storage - 10 million tonnes per annum
-
☑ Renewable energy hub
-
☐ Indonesia
> “Our growth strategy is underpinned by the belief that we can deploy our expertise to create value across the asset life cycle.”
4 Deep water jetties - 24 metre draught
08-09
Strategic Report
Chairman's statement
Building long-term value
Operational excellence, disciplined investment and strategic diversification underpin sustainable growth.
Overview
During 2025, the Group continued to demonstrate the differentiated operating capability that underpins EnQuest's business model. By applying our core technical, operational and commercial expertise across the upstream asset life cycle, we continue to create value from mature assets and deliver resilient, consistent performance across the portfolio. This operational excellence provides a strong platform for the Group's growth ambitions in the UK and supports our plans to deploy our capabilities on new projects across South East Asia.
In South East Asia, our reputation as a top-tier operator is built on more than a decade of successful operations in Malaysia. In 2025, EnQuest was proud to again be named Malaysia Upstream Operator of the Year by PETRONAS, becoming the first company to win this prestigious accolade in successive years. Our commitment to the region was further enhanced during the year by the award of the Block C PSC in Brunei, and the significant exploration blocks at Gaea and Gaea II in Indonesia. Our successful entry into Vietnam through the Block 12W acquisition has already been rewarded with an extension of the PSC, further demonstrating our disciplined approach to deploying capital where we see the most attractive long-term returns.
While the UK fiscal regime continues to present challenges for all North Sea operators, we welcome the Chancellor of the Exchequer's commitment to accelerate the implementation of the Oil and Gas Price Mechanism, a fair and reasonable windfall tax that replaces the unfit-for-purpose Energy Profits Levy. Once enacted, this change will return the UK North Sea to global competitiveness and, more importantly, will take a step toward protecting the vital jobs, skills and expertise that have been forged over five decades of North Sea operations.
EnQuest's long-standing commitment to cost discipline and prudent capital allocation has ensured that our financial performance remains robust. Following continued investment in fast-payback projects and the successful enhancement of our Reserve Based Lending facility, the Group has delivered shareholder returns, strengthened the balance sheet and enhanced financial flexibility. We enter the next phase of our growth strategy with significant transaction-ready liquidity available to support further expansion.
We remain clear in our ambition to pursue transformational growth through acquisition in the UK. The Energy Profits Levy has, of course, constrained investment across the sector, but EnQuest's substantial tax asset and our expertise in managing mature fields provide a clear advantage versus many of our peers. This differentiated position allows value to be created through the transfer of assets into our ownership. I believe EnQuest is well positioned to play a leading role as a North Sea consolidator, and I am confident there will be further opportunities to add material production and cash flow to the portfolio as other operators continue to reposition their investments away from the basin.
We have also proven our ability to generate significant value from our current assets, most recently through the settlement of the Magnus contingent consideration. This credit-enhancing transaction removes a material liability from our balance sheet, simplifies our working capital management, and provides the Group with full access to the future cash generation from this core asset.
Upstream activity fuels the Just Energy Transition
As a true transition operator, EnQuest recognises that the value generated by our Upstream business remains fundamental, both in terms of our cash generation and in sustaining the skills, knowledge and technical expertise essential to delivering the energy transition.
This focus also extends to decommissioning, where EnQuest continues to demonstrate sector-leading capability. The Group has established itself as the most prolific and cost effective well plugging and abandonment operator in the North Sea, and decommissioning is becoming an increasingly important part of the capability mix required of basin operators. This expertise also represents an important enabler in merger and acquisition discussions as the basin continues to evolve.
At the same time, we are progressing a number of decarbonisation initiatives across our production assets and at the Sullom Voe Terminal ('SVT') on Shetland. These projects reflect the Group's commitment to internal and external emission reduction targets and our ambition to achieve net zero Scope 1 and Scope 2 emissions by 2040. Through Veri Energy, our wholly owned energy transition subsidiary, we continue to develop credible and potentially material new energy opportunities, many of which leverage the repurposing of existing infrastructure at SVT, a site that we believe represents a microcosm of the UK energy transition.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
EnQuest's approach reflects our belief in a pragmatic and responsible transition. Oil and gas will remain an essential part of the global energy mix for many years to come, even as low-carbon solutions expand. Our role is to deliver this energy safely, efficiently and with a continually reducing environmental footprint.
A just transition is not only about technology; it is also about people. The oil and gas sector supports around 200,000 jobs across the UK, and we remain committed to ensuring that our workforce has the skills and opportunities needed to succeed in a changing energy landscape. Through investment in training, reskilling and the development of our decarbonisation and new energy projects, we are preparing our people for the future while creating opportunities in emerging areas of the energy system.
We also continue to work closely with communities, industry partners and government to help ensure that the transition supports economic growth and long-term prosperity, particularly in regions historically dependent on the oil and gas sector. The expertise that resides within today's oil and gas companies will be central to delivering the energy transition, and our highly skilled workforce remains one of EnQuest's greatest strengths.
Our commitment to environmental stewardship continues to be recognised externally. I was proud to see EnQuest achieve the only 'A-' rating awarded globally to an oil and gas production company in the 2025 CDP Climate Change Survey, placing the Group as the sector leader in climate disclosure and performance.
Leadership
Strong corporate governance remains fundamental to EnQuest's business framework, supporting both effective risk management and the Group's Core Values. The Board continues to focus on succession planning to ensure that the Group maintains the skills and experience required to deliver its evolving strategy.
Following the steps taken in 2024 to refresh and align Director competencies with strategic delivery, I am delighted to lead a diverse and highly capable Board in supporting Amjad and his strong, experienced executive team. Across the organisation, including our new colleagues in Vietnam, I continue to be impressed by the depth of talent within the Group and the shared commitment to delivering EnQuest's strategic objectives.
Looking ahead
As we look forward, our focus remains on delivering material value-accretive growth in the UK while continuing to diversify, both geographically and through an evolving commodity mix, as we expand our business across South East Asia. We remain confident in the resilience of our business model, the expertise of our people and the strength of our financial position.
The energy sector continues to evolve rapidly, and EnQuest recognises the importance of adapting to changing market and societal expectations. At the same time, we see significant opportunities created by our operational capabilities, financial flexibility and differentiated tax position.
We will continue to advocate on behalf of our sector and the many workers, families and communities whose livelihoods are connected to it. In the UK particularly, policymakers have an opportunity to recognise that energy transitions take time and that a pragmatic, well-managed transition can support economic growth, energy security and technological innovation.
I am proud of the way in which EnQuest has worked to enhance the investment environment, while pursuing sustainable long-term growth. Guided by our strategy of applying our core capabilities to create value through the energy transition, we believe the Group is well positioned for the years ahead.
Gareth Penny
Chairman
"At EnQuest, we are committed to a Just Energy Transition that supports energy security, sustainability, and economic growth."
Gareth Penny
Chairman
10-11
Strategic Report Market overview
Global trends impacting our business
In shaping our strategy we consider a wide range of issues, assessing the potential opportunities and threats they pose to our business.
- Read more in the Operational review see Page 22
Macroeconomic uncertainty
Global markets impacted by volatility of the geopolitical environment. Global conflicts and government policies affecting supply/demand dynamics.
UK oil and gas fiscal regime
The continued application of the EPL has driven some operators to shift focus away from the UK North Sea, and towards more supportive geographies.
What does it mean for our industry?
- Commodity prices remained within a lower range, with 2025 recording the largest annual oil price reduction since 2020.
With the year defined by the continuing wars in Ukraine and Gaza, and escalating tensions across the Middle East, oil markets remained volatile during 2025. As OPEC+ supply discipline and uncertainty over the pace of global economic growth were countered by concerns around supply security and constrained investment in mature basins, periods of softer demand expectations and macroeconomic uncertainty contributed to fluctuations in the market.
- UK fiscal regime undermines global competitiveness and negatively impacts the investment environment.
The prevailing Energy Profits Levy ('EPL') on North Sea profits makes the UK a fiscal outlier as the only country still applying a windfall tax on energy producers. The EPL has resulted in a number of industry participants accelerating their shift in focus away from the UK North Sea, with some reducing investment and others looking to depart the UK entirely.
How are we responding?
-
EnQuest hedges a significant amount of its production in order to protect against downside risk, while retaining access to the upside during periods of increased commodity prices.
-
EnQuest remains committed to growing its UK business, underpinned by a differentiated operating capability and the Group’s historic tax asset. These relative advantages provide a strong foundation from which to pursue value-accretive growth through acquisition, as demonstrated by continued growth in South East Asia.
-
Read more on Page 22
-
Read more on Page 22
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Responsible and sustainable operation
Key stakeholders are increasingly demanding responsible and ethical working practices that drive positive impacts for society and manage risk.
The Environmental, Social and Governance ('ESG') landscape is evolving and oil and gas companies are expected to adopt and maintain principles of environmental stewardship, resource efficiency, social responsibility and community engagement, and safety and risk management.
Above all, transparency and accountability are vital.
Climate change and carbon targets
Governments, regulators and consumers are calling for the reduction of carbon-related emissions and net zero targets are coming under scrutiny.
Within the oil and gas sector, a credible transition plan is effectively the licence to operate.
Companies will increasingly be asked to explain how targets will be met and emphasis will be applied to reporting against interim milestone targets.
Group Scope 1 and 2 emissions
-26%
The Just Energy Transition ('JET')
The JET has risen to prominence, underscoring the shift from fossil fuels to renewables, prioritising equity and support for impacted people and communities.
The transition to just energy introduces both challenges and opportunities for the sector.
Companies that adapt to changing market dynamics, diversify their portfolios, and embrace sustainable practices will be better positioned to thrive in a low-carbon future. Investors are increasingly considering ESG factors in their investment decisions and companies will face issues in attracting investment if they are perceived as being incompatible with sustainability goals.
EnQuest maintains collaborative relationships with major shareholders, lenders and other key stakeholders, regularly seeking feedback on the Group's operational plans and ESG performance. Demonstrating its commitment to responsible and sustainable operations, the Group was awarded an 'A-' rating in the 2025 CDP Climate Change Survey.
EnQuest has a Board-approved target to reach net zero in terms of Scope 1 and Scope 2 emissions by 2040. The Group continued to progress its credible transition plan during 2025. The material decarbonisation and renewable energy opportunities at the Sullom Voe Terminal add significant credibility to the Group's net zero ambitions.
EnQuest recognises the evolving energy landscape and is committed to leading a Just Energy Transition, ensuring that our workers, the communities we serve, and our stakeholders benefit in the process.
Read more on Page 44
Read more on Page 48
Read more on Page 56
12-13
Strategic Report
Chief Executive’s report
Delivering operational excellence
Combining operating performance, balance sheet strength and transactional readiness to create value.
A year defined by operational excellence, enhanced foundations and strategic clarity
Against a backdrop of geopolitical volatility, elevated commodity prices and macroeconomic uncertainty, EnQuest is focused on operational, financial and commercial delivery to maximise the value of our asset portfolio, expand scale and diversify our operations.
We are building on strong foundations. In 2025, our operational and financial performance was robust, and we simplified and enhanced our balance sheet.
At a time when the UK fiscal regime remains challenging, we also took decisive steps to accelerate our diversification into high-growth Asian markets.
Having accelerated the Seligi 1b gas project through targeted investment, we are now providing increased volumes to support Peninsular Malaysia demand, driving Group production above 50,000 Boepd in March.
Accordingly, we have entered 2026 confident in our people, our relationships and our assets, and with enhanced financial strength. With cash and undrawn facilities of $678.6 million, we are well-positioned in both the UK North Sea and South East Asia to deliver both organic and acquisitional growth.
Delivering safe, reliable performance across our portfolio
EnQuest delivered another impressive operational year. Group production exceeded the top end of our 40-45 Kboed pro forma guidance range at 45,606 Boepd, including the impact of our Vietnam acquisition. Underpinned by our operational expertise, Group production efficiency remained high at around 90%, and we continued to build on our track record of extracting value from late-life assets.
- The Kraken field continued to perform at the very top of the production efficiency for floating hubs, the FPSO’s 95% production efficiency exceeding North Sea average efficiency by c.28%.
- Magnus increased year-on-year production by 8%, despite the impact of a five-week third-party infrastructure outage in the first half. 2025 uptime, excluding the third-party outage, was 93%, and the asset team completed a successful two-infill well drilling campaign.
- Settlement of the Magnus contingent consideration mechanism significantly enhances our balance sheet and demonstrates our long-term commitment to this core asset.
- In Malaysia, we expanded production by c.13%, with 93% production efficiency, and the benefit of new infill wells, idle well reinstatements and strong domestic gas demand.
- The nine-month acceleration of the Seligi 1b gas project exemplified our ability to enhance asset value, and we have continued to action modifications which further optimise gas production potential. Thus far in 2026, we have regularly provided more than 100 mmscf/d of gas to support Peninsular Malaysian demand, exceeding contractually nominated volumes by c.40%.
- With 452 MMboe of 2C resources in place at 31 December 2025, we continue to develop pathways to mature contingent resources into the 2P category.
- We successfully integrated our Vietnam acquisition and immediately deployed our operating expertise, proactively completing three well workovers that enhanced production in the second half of 2025.
- EnQuest also continued to advance its programme of decommissioning, completing the well campaigns at both Thistle and Heather, and removing Heather’s topsides in a single 15.3 kTonne lift.
I was proud that in 2025 EnQuest was again named Malaysia Operator of the Year by PETRONAS, becoming the first operator to win this award in successive years. In 2025, EnQuest also became the first company to be awarded the Offshore Energies UK ‘Excellence in Decommissioning’ award twice.
These successes reflect a capability we consider core to our identity and how we create value: the ability to operate complex assets efficiently, safely and responsibly, through the full asset lifecycle.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Strategic progress: diversifying the portfolio and expanding our footprint
We also made significant strides in broadening our geographic and commodity exposure.
The accelerated expansion of our Seligi gas agreement and new country entries into Vietnam (through the Block 12W acquisition), Brunei Darussalam (via the Block C PSC award), and Indonesia (through the Gaea and Gaea II exploration blocks), all advance our strategy to develop a balanced portfolio anchored in predictable, high quality operations.
Post-year end, we received a Letter of Award for a participating interest in the Cendramas PSC, further demonstrating our reputation as a highly respected counterparty across the region.
These strategic steps underpin the Group’s expectation that at least 35 Kboepd of net production will come from South East Asia operations by 2030.
Financial discipline enabling shareholder returns and future growth
Global macroeconomic conditions in 2025 were shaped by uncertainty around US trade policy, risks to economic growth and the likelihood of excess crude supply. Brent crude prices remained subdued throughout the year, averaging in the mid $60s to low $70s per barrel.
2025 revenue and other operating income was c.5% lower year-on-year, primarily driven by a 15% decrease in oil prices, but EnQuest maintained stable production costs and delivered adjusted EBITDA of $503.8 million.
Post-tax profit of $1.6 million reflects the sector-wide impact of the UK government’s decision in 2024 to extend the Energy Profits Levy (EPC) by two years to 31 March 2030. Stripping this non-cash adjustment out, post-tax profit was $125.5 million.
Our commitment to cost control, efficiency and capital discipline meant that the Group delivered on its cost guidance, despite the pressures arising from a material weakening in the US Dollar. I was also pleased that in June 2025, EnQuest paid its first dividend, returning $15.3 million to shareholders.
Production
Boepd
45,606
pro forma, including Vietnam
Group liquidity at 31 December 2025 $ million
“In a volatile world, EnQuest stands out for its consistent operational delivery, highly tangible reserves base, disciplined investment, and a strategy anchored in diversified growth.”
678.6
Cash and available facilities
Amjad Bseisu
Chief Executive
14-15
Strategic Report
Chief Executive's report continued
North Sea Transition Deal
Progress against milestone targets
Scope 1 and Scope 2 emissions versus 2018 baseline
EnQuest awarded A-rating in 2025
COP climate change survey
EnQuest net debt at 31 December 2025
$ million
433.9
2026 production guidance
Boepd
41,000 - 45,000
In the fourth quarter of 2025, the Group executed a refinancing of our Reserve Based Lending ('RBL') facility, establishing a six-year facility totalling $800.0 million. Supported by eight leading international banks, including long-standing existing lenders and high-quality new relationships, the new RBL provides significant transactional capacity via the $400.0 million loan tranche and simplifies management of UK North Sea decommissioning security through the $400.0 million letter of credit tranche. An accordion of up to $800.0 million allows each tranche to increase by up to $400.0 million.
This facility, and the broader credit positioning of EnQuest, are further enhanced by the recent settlement of the Magnus contingent consideration. The $60.0 million settlement removes a $432.9 million liability from our balance sheet, unlocking for EnQuest c.$777 million in additional undiscounted forward Magnus cash flow.
With greater financial flexibility and a strengthened balance sheet, the Board is pleased to propose a dividend of 0.8 pence per share for 2025.
Navigating a shifting geopolitical landscape
Current geopolitical tensions underline the continued reliance of the world economy on hydrocarbons and the strategic importance for countries to have their own domestic oil and gas supply, the current closure of the Strait of Hormuz causing oil prices to spike above $100/bbl for the first time since 2022.
The volatility of current conditions reinforces the importance of EnQuest's focus on disciplined capital allocation, operational excellence and continued diversification of our portfolio. Our focus remains on extracting value from our core North Sea and South East Asian assets while maintaining financial resilience in a market characterised by underlying modest demand growth and elevated supply. This macroeconomic environment underscores the strategic importance of pursuing value-accretive opportunities that strengthen cash flow and support long-term shareholder returns.
The UK remains a fiscal outlier among nations by persisting in taxing windfall profits, even when prices have been below historic averages. This has impacted confidence in the UK North Sea, with operators cutting investment, accelerating the cessation of production on assets, and consolidating activities in what they consider to be a non-core region into joint ventures.
Although the UK Government missed an opportunity to stimulate sector investment in its 2025 Autumn Budget by continuing to apply the Energy Profit Levy, the formulation of the Oil and Gas Price Mechanism ('OGPM') as a permanent, fit-for-purpose windfall tax successor to EPL offers encouragement. EnQuest sees the OGPM as a positive development for the sector, balancing increased taxation during periods of elevated prices with an environment that does not discourage investment. EnQuest continues to advocate for the accelerated introduction of the OGPM, ahead of the current EPL sunset date of 31 March 2030.
The deployment of our operational expertise and advantaged fiscal position remain very relevant to the UK North Sea, and we are confident they provide a strong foundation from which to consolidate value.
In Asia, the value proposition for EnQuest is simple and clear. Every country in which we operate is a growth economy, and each is structurally short energy. We are well respected in the region, with a strong track record of delivery. As we expand our operational footprint and deploy our differentiated capabilities, we stand ready to meet the growing demands of the economies and communities we serve.
Building a lower-carbon future while maintaining safe operations
EnQuest is an expert in building value in mature and underinvested oil and gas assets, and we strongly believe that everything we do directly contributes to a just and economic transition to a lower-carbon future.
We continue to make strong progress against our environmental commitments. Since the 2018 baseline established by the NSTA's North Sea Transition Deal ('NSTD'), we have reduced our absolute UK Scope 1 and 2 emissions by more than 45%, providing a strong foundation for our commitment to reach net zero in Scope 1 and Scope 2 emissions by 2040. As a result, we are tracking well ahead of NSTD milestones, and are closing in on the 2030 targeted reduction of 50%.
Work is ongoing to decarbonise existing portfolio infrastructure, including the project to reduce Kraken fuel and flare through the development of the Bressoy gas cap, and two major transformation projects at the Sullom Voe Terminal, including the New Stabilisation Facility and long-term power solution, which together are expected to reduce terminal emissions by around 90%. We also remain the
See Glossary - Non-GAAP Measures on Page 192
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Strategic Report Corporate Governance Financial Statements
"We enter 2026 with momentum, financial strength and a clear strategy to deliver material, long-term value for our shareholders."
most active decommissioning operator in the UK North Sea, delivering safe and efficient decommissioning across multiple major projects. Importantly, we continue to build this expertise while the majority of the cost of these activities is paid by the companies from which we acquired our assets.
Under the management of Veri Energy, a wholly owned subsidiary of EnQuest, we are also supporting the UK's transition ambitions by progressing several scalable renewable energy and decarbonisation projects.
Our transition plan is credible, and I was proud to see EnQuest awarded an A-rating in the 2025 CDP Climate Change Survey, reflecting the Group's strong governance, robust emissions management, and clear, transparent strategy to manage climate-related risks and opportunities. EnQuest's A- was the single highest score awarded globally within the oil and gas extraction and production sector, making EnQuest the only company in this category to receive CDP's leadership-level recognition.
Safety remains our top priority and licence to operate. I am pleased to say that we saw a significant decrease in Lost Time Incidents during 2025, returning to a level that significantly outperformed the North Sea average. We are not complacent in this, however, and we are reinforcing our expectations
with employees and contractors to ensure that everyone working at an EnQuest site is aligned with our commitment to SAFE Results.
Looking ahead: a transformational year for EnQuest
In 2026, our ambition is clear: maximise the value of our existing assets, continue our disciplined expansion in South East Asia, and use our advantaged UK tax position and operating expertise to execute a material UK North Sea transaction. We expect that successful delivery against these value-led targets will be transformative, broadening our production base, increasing cash flow and enhancing shareholder returns.
Production to the end of February averaged 32,429 Boepd, including the deferral of c.650 kbbs of Magnus production due to a third-party infrastructure outage, caused by storm damage. Since full production was reinstated at Magnus, Group production has consistently exceeded 50,000 Boepd, giving us confidence that we will again deliver against our annual targets.
To proactively address the risk of third-party equipment downtime on Magnus production, EnQuest is well advanced with plans to bypass the Ninian Central Platform during 2027, securing Magnus' offtake route into the future.
Our position as a top quartile operator, combined with a strengthened financial base and an increasingly diversified portfolio, sets the stage for a pivotal period of growth.
Closing remarks
2025 showcased what EnQuest does best: delivering top-quartile operations, employing disciplined financial management, and unlocking value. We enter 2026 with momentum, financial strength and a clear strategic direction. I remain immensely proud of our people, whose commitment and expertise underpin every success.
As we pursue a material UK transaction and continued international expansion, we will remain guided by a single priority: delivering long-term value for our shareholders while playing a responsible role in the evolving energy landscape.
Amjad Bseisu
Chief Executive
16-17
Strategic Report
Our strengths
How we are differentiated
EnQuest is a top quartile operator through the lifecycle of maturing hydrocarbon assets, deploying its differentiated capabilities to deliver value-led growth.
| Distinct skills and capabilities | Industry-leading sustainability credentials, with focus on safety |
|---|---|
| Top quartile performance across developments, wells, operations, decommissioning and technical support functions | Board-supported commitment to reach net zero with regard to Scope 1 and Scope 2 emissions by 2040; ten years ahead of UK national target |
| Transferable capabilities that can be deployed across all aspects of the portfolio, different geographies and decarbonisation and renewable energy opportunities | UK Scope 1 and Scope 2 emissions reduction of 45.6% versus 2018 baseline. EnQuest performance tracking significantly ahead of North Sea Transition Deal targets |
| Highly skilled, dedicated teams with strong technical credentials | A-rating in 2025 CDP Climate Change Survey |
| High level of control, with the Group operating 97% of its 2P reserves | Lost time incident frequency of 0.69 in 2025. UK average was 2.26 |
Average asset production uptime during 2025
Reduction in UK Scope 1 and Scope 2 emissions versus 2018 baseline
- Based on a full UK taxpayer retaining 22% post-tax income vs EnQuest retaining 62% post-tax income given CT/SCT tax loss position
89%
46%
- Read more in the Operational review on Page 22
EnQuest PLC Annual Report and Accounts 2025
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EnQuest is a top quartile operator, primed for growth
| Uniquely positioned to capitalise on transition projects | Differentiated UK tax positioning | Track record of delivering accretive acquisitions |
|---|---|---|
| EnQuest has an exclusive right to develop renewable energy and decarbonisation projects at Sullom Voe Terminal |
Veri Energy, a wholly owned EnQuest subsidiary, provides dedicated management of transition projects
EnQuest provides support in a capital-light manner, while enabling Veri Energy to leverage support from financial and strategic partnerships | EnQuest holds significant recognised UK tax loss position of c. $1.9 billion as at 31 December 2025
The continued application of the UK Energy Profits Levy enhances EnQuest's relative tax advantage versus full tax-paying peers
EnQuest plans to accelerate tax loss benefit through acquisition of value-accretive assets, with immediate M&A focus in the UK | Since inception, EnQuest has extended the economic lives of all nine operated assets
Asset acquisitions have typically achieved payback within 12-18 months
Entrepreneurial, innovative approach taken to structure past deals with limited upfront consideration and focus on value
$60.0 million Magnus contingent consideration settlement removes $432.9 million liability from Group balance sheet |
| Total anticipated annual carbon storage potential from CCS project
10mpta | Comparative cash flow due to tax advantage^{1}
2.8x | Life extension achieved at Magnus, PM8/Seligi, GKA and The Dons, following acquisition
10+yrs |
18-19
Strategic Report
Our strategy
Key updates for 2025
01 Upstream
Managing assets to optimise and grow production while exercising cost control and capital discipline
- Read more in the Operational review on Page 22
Progress in 2025
- Production of 45,606 Boepd, including pro forma Vietnam volumes
- Top quartile production efficiency delivered across operated portfolio
- Delivery of diversified growth through expansion of Seligi gas agreement and award of DEWA Production Sharing Contract award in Malaysia
Objectives for 2026
- Production guidance of 41,000 to 45,000 Boepd
- Multi-well drilling and wellwork programmes at Magnus and at PMB/Seligi
- Progress Kraken Enhanced Oil Recovery project to final investment decision within 12 months
02 Midstream
Repurposing existing infrastructure to deliver new energy and decarbonisation opportunities at scale
- Read more in the Operational review on Page 30
Progress in 2025
- Midstream team progressing two major infrastructure projects at SVT
- Together, these projects are expected to reduce terminal emissions by 90%
- Veri Energy supporting the UK Government's Clean Power 2030 Action Plan and delivering against the Scottish Government's Energy Strategy and Just Transition Plan
Objectives for 2026
- Complete New Stabilisation Facility right-sizing project
- Progress onshore wind project to Final Investment Decision
- Develop an advanced operating model for future e-fuel facilities, with support from Aberdeen's Net Zero Technology Centre, through its Energy Hubs project
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
"We are focussing on executing transformative UK transactions, and delivering further diversified growth in South East Asia."
Amjad Bseisu
Chief Executive
03 Decommissioning
Safely and efficiently executing decommissioning activities
Read more in the Operational review on Page 28
Progress in 2025
Awarded 2025 Offshore Energies UK 'Excellence in Decommissioning Award'; becoming the first company to receive this accolade twice
Completion of plug and abandonment ('P&A') programmes across Heather and Thistle projects
Sector-leading 84 wells P&A'd since 2022
Successfully executed 15kT lift of Heather topsides; the heaviest North Sea lift of 2025
Objectives for 2026
Disembark Thistle platform ahead of topside removal
Execute P&A activity at the Greater Kittiwake Area in parallel with production operations
Continue planning for subsea well P&A activity, having signed multi-year rig contract with Well-Safe
04 Financial
Enhancing balance sheet to underpin pursuit of selective, capability-led and value-accretive acquisitions
Read more in the Operational review on Page 36
Progress in 2025
Paid maiden dividend of $15.3 million
Re-financing of reserve based lending facility ('RBL') with new $800.0 million facility
RBL includes accordion which can increase facility by up to a further $800.0 million
Settled Magnus contingent consideration for $60.0 million, removing $432.9 million liability from balance sheet
Enhanced Group liquidity at 31 December 2025 of $678.6 million
Objectives for 2026
Focus on executing transformative UK transaction, and delivering further diversified growth in South East Asia
Maintain balance sheet strength through disciplined capital allocation
Execute shareholder return programme
20-21
Strategic Report Operational review
Update on operations
Continued differentiated, top quartile operating capability across the asset lifecycle.
2025 saw the Group deliver 89% production efficiency across its operated portfolio.
2025 Group Production (pro forma including Vietnam) Boepd
45,606
+12%
2024: 40,736
EnQuest continues to demonstrate its differentiated operating capability, founded on deep expertise in late-life asset management and complemented by sector-leading decommissioning performance.
In all our activities, the safety and well-being of those working across EnQuest's sites remains paramount. All personnel are empowered to act decisively to ensure the Group's high standards of safe operations are consistently upheld.
The Group remains focused on optimising the assets it operates and has an established track record of extending the productive life of mature oil and gas fields. This is achieved through disciplined maintenance programmes, the effective management of critical production infrastructure, and the high-quality execution of drilling and well intervention activities.
In parallel, EnQuest continues to progress initiatives to decarbonise its portfolio. Projects at Magnus, Kraken and the Sullom Voe Terminal ('SVT') are aimed at materially reducing the Group's carbon footprint while improving the long-term cost base of our operations. These initiatives are an important component in ensuring the
Group's assets remain resilient and competitive within an evolving regulatory environment.
As part of maximising value from operated assets, the Group recognises the importance of planning and executing safe, efficient and cost-effective decommissioning, typically beginning around five years ahead of the cessation of asset production. Decommissioning is an increasingly important capability for operators in mature basins worldwide, and one in which EnQuest is demonstrating sector leadership.
The operational excellence in evidence across EnQuest's portfolio is transferable and scalable, supporting the Group's growth ambitions both in the UK North Sea and across South East Asia. It also underpins the Group's plans to right-size and repurpose existing infrastructure, including the development of SVT as a future decarbonisation and renewable energy hub.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Operational excellence
In delivering production uptime of 89% across its operated portfolio during 2025, EnQuest achieved a level of performance that sits at the very top end of the UK North Sea sector.
Excluding the impact of a third-party infrastructure outage, which saw Magnus production shut-in for five weeks, Group production efficiency was 92%.
The latest available benchmarked data from the North Sea Transition Authority ('NSTA') shows that production efficiency across the UKCS is 75%. EnQuest's UK operated asset uptime was 87%.
Further, the NSTA UKCS production efficiency for floating hubs is 67%. At 95% production efficiency, EnQuest's Kraken FPSO beats that by 28%.
This exemplary uptime performance extends to the Group's South East Asia business, with 93% uptime at PMB/Seligi and 100% uptime in Vietnam.
Group operated production efficiency
89%
Magnus production efficiency
2024 UKCS average 75%
Kraken production efficiency
2024 UKCS floating hub average 67%
22-23
Strategic Report Operational review continued
UK Upstream operations continue to deliver top quartile production efficiency performance across the portfolio.
UK Upstream
2025 UK operations performance summary
Production of 31,122 Boepd across EnQuest's UK upstream assets was underpinned by strong production efficiencies across the portfolio and the Group's investment in low-cost, quick-payback well work and production optimisation, offsetting the impact of natural field declines.
Kraken
2025 performance summary
The Kraken Floating, Production, Storage and Offloading ('FPSO') facility delivered an exceptional production efficiency of 95% (2024: 96%) and water injection efficiency of 93% (2024: 95.5%) for the year, resulting in average 2025 net production of 10,948 Boepd (2024: 12,759 Boepd). This is a testament to the focus and collaboration between the EnQuest and Bumi Armada operational teams, delivering production efficiency performance that is 28% above the industry average benchmark for floating hubs (as measured against the latest North Sea Transition Authority data).
The Kraken maintenance shutdown was deferred to 2026 to enable isolation upgrades that will reduce the production impact associated with future planned maintenance. The Group continues to optimise Kraken cargo sales through the shipping fuel market. Kraken oil is a key component of International Maritime Organization ('IMO') 2020 compliant low-sulphur fuel oil and, avoiding refining-related emissions.
2026 outlook
The asset team is focused on maintaining best-in-class FPSO production efficiency through focused investment in maintenance and reliability activities, while aiming to manage reservoir decline and fuel gas production with water injection sweep optimisation. Work is ongoing to mature the Kraken Enhanced Oil Recovery ('EOR') project during 2026. Following an initial round of polymer testing, further work is ongoing to ensure the compatibility of reservoir chemicals with topside process equipment. EOR represents a material upside to Kraken's value, with base case incremental recoverable oil estimates of more than 40 MMbbls gross.
The EnQuest team is also advancing a fuel gas import project that involves the subsea tie-back of a Bressay gas well to the Kraken FPSO. By establishing an alternative to the diesel currently used to power Kraken operations, this project has the potential to drive a step change reduction in FPSO emissions and operating costs. It is anticipated that the Bressay gas well can be drilled as part of an expanded well programme, alongside the resumption of drilling at Kraken and a subsea well plugging and abandonment programme. Significant progress has been made in aligning the technical development scenario with the NSTA, and both a Bressay FDP and a Kraken FDPA are at an advanced stage.
With c.33 MMboe of 2C resources, and Harbour Energy expected to replace Waldorf as our field partner, EnQuest remains well positioned to pursue infill drilling opportunities in the main Kraken field reservoir. Plans for these activities will be advanced in parallel with the EOR project. In 2026, Kraken production will be subject to natural field decline and the impact of a short maintenance "pit-stop" shutdown planned in the third quarter of the year, which has been reduced from 15 days through planned upgrades to isolations between the two production trains.
Magnus
2025 performance summary
In 2025, Magnus delivered an 8% increase in asset production, achieving 15,335 Boepd (2024: 14,173 Boepd) despite a five-week third-party infrastructure outage in the first half of the year. The annualised impact of this outage was c.1.7 Kboed in deferred production; equivalent to the volume lifted within a standard Magnus offtake. The production increase was underpinned by exceptional production efficiency of 93% (2024: 83%) excluding third-party downtime, and the proactive completion of key maintenance scopes during the production shut-in meant that the seven-day maintenance shutdown originally planned for the second half of the year was not required.
2025 asset production benefitted from a successful two-well infill drilling programme, with both wells producing above mid-case expectations, well interventions and well optimisation work. The period June to August 2025 saw EnQuest deliver the best three-monthly oil production rate at Magnus since early 2020, peaking at c.19 Kboed barrels of oil per day in mid-July. In addition, the recommissioning of a fifth water injection pump provided a 20% uplift in Magnus water injection capacity, with field average water cut reduced back to 2017 pre-acquisition levels of around 85%.
2026 outlook
The Group plans to execute a six-well infill drilling programme at Magnus, commencing in May 2026 and culminating in 2027. The programme includes well targets in the Lower Kimmeridge Clay Formation ('LKCF') reservoir, which is estimated to contain c.325 million barrels of oil in place. The Group is targeting 10 MMbbls of production upside from the next production phase at the LKCF. Looking
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
beyond this programme of work, Magnus 2C resources of c.28 MMboe offer additional significant low-cost, quick-payback drilling and well intervention opportunities.
Storm damage at the third-party operated Ninian Central Platform ('NCP') resulted in a five-week unplanned outage for all system users, including Magnus, at the start of 2026. Production was reinstated on 22 February.
EnQuest is proactively addressing the risk of third-party equipment unavailability to Magnus production and is progressing plans to facilitate a bypass of NCP during 2027. Alongside ongoing work at the Sullom Voe Terminal on the New Stabilisation Facility, this project will secure a long-term export pathway for Magnus oil.
Following the initiation of the Magnus Emissions Reduction project in Q4 2024, engineering work will continue in 2026. This project demonstrates EnQuest's commitment to the decarbonisation of its portfolio.
Greater Kittiwake Area
2025 performance summary
At the Greater Kittiwake Area ('GKA'), 2025 production averaged 1,825 Boepd (2024: 2,009 Boepd), largely in line with expectations. Solid operational performance in the year was underpinned by production efficiency of 75% (2024: 77%) and included the efficient completion of the planned maintenance shutdown.
2026 outlook
EnQuest and its partners are focused on extending field life and executing an efficient glide path to decommissioning, including plans for early plugging and abandonment of platform wells prior to cessation of production, and in parallel with 2026 production operations. This process will be managed in full by EnQuest, with Shell having transferred its decommissioning operator role to EnQuest during 2024.
Non-operated North Sea assets
2025 performance summary
2025 production across the Group's non-operated UK interests averaged 3,014 Boepd (2024: 3,648 Boepd), with asset performance continuing in line with the Group's expectations.
2026 outlook
At Golden Eagle, a 41-day shutdown is planned during the third quarter.
At Alba, the most significant activity centres on decommissioning, with the cessation of asset production planned during the summer.
Ian McKimmie
Interim General Manager, North Sea
UK Upstream operations¹ Daily average net production Boepd
31,122
-4%
2024: 32,587
¹ Includes Magnus, Kraken, Golden Eagle, the Greater Kittiwake Area including Scotty/Crashes and Alba
UK operated production efficiency
87%
2024: 88%
Case study
Magnus value-accretion
In February 2026, EnQuest executed the settlement of the Magnus contingent consideration.
The transaction reflects EnQuest's confidence in the long-term value of the Magnus asset and unlocks the full upside associated with the Group's production enhancement plans.
Under the terms of the transaction, EnQuest paid $60.0 million in cash to BP to secure 100% of future Magnus cash flows by crystallising the remaining contingent payments that would otherwise have been payable over time (valued at $432.9 million on a discounted basis at 30 June 2025).
By settling the contingent consideration at this stage, EnQuest secures full economic exposure to the asset and enhances its ability to optimise operational and strategic decisions over the life of the field, thereby simplifying the Group's balance sheet and removing future financial variability associated with the mechanism.
This agreement does not alter arrangements originally agreed in respect of the decommissioning of pre-acquisition infrastructure.
This credit-enhancing settlement is expected to simplify capital management and provide greater transparency and predictability of future cash flows.
24-25
Strategic Report Operational review continued
Delivering diversified growth
PMB/Seligi, Malaysia
2025 performance summary
EnQuest was again named Malaysia Operator of the Year at the 2025 PETRONAS Emerald Awards, becoming the first company to receive this prestigious accolade in successive years. To be recognised in this way by PETRONAS is an important validation of the Group's reputation as a top-tier operator, both in Malaysia and across the South East Asia region and is a testament to the work undertaken across the EnQuest Malaysia team.
Malaysian production averaged 9,201 Boepd, 12.9% higher than 2024. This increase was driven by continued operational excellence and production efficiency of 93% (2024: 94%), as well as a programme of infill drilling, idle well restoration and well workovers.
Following the award of an expansion to its Seligi gas agreement, EnQuest has successfully accelerated plans to develop an additional 155 Bscf (c.27 million barrels of oil equivalent) of non-associated Seligi field gas resources.
The agreement enables EnQuest and its partners to develop and commercialise the non-associated gas resources in the PMBE PSC contract area and, in line with expected demand, supply around 70 mmscf per day of sales gas. With a 50% equity share, this represents c.35 mmscf per day net to EnQuest, which equates to c.6,000 Boepd.
Demonstrating the Group's project delivery expertise, work to drill recompletions on five existing wells and execute infrastructure modifications was completed nine months ahead of schedule, with gas production beginning in December 2025. EnQuest commenced full production at 70 mmscf/d in January 2026, with capacity now proven to increase gross production to c.100 mmscf/d, supporting Peninsular Malaysian demand and helping the nation meet its growing energy needs. These volumes also increase the gas component of EnQuest's production, which aligns with the Group's strategic aim to reduce its overall carbon intensity.
South East Asia
Foundation set for growth
Delivering diversified growth – New country entries
EnQuest advanced its international growth strategy in 2025 by securing high-potential gas opportunities in Brunei and Indonesia, establishing new joint ventures, and initiating early-stage technical work that positions the Group for material long-term production and reserve additions.
Brunei Darussalam – Block C
Following the award of a Production Sharing Agreement for Block C in Brunei during July 2025, EnQuest has finalised the key terms for the formation of a 50/50 joint venture company ('JVC') with Brunei Energy Exploration Sdn Bhd and the Minister of Finance Corporation, with incorporation planned by the third quarter of 2026. The JVC will assume operatorship for Block C.
In the meantime, work has commenced to finalise the resources and evaluate gas development concepts for delivery to the BLNG plant in Lumut, Brunei. With the potential for first gas from Block C during 2029, EnQuest anticipates that this development could deliver c.15 Kboed net production and add c.55 MMboe of additional reserves from the initial fields developed, based on a 50% net share.
The Group will also assess additional fields in the block concurrently, in order to evaluate future development plans.
Indonesia – Gaea & Gaea II PSCs
Having been confirmed as the successful bidders in April 2025, EnQuest and its joint venture partners completed the signing of the Gaea and Gaea II PSCs on 1 August 2025. EnQuest has a 40% participating interest in the blocks and is the PSC operator, alongside its partners, the Tangguh Joint Venture (with 40% participating interest, comprising BP Exploration Indonesia Limited, MI Berau B.V. (an INPEX and Mitsubishi joint venture company), CNOOC Southeast Asia Limited, ENEOS Xplora Inc., Indonesia Natural Gas Resources Muturi, Inc. (an LNG Japan Corporation), and KG Wiriagar Petroleum Ltd (a Mitsui & Co., Ltd)), and PT Agra Energi Indonesia (20% participating interest).
The resource potential of Gaea and Gaea II is estimated to be in excess of 100 Tscf by the Indonesian Ministry of Energy and Mineral Resources, with the blocks located in proximity to the bp-operated Tangguh LNG facility.
The focus of the Joint Venture is on geological and geophysical evaluation of well correlation, stratigraphic work and regional 2D seismic interpretation across both blocks, with the potential for high-impact exploration targeting large potential gas volumes in a frontier region.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
The EnQuest Malaysia decommissioning team was also recognised with an award for Abandonment Excellence at the PETRONAS Emerald Awards, following the successful execution of a six-well plugging and abandonment ('P&A') campaign during 2024. In 2025, EnQuest completed the P&A of a further five wells, with work commencing following the Seligi gas workover programme. This takes the total number of completed P&A wells in Malaysia to 21.
EnQuest continued its excellent HSE performance in Malaysia during 2025, reaching the milestones of over three years and seven million man-hours without a lost time incident.
2026 outlook
The Group plans to drill further non-associated gas wells during 2026, as well as a programme of well workover and idle well restoration activities.
A nine-day shutdown at PMB/Seligi to undertake asset integrity and maintenance activities is planned for the summer, which will help to improve reliability and efficiency at the field.
At DEWA, which is located around 60km offshore Sarawak, Malaysia, the Group's operated acreage includes 12 discovered fields with significant gas development potential. EnQuest is targeting a phased development, with Phase 1 expected to deliver net production of c.9 Kboed and c.28 MMboe of net reserves. The Field Development and Abandonment Plan ('FDAP') and Final Investment Decision ('FID') are planned for the second half of 2026, subject to joint venture partner and regulatory reviews and approvals.
EnQuest received a Letter of Award ('LOA') for a participating interest in the Cendramas PSC by Petronas. The terms of the LOA, subject to the finalisation and signing of the Joint Operating Agreement and the Cendramas PSC, are effective from 23 September 2026, with more details on the PSC to be provided upon signing.
Block 12W, Vietnam
2025 performance summary
In July 2025, EnQuest completed the acquisition of Harbour Energy's business in Vietnam, including a 53.125% equity interest in the Chim São and Dua production fields. This transaction aligns with the Group's strategic aim to grow its international operating footprint by investing in fast-payback assets, with low capex and reduced carbon intensity.
The transaction had an effective date of 1 January 2024, with a headline value of $85.1 million. Net of interim period cash flows, the consideration paid by EnQuest was $25.7 million.
Having assumed operatorship of the Chim São and Dua fields ('Block 12W') from completion, EnQuest is deploying its proven late-life and FPSO asset management expertise to maximise value and is working to progress discovered resources into reserves. The Group executed three proactive well investments in the second half of 2025, boosting net average production in the fourth quarter to c.5.5 Kboed. Reported net production, on an annualised basis, was 2,622 Boepd, while pro forma production for 2025 was 5,283 Boepd. EnQuest has delivered 100% production efficiency since taking over as operator.
2026 outlook
Having already enhanced production since assuming operatorship of the Chim São and Dua fields in July 2025, the PSC extension provides EnQuest and its joint venture partners with the opportunity to access upside across Block 12W and progress discovered resources into reserves, with prospectivity spread across three gas discoveries and several additional targets.
South East Asia operations'
Daily average net production Boepd
11,823
+45%
2024: 8,149
1 Includes 9,201 Boepd from Malaysia and 2,622 Boepd from Vietnam
As a country, Vietnam has significant potential for oil and gas development beyond its established 4.4 billion Boe reserves, with an increase in exploration in the hydrocarbon-rich South China Sea driving projects which seek to replace the production from mature offshore fields. In addition, there is significant opportunity for late-life asset managers, such as EnQuest, to acquire producing assets as established operators have PSCs nearing their end dates. In Vietnam, EnQuest has been successful in extending the Block 12W PSC by four years to July 2034, on its existing terms.
Radzif Ahmed
General Manager, South East Asia
26-27
Strategic Report Operational review continued
2025 saw EnQuest further cement its capability as a leading North Sea decommissioning operator; applying learnings to deliver performance well ahead of industry benchmarks.
Decommissioning
Case study
Excellence in decommissioning
Heather decommissioning – Award-winning performance
EnQuest's Heather Project has set a new benchmark for decommissioning on the UKCS, winning the 2025 OEUK 'Excellence in Decommissioning' award. Delivered safely, on budget, and with a strong focus on innovation, collaboration, and sustainability, the project exemplifies what modern decommissioning should look like.
The campaign successfully P&A'd 41 wells, followed by the safe and efficient removal of the 15.3 kT topsides. A standout achievement was the 15-day transition from final well P&A to full crew disembarkation – a pace-setting milestone described by one of EnQuest's joint venture partners as having "reset the bar" for downmanning.
Heather was also a proving ground for new technologies, including the deployment of the Control Cutter, which enhanced efficiency and safety in conductor removal. These innovations de-risked performance and delivered cost efficiencies.
The project was executed with a strong safety culture and incurred no major incidents. The team also demonstrated environmental leadership by committing to reuse or recycle 97% of all decommissioning waste.
Delivered on budget, the integration of new technologies and continuous improvement ensured value was maximised at every stage. The P&A delivery performance was 20-25% below the P50 industry benchmark for both cost and schedule, based on NSTA data up to the end of 2024.
The team also shared learnings with other North Sea operators, reinforcing EnQuest's commitment to industry-wide improvement and knowledge transfer.
The Heather project has delivered on its objectives and has set new standards in decommissioning. From operational excellence to environmental stewardship and regulatory innovation, EnQuest has demonstrated leadership that will influence future campaigns across the basin.
Performance summary
EnQuest's dedicated in-house decommissioning team delivered a landmark year in 2025, reinforcing its position as a leader in North Sea decommissioning. All well plug and abandonment ('P&A') activities have now been successfully completed at Heather and Thistle, marking a significant milestone in these projects and a major step in the safe and efficient retirement of these offshore assets. The Heather topsides were safely removed from the field, while preparations for Thistle's removal progressed at pace, setting the stage for the next phase of heavy-lift operations.
These achievements underscore EnQuest's commitment to operational excellence and environmental responsibility as it continues to execute complex multi-asset campaigns ahead of schedule and within budget.
Well decommissioning
Between 2022 and 2024, the latest period for which NSTA data is available, EnQuest has completed 47% of all Northern and Central North Sea well P&A activity, at a cost that is significantly below the basin average.
At both the Heather and Thistle fields, all P&A activities were completed after three-and-a-half-year campaigns on each asset, with a total of 83 successfully abandoned. In 2025, the Thistle team executed the remaining seven wells to Phase 2, with the main rig then recovering 11 conductors. The remaining 13 conductors were recovered offline during a multi-year conductor-pulling unit campaign. At Heather, the well P&A campaign was completed in March 2025, with a total of 34 conductors successfully removed by the main rig.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Throughout 2025, EnQuest has also progressed planning and engineering work on the Kittiwake platform wells and subsea wells at Magnus and Alma Galia, while continuing to discuss the future work programmes with the North Sea Transition Authority.
Preparation for removal
Alongside the completion of P&A at Heather, the project team completed final preparations in readiness for the Allseas Pioneering Spirit vessel campaign to remove the topsides.
The Heather team disembarked safely from the platform, completing the asset rundown efficiently following well P&A. Key tasks included cleaning the topsides and utility rundown. The Allseas Oceanic CSV then carried out the required leg-cutting work ahead of the arrival of the Pioneering Spirit heavy-lift vessel. In August the Pioneering Spirit mobilised, lifted the Heather topside, and offloaded it at the MARS disposal yard in Denmark.
At Thistle, the project team continued to demonstrate its ability to deliver multiple key scopes simultaneously. EnQuest and Sapern teams worked closely together, advancing engineering and planning for the pre-disembarkation preparation phase, which commenced in April and continued throughout the year, ahead of the future heavy-lift campaigns.
Subsea campaigns were also completed, covering essential inspection, repair and maintenance activities, as well as conductor recovery, utilising a bespoke conductor drill and pinning tool designed specifically for the Thistle campaign. 2025 marked the final full year on the platform, with disembarkation planned for the first half of 2026, upon completion of the extensive pre-disembarkation preparations scope and platform run-down.
Asset removals
In 2025, significant preparatory work was completed, and Heather was disembarked to allow Allseas and their Pioneering Spirit heavy lift vessel to remove the topsides from the field. The Heather project reached a major decommissioning milestone, following the safe removal of the Heather Alpha topsides in August. The Allseas-owned Pioneering Spirit heavy lift vessel removed the 15,300 tonne topsides in a single lift; the largest single lift in the North Sea in 2025. The topsides were transported to Denmark where 97% of all decommissioning waste is to be reused or recycled. The Heather jacket is scheduled for removal in 2027, which aligns with previously agreed contractual execution windows.
Nick Tulip
Offshore Projects & Decommissioning Director
Heather successfully completed its remaining P&A programme, totalling 41 Wells abandoned
Thistle successfully completed its P&A programme with 42 Wells abandoned
28-29
Operating Review
Midstream Operations
EnQuest is committed to the decarbonisation of the Sullom Voe Terminal as part of a just transition.
Midstream
Safe, stable operations
Throughout 2025, the Group continued to deliver safe, stable and effective operations for both East of Shetland and West of Shetland oil and gas, delivering 100% uptime for both oil streams, and 100% uptime for West of Shetland gas. In addition, the SVT power station achieved 100% power delivery throughout the period. The terminal continued to deliver strong HSE performance, effectively managing the increase in project personnel on-site throughout the year.
Decarbonisation
The Group is focused on right-sizing SVT for future operations. During 2025, EnQuest successfully advanced two strategic projects: to connect the terminal to the UK's electricity grid and the construction of New Stabilisation Facilities ('NSF'). Completion of the NSF is expected to enable the Group to meet the North Sea Transition Authority ('NSTA') target of zero routine flaring obligations by 2030.
The aggregated impact of these two projects is expected to transform the carbon footprint and overall emissions from SVT and the EQUANS-operated Sullom Voe power station, which will be retired once the grid connection is in place.
The delivery of these scopes will reduce the Terminal's operating costs and provide resilience for long-term operations through the replacement of obsolete equipment. Together, these projects provide the opportunity to extend production at both East of Shetland and West of Shetland assets.
In 2025, EnQuest continued the phased, partial decommissioning of redundant processing and storage facilities at SVT. This scope has reduced the risk potential at the site, along with reducing ongoing operating costs. A world-first scope involved the removal of a redundant crude oil tank with roof integrity issues, highlighting EnQuest's decommissioning expertise. Furthermore, the removal of the facilities creates the opportunity to repurpose areas of SVT for third-party use, including renewable energy projects.
2025 emissions at SVT were improved year-on-year, following a period of elevated flaring due to issues encountered with the site's gas compression system, which resulted in flaring above the routine baseline levels. Following the effective deployment of an engineering and repair solution, the compression system was returned to full operations, resulting in a return to lower process flaring and emissions. It should be noted that the impacted compressor will be retired when the NSF is operational.
People and community
EnQuest continues to build its community investment on Shetland with contributions to local charities and sports groups, and through its workforce development programmes.
The Group has a well-established apprentice programme at SVT. In 2025 the numbers were increased with two apprentices in college and three working at the terminal gaining valuable experience in 2025. The Group also continued with its graduate programme in 2025, with one engineer successfully completing the EnQuest Graduate scheme at SVT.
SVT supported a range of cultural and sporting events in Shetland in 2025, including the Shetland Junior Golf Open and sponsorship of local table tennis events, Shetland Rugby Club U18 Italy tour and Shetland Folk Festival. SVT was proud to have sponsored Team Shetland and Ability Shetland to take part in the Disability Summer Games in Stirling, in which 19 athletes from Shetland took part.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Foundation set for growth
Reduce emission intensity
-
New Stabilisation Facility
Right-size the terminal's oil & gas processing facility to support upstream field life extensions -
Connecting SVT to the UK electricity grid
Long-term, reliable power supply through 2026 grid connection -
Electrification
Onshore wind project harnessing Shetland's world-class wind capacity factor – targeting 2026 FID
Bronagh Mckendry
SVT Operations Manager
"SVT was proud to support a range of cultural and sporting events on Shetland in 2025."
SVT right-sizing
Planned reduction in SVT carbon footprint
SVT service uptime
Oil and gas operations
Seven educational awards for the academic year 2024-2025 were made by the Trustees of the Sullam Voe Terminal Participants' Tenth Anniversary Fund. Now in its 37th year, the Trust was established to promote and encourage the education of Shetland residents who will be studying a discipline likely to contribute to the social or economic development of Shetland.
This year, students are engaged in disciplines as wide-ranging as English language and linguistics, energy transitions and sustainability, mathematics and structural engineering.
As operator, EnQuest also offers a scholarship opportunity to a student studying in a technical or commercial discipline that is relevant to SVT, where they take part in a work placement at the terminal during the summer break.
c.90% 100%
30-31
Operating Review
Veri Energy
We recognise the evolving energy landscape and are committed to leading a Just Energy Transition, ensuring that our workers, the communities we serve, and our stakeholders benefit in the process.
> "We launched a major initiative to evaluate investable pathways for e-fuel production at Sullom Voe."
Veri Energy
Veri Energy is a wholly owned subsidiary of EnQuest, focused on transforming skills and infrastructure to deliver economic decarbonisation solutions, initially at the Sullom Voe Terminal ('SVT') on Shetland. Veri Energy is supporting the UK Government's Clean Power 2030 Action Plan and delivering against the Scottish Government's Energy Strategy and Just Transition Plan.
Note:
Veri Energy does not yet earn revenues and is not yet a material part of the Group from a capital and human resources allocation perspective.
Veri Energy is fuelling the UK's energy transition
Using the SVT site as a base, Veri Energy is looking to support further industrial decarbonisation and future growth in the energy transition through the execution of phased renewable energy developments.
Electrification/Onshore wind
During 2024, Veri Energy identified and progressed an opportunity to develop an onshore wind project on behalf of EnQuest, designed to harness Shetland's exceptional wind resource to support decarbonisation and lower operating costs at the Sullom Voe Terminal. The project advanced through front-end engineering and design in 2025, with a final investment decision expected in 2026.
E-fuels
In early 2025, Veri Energy launched a major initiative to evaluate investable pathways for e-fuel production at Sullom Voe. Working with leading global technology providers, the team assessed and de-risked the full value chain for producing e-fuels from green hydrogen and biogenic $\mathrm{CO}_{2}$.
This work aims to unlock Scotland's potential to produce low-carbon fuels by also harnessing Shetland's exceptional wind resource and the inherent advantages of the terminal site, strengthening long-term energy security and resilience. Support from Aberdeen's Net Zero Technology Centre, through its Energy Hubs project, is enabling the development of an advanced operating model for future e-fuel facilities.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
The assessment evaluated both methanol synthesis and Fischer-Tropsch pathways using market-leading technologies. Following this analysis, the first phase will prioritise the development of an e-methanol facility, with front-end engineering and design expected to begin in 2026. E-methanol was selected due to its strong applicability for marine decarbonisation and its role as a key feedstock for sustainable aviation fuel via methanol-to-jet technology.
Additional workstreams commencing in 2026 will explore replication of the e-methanol facility and future expansion into downstream e-SAF production.
With a skilled local workforce and advantaged site conditions, the Sullom Voe development has the potential to scale into a meaningful e-fuels export opportunity over time.
Carbon capture and storage ('CCS') Veri Energy continues to develop a flexible, merchant-market carbon storage solution that can transport and permanently store up to 10mtpa of CO₂ from isolated emitters in the UK and Europe. CO₂ captured by emitters will be transported via ship to SVT from where it will be transported via repurposed pipeline infrastructure, for permanent geological storage in depleted oil and gas reservoirs.
In August 2023, EnQuest successfully secured four carbon storage licences as part of the first round of UK carbon sequestration licences issued by the North Sea Transition Authority ('NSTA'). Following work to assess the licences, EnQuest took the decision to relinquish the Tern and Eider licences, effective 1 March 2025. The remaining licence areas, CS013 and CS014, are some 99 miles northeast of Shetland and incorporate fields currently operated by EnQuest, the Magnus and Thistle fields. These sites are large, well-characterised deep storage formations connected by significant existing infrastructure to the Sullom Voe Terminal on Shetland.
During 2025, work included significant engagement with the NSTA to progress the licences through early risk assessment and site characterisation, engaging with strategic partners and refining the project development plan. Veri Energy continues to be encouraged by the project's potential to be a low-cost merchant-market solution for CO₂ emitters to permanently sequester carbon beginning in the early 2030s.
Gavin Templeton
CEO, Veri Energy
CCS project storage
Up to (mtpa)
Shetland onshore wind
capacity factor
10
52%
32-33
Oil and gas reserves and resources
Oil and gas reserves and resources
EnQuest asset base as at 31 December 2025
| North Sea | South East Asia | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Oil and NGLs | |||||||||
| MMbbls | Gas | ||||||||
| Bcf | Total | ||||||||
| MMbae | Oil and NGLs | ||||||||
| MMbbls | Gas | ||||||||
| Bcf | Total | ||||||||
| MMbae | Oil and NGLs | ||||||||
| MMbbls | Gas | ||||||||
| Bcf | Total | ||||||||
| MMbae | |||||||||
| 2P reserves (working interest)^{1,2,3,5,6} | |||||||||
| 1 January 2025 | 123.3 | 52.7 | 132.3 | 20.0 | 94.2 | 36.3 | 143.3 | 146.9 | 168.6 |
| Revisions^{4} | 0.5 | 0.3 | 0.6 | 2.0 | 30.7 | 7.6 | 2.6 | 31.0 | 8.2 |
| Production | (10.5) | (5.2) | (11.4) | (2.6) | (1.7) | (2.9) | (13.1) | (6.9) | (14.3) |
| 31 December 2025 | 113.3 | 47.8 | 121.5 | 19.5 | 123.2 | 41.0 | 132.8 | 171.0 | 162.5 |
| 2C resources (working interest)^{1,2,7,8} | |||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 1 January 2025 | 305.1 | 18.1 | 308.2 | 17.8 | 160.2 | 45.4 | 322.9 | 178.3 | 353.6 |
| Revisions, additions and relinquishments | (0.4) | 0.0 | (0.4) | 21.1 | 403.7 | 98.9 | 20.7 | 403.7 | 98.5 |
| 31 December 2025 | 304.8 | 18.1 | 307.9 | 38.9 | 563.9 | 144.3 | 343.6 | 582.0 | 452.1 |
Notes:
1. Reserves and resources are quoted on a working interest basis
2. 2P reserves and 2C resources have been assessed by the Group's internal reservoir engineers, utilising geological, geophysical, engineering and financial data
3. The Group's 2P reserves have been audited by a recognised Competent Person in accordance with the definitions set out under the 2018 Petroleum Resources Management System and supporting guidelines issued by the Society of Petroleum Engineers
4. Includes newly acquired Block 12W in Vietnam
5. The above proven and probable reserves include volumes that will be consumed as fuel gas, including c.6.0 MMbae at Magnus, c.1.2 MMbae at Block 12W, c.0.6 MMbae at Kraken, c.0.1 MMbae at Golden Eagle and c.0.1 MMbae at Scalty Crashes
6. The above 2P reserves at 31 December 2025 on an entitlement basis is 152 MMbae (North Sea 122 MMbae and South East Asia 31 MMbae)
7. Contingent resources are quoted on a working interest basis and relate to technically recoverable hydrocarbons for which commerciality has not yet been determined and are stated on a best technical case or 2C basis
8. 2C contingent resources at 31 December 2025 include the volumes associated with the Group's PSC award at Block 12W in Vietnam and Block C in Brunei Darussalam
9. Rounding may apply
EnQuest PLC Annual Report and Accounts 2025
Hydrocarbon assets
Strategic Report Corporate Governance Financial Statements
Hydrocarbon assets
EnQuest asset base as at 31 December 2025
| Licence | Block(s) | Working interest (%) | Name | Decommissioning obligation (%) |
|---|---|---|---|---|
| UK North Sea Upstream production and development | ||||
| P193 | 21/7a & 21/12a | 100.0^{1} | Magnus | 30.0^{2} |
| P1077 | 9/2b | 70.5 | Kraken & Kraken North | As per working interests |
| P1107/P1617 | 21/8a, 21/12c & 21/13a | 50.0 | Scolty/Crathes | As per working interests |
| P238 | 21/18a, 21/19a & 21/19b | 50.0 | Kittiwake | 25.0 |
| 50.0 | Mallord | 30.9 | ||
| 50.0 | Grouse & Gadwall | As per working interests | ||
| P073 | 21/12a | 50.0 | Goosander | As per working interests |
| P213^{3} | 16/26a | 8.0 | Alba | As per working interests |
| P234/P493/P920/P977 | 3/28a, 3/28b, 3/27b, 9/2a, 9/3a | 85 | Bressay | |
| P1078 | 9/3b | 100 | Bentley | |
| P300/P928^{3} | 14/26a, 20/1a | 26.69 | Golden Eagle | |
| P2632^{3} | 9/1, 9/2c | 70.5 | West of Kraken | |
| UK North Sea Decommissioning | ||||
| P242 | 2/5a | n/a | Heather | 37.5 |
| P242/P902 | 2/5a & 2/4a | n/a | Broom | 63.0 |
| P475 | 21/19s | n/a | Thistle | 6.1^{4} |
| P236 | 21/18a | n/a | Thistle/Deveron | 6.1^{4} |
| P236 | 21/18c | n/a | Don SW & Conrie | 60.0 |
| P236/P1200 | 21/18b & 21/13b | n/a | West Don | 78.6 |
| P2137 | 21/18e & 21/19c | n/a | Ythan | 60.0 |
| P1765/P1825 | 30/24c & 30/25c, 30/24b | n/a | Alma/Galia | 65.0 |
| Other UK North Sea licences | ||||
| P90^{3} | 9/15a | 33.3 | n/a | |
| Malaysia production and development | ||||
| PMB/Seligi^{5} | PMB Extension | 50.0 | Seligi, North & South Raya, Lawang, Langat, Yang & Serudon | 50.0 |
| DEWA Complex | ||||
| Cluster SFA PSC | 42.0 | D30, D30W, Danau, Daya, Daya North, D41, D41W, Dafnah West, Dana, Darma, West Acis, and Spaoh | ||
| Indonesia | ||||
| Gaea & Gaea II PSC | Gaea & Gaea II | 40 | ||
| Brunei | ||||
| Block C PSA | Block C | 100 | ||
| Vietnam | ||||
| Block 12W PSC | Block 12W | 53.125 | Chim São & Dua |
Notes:
1. Having substantially agreed with BP to settle the 75% Magnus contingent consideration profit share arrangement in December 2025, EnQuest paid $60.0 million to BP in February 2026, resulting in EnQuest becoming entitled to 100% of Magnus cash flow. Previously, BP was entitled to 37.5% of free cash flow from Magnus.
2. BP has retained the decommissioning liability in respect of the existing Magnus wells and infrastructure. EnQuest will pay BP additional deferred consideration by reference to 30% of BP's actual decommissioning costs on an after-tax basis, which EnQuest estimates will result in a payment equivalent to approximately 9% of the gross estimated decommissioning costs. The additional consideration payable is capped at the amount of cumulative positive cash flows received by EnQuest from Magnus, SVT and the associated infrastructure assets.
3. Non-operated
4. EnQuest is liable for the decommissioning costs associated with investment since it assumed operatorship, with the balance remaining with the former owners. Following the exercise of the Thistle decommissioning options in January and October 2018, EnQuest will undertake the management of the physical decommissioning of Thistle and Leveron and is liable to make payments to BP by reference to 7.5% of BP's decommissioning costs of Thistle and Deveron, which equates to 6.1% of the gross decommissioning costs.
5. UK 22nd licence round award. EnQuest relinquished this licence in February 2026
6. Official reference PM-B Extension PSC, commonly referred to elsewhere as PMB/Seligi
34-35
Financial review
Positioned for growth
EnQuest has continued to focus on simplifying and strengthening its balance sheet to provide significant transactional capacity
Dividend paid in 2025
15.3
$ million
New Reserve Based Lending facilities
"The steps we have taken during 2025 provide a strong platform of transaction-ready liquidity."
800.0
$ million
Jonathan Copus
Chief Financial Officer
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Introduction
Against an uncertain macro-economic backdrop, EnQuest has used the tangibility of its hydrocarbon reserves and strength of its relationships to further simplify and strengthen its balance sheet. The Group has also managed its exposure to lower and more volatile oil prices and a weaker USD, through a combination of hedging programmes, cost control and liquidity management. These steps have enabled the Group to build a significant platform of liquidity – that can be used to deliver both organic and transformational growth.
In November, EnQuest successfully refinanced its Reserve Based Lending Facility (the 'RBL'). Structured around a $400.0 million loan tranche and $400.0 million letter of credit tranche, the new facility extends the instrument's maturity to 2031; expands Group total liquidity ($678.6 million at 31 December 2025; $474.5 million at 31 December 2024) and simplifies the management of decommissioning obligations. An accordion of up to $800.0 million provides the potential to increase each tranche by up to $400.0 million.
In December 2025, EnQuest reached substantial agreement with bp to settle the outstanding Magnus profit-share-related contingent consideration for $60.0 million (paid in February 2026). This credit enhancing transaction removes a material liability from EnQuest's balance sheet (which had a discounted value of $432.9 million at 30 June 2025) and opens significant additional RBL capacity. By securing full economic value to Magnus, EnQuest has enhanced its ability to optimise operational and strategic decisions over the life of the field, simplified its balance sheet and removed future financial variability associated with the mechanism.
To manage risk, EnQuest maintains a balanced programme of hedging. With average Brent declining 15% in 2025 and the USD weakening 10%, the Group's commodity and foreign exchange hedge programme delivered an aggregate $29.4 million of realised gains (2024: aggregate $10.0 million realised loss). From 1 April 2026, EnQuest has hedged a total of 5.1 MMBbls for the next 12 months with an average floor price of $71.3/bbl and a further 3.5 MMBbls in the subsequent 12-month period with an average floor price of $64.4/bbl, in each case predominantly utilising swaps.
The Group reported an IFRS post-tax profit of $1.6 million for the year to 31 December 2025 (2024: $93.8 million profit). Underlying this figure, settlement of the Magnus Contingent Consideration crystallised net other income of $391.3 million (pre-tax aggregate change in fair value of contingent consideration, see note 21) and a net impairment reversal of $5.8 million (2024: $71.4 million charge) was largely offset by the non-cash deferred tax charges of $152.4 million relating to the Magnus profit share settlement and the previously reported $123.9 million non-cash adjustment due to extension of the EPL 'windfall tax' by two years (from 31 March 2028 to 31 March 2030), lower underlying profit before tax (driven by lower oil prices) and a higher current year EPL tax charge of $84.1 million (2024: $10.3 million).
Free cash flow generation in the period was $8.7 million (2024: $53.2 million), reflecting lower oil revenues, higher UK tax payments and growth-focused capex programmes at Magnus and PMB/Seligi. After payments made in relation to the Group's maiden dividend, Vietnam acquisition and RBL refinancing fees, EnQuest net debt increased by $48.1 million, to $433.9 million. With the RBL fully undrawn at 31 December 2025, cash and available undrawn facilities were $678.6 million (31 December 2024: $474.5 million).
Income statement Revenue
Group production averaged 42,945 Boepd, 5% higher than 2024. Underlying this was strong asset uptime performance of c.90%, the contribution from the acquisition of producing interests in Vietnam, and investment in low-cost, quick-payback well work and production optimisation at Magnus and PMB/Seligi. Partially offsetting these positives was a five-week shut in at Magnus, related to a third-party infrastructure outage and natural field declines. Oil accounted for 84.1% of this output (2024: 87.2%).
Brent crude oil prices declined 15% year-on-year to average $68.2/bbl (2024: $80.5/bbl) while the average day-ahead UK gas price increased by 5% to 88.3 GBP/therm (2024: 83.6 GBP/therm). Excluding the impact of hedging, EnQuest realised an average oil price of $68.1/bbl (2024: $81.3/bbl). Post-hedging, the realised oil price was $68.8/bbl (14.2% lower than in 2024, $80.2/bbl).
Reflecting the above price and volume drivers, Group revenue in the period totalled $1,118.3 million, a 5% reduction year-on-year (2024: $1,180.7 million). In this figure, oil contributed $858.2 million (16% lower year-on-year, 2024: $1,020.3 million) and condensate and gas revenue contributed $200.5 million (22% higher year-on-year, 2024: $164.6 million). Gas revenue mainly relates to the onward sale of gas purchases from third-party West of Shetland fields under the terms of the Magnus acquisition. The contribution of these volumes to revenue is offset through an equal and opposite charge to cost of sales.
Tariffs and other income generated $3.6 million (2024: $2.6 million), which includes income associated with the transportation of the initial Seligi to associated gas agreement.
Having repositioned and expanded the Group's programme of hedging in H2 2024, realised gains on commodity hedges in 2025 totalled $8.7 million, primarily reflecting the gains on swap contracts (2024: loss of $12.9 million). Unrealised gains on open commodity contracts (from mark-to-market movements) totalled $45.2 million (2024: $3.1 million gain).
Note: For the reconciliation of realised oil prices see 'Glossary - Non-GAAP measures' starting on page 192
Cost of sales
Reflecting the Group's South East Asian expansion, a weaker USD and higher volumes and prices associated with third-party West of Shetland gas that crosses the Magnus facility, cost of sales increased 6% to $837.5 million (2024: $787.4 million).
Excluding the impact of the 'crossover' gas volumes (2025: $166.2 million; 2024: $125.7 million), cost of sales was held broadly flat, with the Group's active foreign exchange hedging programme reinforcing the Group's continued focus on cost control.
Similarly, production growth and the weaker USD increased underlying production costs to $344.5 million (2024: $307.6 million). Inclusive of a $19.7 million net realised hedging gain (2024: net losses of $4.7 million) production costs increased by just 4%, with total operating costs up 3% at $394.0 million (2024: 382.8 million). Unit operating costs fell by 2% to $25.1/Boe (2024: $25.6/Boe).
36-37
Financial review continued
| 2025 $ million | 2024 $ million | |
|---|---|---|
| Production costs | 344.5 | 307.6 |
| Tariff and transportation expenses | 69.2 | 70.5 |
| Realised (gain)/loss on derivatives related to operating costs | (19.7) | 4.7 |
| Operating costs¹ | 394.0 | 382.8 |
| Charge/(credit) relating to the Group's lifting position and hydrocarbon inventory | 17.4 | 2.2 |
| Other cost of operations | 179.6 | 135.0 |
| Depletion of oil and gas assets | 267.3 | 263.3 |
| Other cost of sales | (20.8) | 4.1 |
| Cost of sales | 837.5 | 787.4 |
| Unit operating cost² | $/Boe | $/Boe |
| - Production costs | 22.0 | 20.6 |
| - Tariff and transportation expenses | 4.4 | 4.7 |
| Average unit operating cost (excluding gain/loss on derivatives) | 26.4 | 25.3 |
| Average unit operating cost (including gain/loss on derivatives) | 25.1 | 25.6 |
Notes:
1 See reconciliation of alternative performance measures within the 'Glossary - Non-GAAP measures' starting on page 192
2 Calculated using production on a working interest basis including Seligi Associated Gas (1a)
The charge relating to the Group's lifting position and hydrocarbon inventory for the year ended 31 December 2025 was $17.4 million (2024: $2.2 million), reflecting the optimisation of oil sales from Magnus. Depletion expense ($267.3 million) was 2% higher than 2024 ($263.3 million), mainly reflecting the impact of the Vietnam acquisition, and other cost of sales ($20.8 million) reflects unrealised gains on foreign exchange and UKA forward contracts (2024: $4.1 million losses).
Impairment
In the year, the Group recognised a non-cash net impairment reversal of $5.8 million (2024: $71.4 million charge). Contributing to this, a reversal of $94.3 million at Kraken and an aggregate charge of $88.5 million for GKA, Golden Eagle and Alba, were primarily driven by a combination of a reduction in the discount rate to 9.0% (from 10.0% at 31 December 2024), reductions in near-term oil price assumptions (reflecting market dynamics) and updated production and cost profiles, including the impact of a weaker USD.
Other income and expenses
The Group recognised net other income in the period of $369.7 million (2024: net other expense of $4.7 million). The majority of this figure relates to a net $391.3 million non-cash credit that was triggered by EnQuest's agreement with bp to settle the outstanding Magnus profit share element of contingent consideration for $60.0 million (see note 21 for further detail). Lease income in the period totalled $20.4 million (2024: $16.5 million). Offsetting this income, was a non-cash foreign exchange revaluation loss of $28.3 million (2024: $10.0 million foreign exchange revaluation gain), with a $14.5 million non-cash net increase in the decommissioning provision of fully impaired non-producing assets (2024: non-cash charge of $7.1 million). 2024 also included a $14.6 million charge relating to the termination of a drilling rig contract, which followed Waldorf Petroleum's decision to defer near-term Kraken infill drilling, due to its financial circumstances.
Other expenses include costs associated with Veri Energy, which totalled $3.6 million in the year (2024: $1.7 million).
Adjusted EBITDA
Adjusted EBITDA for the year totalled $503.8 million, down 25% compared to the same period in 2024 ($673.9 million). This reduction primarily reflects changing production mix and lower oil revenue - driven by lower commodity prices (see detail above).
EnQuest's net debt to last 12-month adjusted EBITDA ratio at 31 December 2025 equalled 0.9x (31 December 2024: 0.6x).
| Adjusted EBITDA | 2025 $ million | 2024 $ million |
|---|---|---|
| Profit/(loss) from operations before tax and finance income/(costs) | 648.8 | 311.5 |
| Net unrealised commodity, foreign exchange and UKA hedge (gain)/loss | (77.5) | (0.3) |
| Depletion and depreciation | 272.4 | 269.3 |
| Impairment (reversal)/charge | (5.8) | 71.4 |
| Change in fair value of contingent consideration | (387.1) | 15.9 |
| Net other expenses | 21.9 | 21.6 |
| Change in well inventories | 2.8 | (5.5) |
| Net foreign exchange revaluation loss/(gain) | 28.3 | (10.0) |
| Adjusted EBITDA¹ | 503.8 | 673.9 |
Note:
1 See reconciliation of Adjusted EBITDA within the 'Glossary - Non-GAAP measures' starting on page 192
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Finance costs
EnQuest's overall net finance costs increased by 7%, to $155.4 million (2024: $144.9 million).
Finance charges included interest on loans and borrowings of $75.3 million (2024: $73.5 million), the unwinding of discounting an decommissioning and other provisions (2025: $36.7 million; 2024: $31.2 million) and lease liability interest costs (2025: $25.1 million; 2024: $27.7 million). Refinancing fees, the amortisation of finance fees on loans and borrowings and other financial expenses (including the cost for surety bonds that provide security for decommissioning liabilities) totalled $27.5 million (2024: $27.1 million).
Finance income decreased to $9.2 million reflecting lower interest receivable from bank balances (2024: $14.5 million).
Profit/loss before tax
Reflecting the movements above, the Group's profit before tax was $493.4 million (2024: profit of $166.6 million).
Taxation
The 2025 tax charge of $491.9 million includes a non-cash deferred tax charge of $374.7 million and a current tax charge of $117.2 million.
As previously highlighted in the Group's results for the six months ended 30 June 2025, the deferred tax charge is heavily distorted by the non-cash impact of the two-year extension to the EPL; resulting in a charge to EnQuest of $123.9 million. The Group also recognised a further non-cash deferred tax charge of $152.4 million, which relates to the Magnus profit share settlement, and $98.4 million of other non-cash tax charges that reflect the utilisation of EnQuest's strategic UK North Sea tax asset in the period and tax on unrealised hedge gains.
The current cash tax charge, excluding prior year adjustments, includes $84.1 million related to the EPL (2024: $10.3 million), with the increase driven by lower capital expenditure and reduced EPL investment allowances, partly resulting from the abolishment of certain allowances from 1 November 2024.
The Group's income statement effective tax rate for the period was 99.7% (2024: 43.7%), with the two-year extension to the EPL constituting 25.1% of the Group's total 2025 effective tax rate.
EnQuest's strategic UK North Sea tax asset was estimated at $1,851.3 million (gross) at 31 December 2025 (31 December 2024: $2,066.4 million (gross)). The decrease reflects utilisation against UK upstream taxable profits.
Due to this tax position, no significant Corporation Tax or Supplementary Charge is expected to be paid on UK operational activities for the foreseeable future. The Group expects to continue to make EPL payments for the duration of the EPL, noting however that the UK Government has indicated its intention to end EPL earlier than the current March 2030 legislated sunset date. In the Autumn Statement 2025, the UK Government announced that they will introduce the Oil and Gas Pricing Mechanism, a revenue-based windfall tax to replace EPL. EnQuest also pays cash corporate income tax on its Malaysian and Vietnam assets:
Profit/loss for the period
EnQuest's total profit after tax was $1.6 million (2024: profit after tax of $93.8 million). 2025 profit is heavily distorted by the significant non-cash impacts of the UK Government's decision in October 2024 to extend EPL by two years. Excluding this impact, EnQuest delivered an underlying profit for the period of $125.5 million.
Earnings per share
The Group's reported basic earnings per share was 0.1 cents (2024 earnings per share: 5.0 cents) and reported diluted earnings per share was 0.1 cents (2024 earnings per share: 4.9 cents).
Cash flow, EnQuest net debt and liquidity
Reported net cash flows from operating activities for the year were $362.7 million. This was 29% below the comparative period of 2024 ($507.6 million), which primarily reflects lower oil revenues due to the 15% year-on-year decline in Brent prices.
Reported net cash flows used in investing activities increased by $11.8 million, to $194.2 million. Whilst this figure includes the "one-off" acquisition cost of Vietnam ($20.3 million), the 2024 figure of $183.6 million included "one-off" receipts associated with the Bressay transaction of $108.8 million. Excluding these "one-off" items, net cash flows used in investing activities decreased by $117.3 million, principally reflecting $73.7 million lower capital expenditure (2025: $179.2 million; 2024: $252.9 million) and no Magnus profit share payments (2024: $48.5 million).
Cash outflow on capital expenditure is set out in the table below:
| Capital expenditure | 2025 $ million | 2024 $ million |
|---|---|---|
| North Sea | 128.0 | 230.4 |
| Malaysia and Vietnam | 48.5 | 19.0 |
| Exploration and evaluation | 2.7 | 3.5 |
| 179.2 | 252.9 |
The Group utilised $192.9 million of cash in financing activities (2024: $352.9 million). Interest payments on the Group's borrowings totalled $97.0 million (2024: $83.2 million). $83.1 million was paid in relation to finance leases (2024: $130.1 million), with the reduction versus 2024 primarily reflecting the c.70% contractual step down in charges relating to the Kraken FPSQ, partially offset by lease payments associated with the Vietnam FPSQ. In 2025, net borrowings totalled $6.0 million (2024: net repayments of $130.6 million). In the period, EnQuest also paid a maiden dividend, equivalent to $15.3 million (2024: share buyback of $9.0 million).
Despite significantly lower oil prices, EnQuest generated $8.7 million of adjusted free cash flow in 2025. This reflects higher cash tax payments and production enhancing investments, alongside management's focus on cost control, capital discipline and liquidity management. In aggregate, Group cash and cash equivalents decreased by $11.3 million to $268.9 million (2024: $280.2 million) and EnQuest net debt rose $48.1 million to $433.9 million (2024: $385.8 million). Primary drivers of this net debt rise were payment for the Vietnam acquisition ($20.3 million), payment of costs relating to the refinancing of the Group's RBI, facility ($17.8 million) and EnQuest's inaugural dividend ($15.3 million).
38-39
Financial review continued
The movement in EnQuest net debt was as follows:
| $ million | |
|---|---|
| EnQuest net debt 1 January 2025 | (385.8) |
| Net cash flows from operating activities | 362.7 |
| Cash capital expenditure | (179.2) |
| Net interest and finance costs paid | (91.7) |
| Finance lease payments | (83.1) |
| Dividend paid | (15.3) |
| Vietnam asset acquisition | (20.3) |
| RBL re-financing fees | (17.8) |
| Other movements, primarily net foreign exchange on cash and debt | (3.4) |
| EnQuest net debt 31 December 2025¹ | (433.9) |
Note:
1 See reconciliation of alternative performance measures within the 'Glossary - Non-GAAP measures' starting on page 192
| EnQuest net debt | 31 December 2025 | 31 December 2024 |
|---|---|---|
| $ million | $ million | |
| Bonds | 644.4 | 632.1 |
| Senior secured debt facility ('RBL') | - | - |
| Vendor loan facility | 22.1 | - |
| SVT working capital facility | 36.3 | 33.9 |
| Cash and cash equivalents | (268.9) | (280.2) |
| EnQuest net debt¹ | 433.9 | 385.8 |
Note:
1 See reconciliation of EnQuest net debt within the 'Glossary - Non-GAAP measures' starting on page 192
EnQuest continues to monitor the debt capital markets and would look to opportunistically refinance its existing 2027 bond maturities, subject to market conditions.
Balance sheet
EnQuest's robust liquidity position enables the Group to continue delivering its capital-efficient programmes of capital investment and pursue transformational North Sea and international production acquisitions.
Assets
Total assets increased by 0.9% to $3,594.3 million (31 December 2024: $3,562.6 million). This was mainly driven by the acquisition of Vietnam assets, which contributed additional PP&E of $47.1 million and higher receivables of $152.5 million. The receivables were primarily associated with the Group's share of contributions already paid into the abandonment fund held in Vietnam (totalling $92.1 million) which was established to ensure that sufficient funds exist to meet future abandonment obligations (recorded in provisions as set out below) on Block 12W, partner share of the FPSO lease liability and other receivables. Other financial assets increased by $71.8 million, primarily reflecting mark-to-market gains on the Group's derivatives at 31 December 2025 (mark-to-market losses of $21.6 million at 31 December 2024 were shown in liabilities). The Group's deferred tax asset decreased by $235.1 million, primarily as a result of the tax effect of the change in fair value associated with the Magnus profit share contingent consideration and utilisation of the carry-forward tax loss position.
Liabilities
Total liabilities increased by 1.5% to $3,066.3 million (31 December 2024: $3,020.1 million). Decommissioning provisions increased by $174.0 million, reflecting $89.1 million additional obligations in Vietnam following the acquisition in July 2025 (offset by $92.1 million additional abandonment fund receivables noted above) (see notes 15 and 22) and in Malaysia related to the Seligi 1b gas project. Lease liabilities increased by $36.9 million, primarily reflecting the Vietnam FPSO lease obligations acquired, while trade and other payables also increased by $40.2 million, mainly in relation to the acquisition of Vietnam. Loans and borrowings increased by $42.6 million, reflecting drawdown of the vendor loan facility and foreign exchange movements on the GBP retail bond. Deferred tax liabilities increased by $145.7 million, primarily reflecting the impact on deferred tax from the two-year extension to the UK EPL. These increases were in turn offset by the agreement with bp to settle the Magnus profit share contingent consideration for $60.0 million, which led to a net reduction in the fair value estimate of $391.3 million, leaving a contingent consideration liability (including the Magnus-linked decommissioning liability) of $84.6 million (31 December 2024: $473.3 million).
Financial risk management
The Group's activities expose it to various financial risks, particularly those associated with fluctuations in oil price, foreign currency risk, liquidity risk and credit risk. The disclosures in relation to financial risk management objectives and policies, including the policy for hedging, and the disclosures in relation to exposure to oil price, foreign currency and credit and liquidity risk, are included in note 27 of the Group's 2025 Annual Report.
Going concern
During 2025, EnQuest has continued to focus on optimisation of its capital structure and the maximisation of its available transactional capacity.
In November, EnQuest signed a new six-year senior secured reserve based lending facility which replaced the previous RBL, providing the Group with an enhanced capital structure that is simple, flexible and aligned with its growth ambitions. Details of the amended facility are provided in note 17. In February 2026, the Group made final settlement for the Magnus profit share contingent consideration, securing 100% of future Magnus cash flows while maintaining its limited exposure to future decommissioning expenditure at the asset. This credit-enhancing settlement, simplifies the Group's balance sheet, unlocks the full upside of one of EnQuest's core assets, and further secures longer term capacity under its RBL.
EnQuest closely monitors and manages its funding position and liquidity requirements throughout the year, including forecast covenant results. Cash forecasts are regularly produced and discussed, with sensitivities considered for, but not limited to, changes in crude oil prices (adjusted for hedging undertaken by the Group), production rates and costs. These forecasts and sensitivity analyses allow management to mitigate liquidity or covenant compliance risks in a timely manner. Management have considered the impact of the situation in the Middle East, particularly on future oil prices. Reflecting the uncertainty as to how long the conflict and the period of elevated oil prices will last, management have assumed in the Base Case that the average oil price for the going concern period will be $70.0/bbl. Although this is slightly higher than that used in its impairment assessment (see note 2) to reflect post year-end pricing trends, it is considerably below current spot prices.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
The Group's latest approved budget and long-term plan underpin management's base case ('Base Case'), upon which a reverse stress test has been performed. This indicates that an oil price of c $45.0/bbl is required to maintain covenant compliance over the going concern period. The low level of this required price reflects the Group's strong liquidity position.
The Base Case has also been subjected to further testing through a scenario that explores the impact of the following plausible downside risks (the 'Downside Case'):
- 10.0% discount to Base Case prices, resulting in Downside Case prices of $63.0/bbl for 2026 and 2027;
- Production risking of 5.0%; and
- 2.5% increase in operating costs.
The Base Case and Downside Case indicate that the Group is able to operate as a going concern and remain covenant compliant for 12 months from the date of publication of its full-year results (the "going concern period").
After making appropriate enquiries and assessing the progress against the forecast, the Directors have a reasonable expectation that the Group will continue in operation and meet its commitments as they fall due over the going concern period. Accordingly, the Directors continue to adopt the going concern basis in preparing these financial statements.
Viability Statement
The Directors have assessed the viability of the Group over a three-year period to March 2029. The viability assumptions are consistent with the going concern assessment, with consistent plausible downside risks applied in a Downside Case. This assessment has taken into account the Group's financial position as at 24 March 2026, its future projections; the Group's bond maturities, which occur within the viability period; and the Group's principal risks and uncertainties. The Directors' approach to risk management, their assessment of the Group's principal risks and uncertainties, and the actions management are taking to mitigate these risks, are outlined on pages 62 to 74. These risks and uncertainties include potential impacts from climate change concerns and related regulatory developments. The period of three years is deemed appropriate as it is the time horizon across which management constructs a detailed plan against which business performance is measured, and, given the Group's focus on short-cycle, quick payback capital expenditures on its existing portfolio, is a time horizon over which the Group can undertake any necessary mitigation activities. Under both the Group's Base Case and Downside Case projections, the Directors have a reasonable expectation that the Group can continue in operation and meet its liabilities as they fall due over the period to March 2029.
For the current assessment, the Directors also draw attention to the specific principal risks and uncertainties (and mitigants) identified below, which, individually or collectively, could have a material impact on the Group's viability during the period of review. In forming this view, it is recognised that such future assessments are subject to a level of uncertainty that increases with time and, therefore, future outcomes cannot be guaranteed or predicted with certainty. The impact of these risks and uncertainties has been reviewed on both an individual and combined basis by the Directors, while considering the effectiveness and achievability of potential mitigating actions.
Commodity prices
A decline in oil prices would adversely affect the Group's operations and financial condition. To mitigate oil price volatility, the Directors have hedged future production volumes utilising mainly swaps. The Directors, in line with Group policy and the terms of its RBI, facility, will continue to pursue hedging at the appropriate time and price.
Access to capital
Prolonged low oil prices, cost increases and production delays or outages could threaten the Group's liquidity and access to funding.
The Directors recognise the importance of ensuring medium term liquidity. The Group has evidenced its continued management of funding and prioritisation of debt reduction by remaining undrawn on its RBI, at both 2024 and 2025 year-ends. The increase in available funds under the RBI, following the recent refinancing and the long-dated maturity profile of this facility, along with the additional debt capacity expected to arise following settlement of the Magnus profit share contingent consideration provide a material level of funding within the viability period. With the Group's bonds maturing in the fourth quarter of 2027, which is within the viability period, Management have assumed, and are confident, that these will be successfully refinanced based on the Group's strong track-record and ongoing investor appetite to invest in the energy industry. Refinancing would likely occur well ahead of their maturity, providing funding beyond the viability period.
Notwithstanding the principal risks and uncertainties described above, the Directors have a reasonable expectation that the Group can continue in operation and meet its commitments as they fall due over the viability period ending March 2029. Accordingly, the Directors therefore support this viability statement.
40-41
Group non-financial and sustainability information statement
The following information is prepared in accordance with Section 414CB(1) of the Companies Act 2006. Further information on each of the areas set out below, including the Group's policies where relevant, can be found in the following pages of this section of the report. The Group's business model can be found on page 2, while its key performance indicators can be found on page 5. The Group's principal risks can be found on page 66 and include HSE, Human Resources and Reputation.
Environmental (see Pages 48 to 55, and 76 to 85)
- At the core of EnQuest's Values is SAFE Results with no harm to people and respect for the environment
- EnQuest's Environmental Management System ('EMS') ensures the Group's activities are undertaken in such a way that it manages and mitigates its impact on the environment. The EMS meets both the requirements of OSPAR and the International Organization for Standardization's environmental management system standard – ISO 14001. Environmental performance is regularly reviewed by senior management and the Board, with no Health and Safety Executive ('HSE') Improvement Notices received in 2025
- Having progressed three significant renewable energy and decarbonisation opportunities at Sullom Voe Terminal, the Group launched Veri, with responsibility for delivering the Group's short- and medium-term emission reduction objectives and advancing longer-term renewable energy and decarbonisation opportunities
- During 2023, EnQuest's Board approved a commitment to reach net zero in respect of Scope 1 and Scope 2 emissions by 2040
- The Group continues to make good progress in reducing its absolute Scope 1 and 2 emissions. Since 2018, UK emissions have reduced by 46%, which is significantly ahead of the UK Government's North Sea Transition Deal target of achieving a 10% reduction in Scope 1 and 2 CO₂ equivalent emissions by 2025
- In 2024, the Group expanded its Scope 3 emissions reporting to include Category 6 'Business travel', category 7 'Employee commuting' and, most materially, Category II 'Use of sold products'. These reporting categories are in addition to Category 5 'Waste generated in operations', which formed part of the Group's SECR in the UK in 2023
- EnQuest has reported on all the emission sources within its operational control required under the Companies Act 2006 (Strategic Report and Directors' Reports) Regulations 2013
- The Group continues to evolve its disclosures in accordance with the recommendations of the Task Force on Climate-related Financial Disclosures
- EnQuest achieved a global sector-leading 'A-1' rating for its 2025 CDP Climate Change submission (2024: B)
Our people (see Pages 59 to 61)
- EnQuest is committed to providing an inclusive culture that recognises and celebrates difference and sees a diverse culture as an enabler of creativity and performance improvement
- The Group-wide diversity and inclusion strategy was updated in 2024 to a Diversity, Equity and Inclusion strategy, with an associated policy and plan published on the Group's website
- DE&I statistics are monitored and reported to senior management on a monthly basis
- The mental and physical welfare of all employees continues to be a major focus across the business
- A broad programme of job-specific training was undertaken to ensure high levels of skill, competence and safety are maintained across our operations
- The UK's EnQlusion workforce group and Wellbeing Committee promoted a number of initiatives during 2025 and EnQuest maintained its membership of the OEUK (D&I) Special Interest Group
Community (see Pages 58 to 59)
- Management consider that no formal policy is required given the key impacts on the community of environmental performance and our people. However, EnQuest is fully committed to active community engagement programmes, encouraging and supporting charitable donations in the areas of improving health, education and welfare within the communities in which it works
- In Aberdeen, EnQuest was able to donate to a range of charities including its two core charities in the North Sea, CLAN Cancer Support and the Archie Foundation
- There was continued support for a range of cultural events, charitable donations and educational awards in Shetland throughout the year
- In Malaysia, EnQuest maintained its support of the Sungai Pergam Orang Asli Primary School in Terengganu, by contributing to student bursaries students through the MyKasih 'Love My School' programme, alongside a university scholarship programme
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Business conduct (see Page 75)
- The Group's Code of Conduct sets out the behaviour which the organisation expects of its Directors, managers and employees, and of our suppliers, contractors, agents and partners
- This code addresses several areas, including the importance of health and safety and environmental protection, compliance with applicable law, anti-corruption, anti-facilitation of tax evasion, anti-slavery, addressing conflicts of interest, ensuring equal opportunities, combatting bullying and harassment and the protection of privacy
- All employees in the Group undertake Anti-Bribery and Corruption and anti-facilitation of tax evasion training annually, with participation statistics reported to the Board
- The Group is committed to ensuring that it respects (and never participates in the violation of) international human rights. It does this through strict adherence to the Code of Conduct, its Modern Slavery Statement and the EnQuest Values (see page 75)
- The highest potential risk of modern slavery would be in the supply chain, and is covered by the supply chain policy. As such, risk-based due diligence may be conducted on suppliers before allowing them to become a preferred/ pre-qualified supplier, with on-site audits undertaken where appropriate. EnQuest also conducts training for its procurement teams so that they understand the signs of modern slavery and how to raise any concerns they may have
- EnQuest is not aware of any slavery or human trafficking within its business or supply chains and no issue in relation to modern slavery has been raised
42-43
Environmental, Social and Governance
Our quest for better continues
Our quest for better continues
Our sustainability highlights for 2025
| Reduction in Group Scope 1 and Scope 2 emissions vs 2020 baseline | Reduction in UK Scope 1 and 2 emissions vs 2018 NSTD baseline |
|---|---|
| 26% | 46% |
| LTIF^{1} performance | Female representation at Board level |
| 0.69 | 43% |
1 Lost Time Incident Frequency represents the number of incidents per million hours worked (based on 12 hours for offshore and eight hours for onshore)
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Environmental
Managing emissions from existing operations and advancing new energy opportunities.
See more on Page 48
Social
Our culture defines how we approach safety and ensures that our people, EnQuest's most important asset, return home from work safe and well.
See more on Page 56
Governmental
☑ Committed to contributing positively to the drive towards net zero
☑ Focused on absolute Scope 1 and Scope 2 emission reductions with rolling Group targets linked to reward
☑ Expansion of Scope 3 disclosure
☑ Growth and diversification ambition centred on reduced carbon intensity
☑ Committed to operating with a strong culture and Values, in line with the Group's purpose
☑ Delivering SAFE Results with no harm to our people
☑ Committed to improving workforce diversity, equity and inclusion
☑ Committed to positively impact the communities in which we operate
☑ Committed to operating with the highest standards of integrity, in line with the Group's Code of Conduct
☑ Apply the Group's established Risk Management Framework and operate within the Board-approved statement of risk appetite
☑ Reward is linked to ESG performance
44-45
Environmental, Social and Governance
Our quest for better continues continued
Our ESG journey keeps evolving
Objective
Environmental
→ Read more on Environment See Page 48
Social
→ Read more on Social See Page 58
Governance
→ Read more on Governance See Page 62
- Contribute positively towards the drive to net zero
- Reduce absolute Group Scope 1 and Scope 2 emission reductions by 10% across three-year period
-
Consolidate sector leadership within CDP Climate Change survey rating
-
Committed to operating with a strong culture and Values, in line with the Group’s purpose, alongside delivering SAFE Results with no harm to our people
- Committed to improving workforce diversity, equity and inclusion
-
Aim to impact positively the communities in which we operate, prioritising respect for the environment
-
Committed to operating with high standards of integrity in line with the Group’s Code of Conduct
- Apply the Group’s established Risk Management Framework and operate within the Board-approved statement of risk appetite
- Reward is linked to ESG performance
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
| 2025 performance | 2026 ambitions | Long-term goals |
|---|---|---|
| • 26% reduction in Scope 1 and Scope 2 Group emissions versus 2020 baseline | Three-year emission reduction target vs 2023 baseline | Deliver net zero Scope 1 and Scope 2 emissions by |
| • Reduced year-on-year Group flare emissions by 24% | ||
| • Expanded Group Scope 3 disclosures to incorporate material value chain emissions | ||
| • Achieved global sector-leading A- rating for the 2025 CDP Climate Change survey (2024: 8) | 10% | Target 12.2 – By 2030, achieve the sustainable management and efficient use of natural resources |
| 2040 | ||
| • Group lost time incident frequency was 0.69 (2024: 1.55). UK average was 2.26 (per OEUK) | Deliver LTIF performance ahead of industry benchmarks | Our skilled and dedicated workforce is our strength. As we navigate the energy transition, we are committed to strategies that prioritise their well-being, professional growth and economic security |
| • Celebrated 20 years without a lost time incident at the Greater Kittiwake Area. 2025 also saw the Group reach four years LTI free at Kraken and over seven million man hours LTI free at PMB/Seligi | ||
| • 23% of UK senior (management-grade) roles occupied by women | <1.00 | |
| • Group Board compliant with FTSE Women Leaders Review and Listing Rule 6.6.6R(9) which targets at least 40% of Board members to be women | Female Board-level representation | Committed to operating with high ethical standards, overseen by a diverse and knowledgeable Board |
| • Board remains ahead of the Parker Review requirement with respect to ethnic minority representation | ||
| • In preparation for Provision 29 reporting, an in-depth review and update of the Group’s principal risks were undertaken | >40% |
46-47
Environmental, Social and Governance Environmental
Decarbonising operations whilst developing opportunities within the wider energy transition.
Environmental
Reduction in Group Scope 1 and 2 emissions
26%
vs 2020 baseline
Reduction in UK Scope 1 and 2 emissions
46%
vs 2018 NSTD¹ baseline
- North Sea Transition Deal
- kgCO₂e/bbl = kilogrammes of CO₂ equivalent per produced barrel
- Based on the University of Calgary Petroleum Refinery Life Cycle Model ('PRELIM') recognised by California Air Resources Board, US Energy Technologies Laboratory, US DOE Office of Energy Efficiency and Renewable Energy, Carnegie Endowment for International Peace and the US Environmental Protection Agency
A responsible oil and gas operator with a credible transition roadmap
EnQuest recognises that industry, together with governments, regulators and consumers, has a critical role to play in reducing atmospheric emissions to mitigate and slow climate change. The Company is committed to supporting national emission-reduction objectives and has a Board-approved target to reduce Group-operated Scope 1 and Scope 2 emissions to net zero by 2040.
At the core of EnQuest's Values is achieving SAFE Results, with no harm to people and a strong respect for the environment. As an oil and gas company operating across the energy-transition lifecycle, EnQuest remains focused on safely improving the operational, financial and environmental performance of its mature and late-life assets.
Complementing the decarbonisation of the Group's existing operations, EnQuest's wholly owned subsidiary, Veri Energy, is advancing scalable decarbonisation and renewable-energy opportunities within the Group's transition roadmap, including carbon storage, electrification and the production of e-fuels.
Reducing Scope 1 and Scope 2 CO₂e
Within EnQuest's core Upstream and Decommissioning businesses, the Board remains focused on a strategy that recognises hydrocarbons will continue to form an essential part of the global energy mix for decades to come. Under this strategy, the Group aims to meet ongoing energy demand while reducing Scope 1 and Scope 2 emissions from its own operations. EnQuest has committed to achieving net zero absolute Scope 1 and Scope 2 CO₂e emissions by 2040.
By the end of 2025, the Group had reduced its CO₂e emissions by 26% versus the 2020 baseline, which was adjusted on a pro rata basis to include Vietnam emissions. This reduction has been driven by operational and facilities improvements and lower flaring and diesel usage. EnQuest's emissions reduction trajectory has consistently outperformed the UK Government's North Sea Transition Deal ('NSTD') target of a 10% reduction in Scope 1 and Scope 2 emissions by 2025, measured against a 2018 baseline. At year-end 2025, EnQuest significantly exceeded this benchmark, achieving a 46% reduction in UK emissions, which includes the impact of ceasing production at several Group assets.
Alongside upstream emissions reductions, the Group continues to optimise sales of Kraken cargoes directly into the marine fuel market. This approach avoids the significant emissions associated with refining, estimated at approximately 32–36 kgCO₂e/bbl²³ for typical North Sea crude, and supports lower sulphur emissions in line with International Maritime Organization (IMO) 2020 regulations.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Portfolio resilience – decarbonisation and diversification
EnQuest aims to maintain a resilient, transition-ready portfolio that delivers sustainable value through the energy transition. In line with internal targets and an evolving regulatory landscape, the Group remains committed to a transition plan with asset-level decarbonisation at its core, continually identifying opportunities to lower the carbon footprint of its operated infrastructure.
Emissions performance and transition readiness are embedded into portfolio management and acquisition assessments, ensuring that future opportunities align with long-term climate commitments while supporting operational and commercial resilience. Through targeted decarbonisation, operational optimisation and disciplined investment, EnQuest is positioning its asset base to remain competitive, futurefit and aligned with stakeholder expectations.
Upstream decarbonisation progress in 2025
Alongside portfolio-wide improvements, EnQuest is advancing a series of targeted decarbonisation initiatives across key operated assets.
Magnus
At Magnus, the Group is investing in the long-term future of the asset through a Flare Gas Recovery (FGR) project, supporting compliance with the NSTA’s emissions reduction requirements and contributing to the World Bank’s goal of zero routine flaring by 2030. The project forms a core part of the asset’s decarbonisation roadmap and is expected to deliver material reductions in routine flaring once operational.
In addition to the FGR project, engineering studies are progressing on three significant decarbonisation opportunities at Magnus:
-
Compressor re-wheel and seal upgrades: Engineering modifications to re-wheel the compressor and install upgraded seals are under way. These improvements are expected to reduce seal leakage and associated flaring, delivering meaningful emissions reductions.
-
Flare Gas Recovery system (Select phase): The FGR system is nearing completion of the Select engineering phase. This will drive substantial reductions in flaring volumes and support the Group’s broader emissions reduction commitments.
-
Gas Turbine (GT) power-generation improvements: Selection engineering for GT efficiency upgrades is nearing completion. Initial results indicate the proposed solution is technically feasible and could reduce power-generation emissions by approximately 40%. Early engineering assessments suggest a potential saving of up to 100,000 tCO₂e per year, with a more conservative expected range of around 80,000 tCO₂e per year, depending on final design and operating conditions.
Kraken
At Kraken, EnQuest continues to focus on maximising the use of produced gas as fuel rather than diverting it to flare. Boiler control upgrades have now been implemented across all three boilers, enabling greater use of produced gas for steam and power generation, with the full emissions reduction benefits expected to continue developing into 2026.
In parallel, the asset is progressing efforts to operate one of the main power generators fully on gas, reducing diesel consumption and overall carbon intensity. This is supported by initiatives to reduce thermal duty through improved base sediment and water (’85&W’) control, which lowers the need to reprocess off-spec crude and reduces heating demand in the crude oil tank.
Kraken has also delivered reductions in Scope 3 Category 4 (Upstream Transportation and Distribution) emissions through collaboration with a peer operator to optimise marine logistics. Sharing vessel resources for standby and emergency-response functions has enabled the use of a single standby vessel instead of two, reducing fuel use and associated emissions across the logistics chain.
In addition, the EnQuest team continues to advance the Bressay gas import project, planned as a subsea tie-back to Kraken. Both the Bressay Field Development Plan and Kraken FDPA are in draft form, with a final investment decision expected in 2026. This project has the potential to further enhance fuel-gas availability and support long-term emissions reductions at Kraken.
Collectively, these initiatives position Kraken as a key contributor to EnQuest’s near-term decarbonisation progress and support the Group’s pathway toward achieving net zero Scope 1 and Scope 2 emissions by 2040.
48-49
Environmental, Social and Governance
Environmental continued
"We are executing a realistic and responsible pathway to net zero, reducing the carbon footprint of our existing assets while advancing scalable decarbonisation projects at SVT."
Amjad Bseisu
Chief Executive Officer
GKA
At the Greater Kittiwake Area ("GKA"), decarbonisation efforts continue to be evaluated in the context of the asset's status as a mature, end-of-life field approaching cessation of production. Given its limited remaining economic life, investment is necessarily short-term and focused on practical, lower-cost measures that can deliver meaningful emissions reductions over the asset's final years of operation.
As part of this work, the Group progressed a feasibility study to assess the potential for reverting an existing diesel turbine back to gas firing. If technically and commercially viable, this initiative would allow the turbine to use available fuel gas, offering a significantly lower-carbon alternative to diesel and reducing overall emissions. Although investment is deliberately constrained due to the asset's late-life status, targeted opportunities such as this can deliver focused emissions-reduction benefits during the remaining production period.
Malaysia
During 2025, EnQuest delivered several key decarbonisation projects across its operated assets, supporting improved energy efficiency, enhanced equipment performance, and reduced emissions.
At PMB/Seligi in Malaysia, the Group achieved a 36% emissions reduction against the 2020 baseline. This performance was driven by upgrades to the compression system, which increased compression uptime and reduced flaring across the hub's operations. These enhancements have improved operating stability while materially lowering the carbon intensity of production.
Elsewhere in Malaysia, the HEPA filter programme reached full completion in 2025. Following installation on Train A in 2024, the remaining upgrades were finalised with Train C completed in April 2025 and Train B in November 2025. The improved air-intake quality delivered by the HEPA filters supports more efficient compression and contributes further to reduced flaring.
The Group also completed installation of the permanent smaller diesel generator at Raya A during the 5 March 2025 mini shutdown. This upgrade provides a more efficient power-generation solution, reducing diesel consumption and associated emissions.
Collectively, these 2025 initiatives, each delivered to 100% completion, supported material emissions reductions, enhanced operational reliability, and contributed to continued
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
progress against EnQuest's long-term decarbonisation targets.
Vietnam
During 2025, EnQuest's team in Vietnam completed screening and analysis of 15 active initiatives within its E-hopper programme. This process was enhanced by incorporating Group knowledge and an experience-sharing network across EnQuest's global operations.
This opportunity screening identified several opportunities to reduce emissions across the Group's Vietnam operations and it is expected that these initiatives will proceed through project stage gates.
The most material decarbonisation scope completed during 2025 centred on the chemical cleaning of the low pressure boiler system, which improves heat transfer efficiency and reduces the volume of fuel gas required to generate steam.
Midstream
At the Sullom Voe Terminal ('SVT'), two major infrastructure projects are under way that together are expected to reduce terminal emissions by more than 90%. The New Stabilisation Facility ('NSF') will right-size terminal operations to reflect current throughput levels, significantly improving energy efficiency and reducing operational emissions.
In parallel, the Grid Power Connection project will enable the retirement of the onsite gasfired power station, eliminating one of the terminal's largest sources of greenhouse gas emissions. These projects will transform both the carbon footprint and operating cost of SVT, positioning the terminal as a leading example of the UK energy transition in practice.
Decommissioning
EnQuest's UK Decommissioning directorate oversees the safe and efficient execution of decommissioning programmes and remains committed to delivering them responsibly, minimising emissions and maximising the recycling and reuse of recovered materials. In 2025, the Group continued to demonstrate sector-leading performance, completing the plugging and abandonment ('P&A') campaigns at both Heather and Thistle, at costs significantly below sector benchmarks.
Following the completion of well P&A at Heather, the Group achieved a major milestone with the safe, efficient disembarkation of the Heather platform, and the subsequent removal of the c.15,300 Tonne topsides.
The Heather decommissioning project was recognised as best-in-class, and saw EnQuest win the Offshore Energies UK ('OEUK') Award for Excellence in Decommissioning for 2025. This is the second time in four years that the Group has received this prestigious award, following its 2022 recognition for the safe and efficient removal of the Northern Producer Floating Storage Unit from the Dons field. The accolade reflects EnQuest's top-quartile decommissioning performance, during which the Group has abandoned R4 North Sea wells over four years and executed the heaviest lift in the basin as part of the Heather campaign. When presenting the award, OEUK noted that EnQuest has "set an exemplary benchmark for safety and cost performance," demonstrating "industry-leading efficiency".
Across the wider portfolio, work at Thistle continues to progress well, with disembarkation expected in early 2026. Decommissioning planning is also under way at GKA, where the Group is preparing to undertake well P&A activities alongside continued production, ensuring safe execution while maintaining operational continuity.
Veri Energy
EnQuest, through its wholly owned subsidiary Veri Energy, continues to advance a suite of renewable energy and decarbonisation opportunities that strengthen the Group's long-term transition strategy and support the repurposing of existing infrastructure for lower-carbon uses. These initiatives centre on SVT, where the Group is progressing opportunities in onshore wind, e-fuel production, and carbon capture and storage ('CCS').
At SVT, the Group is delivering an integrated programme to right-size and decarbonise terminal infrastructure, including the New Stabilisation Facility and a grid-connected power solution, which together are expected to reduce terminal emissions by more than 90%.
The reconfigured terminal layout provides the platform for Veri Energy to pursue longer-term renewable and low-carbon developments, including onshore wind generation to support the electrification of future assets and the production of e-fuels, such as synthetic diesel, harnessing Shetland's advantaged wind resource. These fuels offer the potential for low-carbon alternatives in hard-to-obate sectors while supporting regional and national decarbonisation objectives.
"EnQuest is committed to a Just Energy Transition, meeting ongoing oil and gas needs while delivering energy with the lowest possible emissions."
Radzif Ahmed
General Manager, South East Asia
Reduction in Group flaring emissions
24%
vs 2024
50-51
Environmental, Social and Governance Environmental continued
Following the award of four CCS licences by the North Sea Transition Authority in 2023, EnQuest completed technical and commercial evaluation and subsequently relinquished the Tern and Eider licences in early 2025. The remaining licences, CS013 and CS014, covering the EnQuest-operated Magnus and Thistle fields, provide an estimated 200 million tonnes of $\mathrm{CO}{2}$ storage capacity. Technical studies indicate that the existing East of Shetland pipeline system and SVT infrastructure could support up to 10 million tonnes of $\mathrm{CO}{2}$ per year, positioning SVT as a strategic hub for industrial $\mathrm{CO}_{2}$ import and permanent sequestration. If progressed at scale, these opportunities could enable the Group's operational carbon footprint to become net negative by 2030.
Veri Energy's activities directly enhance the Group's strategic resilience, diversify its participation in energy-transition value chains, and underpin EnQuest's long-term contribution to emissions reduction and the transition economy.
Sustainability disclosures
EnQuest recognises that sustainability is fundamental to long-term value creation and is preparing to meet the increasingly stringent ESG and climate-related disclosure requirements emerging in the UK and internationally. The Group views transparent, structured reporting as a key mechanism for demonstrating its credible net zero strategy, strong governance foundations and commitment to continuous improvement across its operations.
In 2025, the Group delivered sector-leading performance in the CDP Climate Change survey, achieving an A- 'Leadership' rating. This result places EnQuest as the highest-rated company within its comparator set and the only oil and gas exploration and production company globally to achieve an A-rating in 2025. This reflects the credibility of the Group's transition plans, underpinned by emissions reduction performance and EnQuest's differentiated approach to managing and extending the life of existing assets.
EnQuest is also advancing methane transparency in anticipation of EU Methane Regulation 2024/1787, which introduces enhanced measurement, monitoring and reporting obligations from 2027. Work is under way to align with these requirements across all material assets, strengthening data integrity and supporting continued market access.
Looking ahead, EnQuest is preparing for the transition to the UK Sustainability Disclosure Standards (UK SDS), which will be based on the IFRS S1 and IFRS S2 sustainability and climate-related disclosure frameworks. With several years of full TCFD-aligned reporting, strengthened emissions data controls and expanded scenario analysis already in place, the Group is well positioned for this next phase of sustainability reporting evolution.
Collectively, EnQuest's strong CDP performance, proactive alignment with emerging methane regulations and readiness for IFRS-aligned disclosure standards reinforce the Group's ambition to lead on climate transparency and to support a credible, investable and resilient transition pathway.
Expanding and strengthening our data disclosures
EnQuest recognises the complexity of its value chain and continues to enhance the transparency and completeness of its emissions reporting. Throughout 2024, the Group strengthened its Scope 3 reporting capability, including hosting an EnQuest-led emissions workshop with its third-party travel provider and developing an inhouse commuting-emissions application. As part of the Group's Continuous Improvement Plan ('CIP'), this work enabled the expansion of Scope 3 disclosures to include Category 5: Waste, Category 6: Business Travel, Category 7: Commuting Emissions, and Category II: Use of Sold Product, providing greater visibility of value chain emissions.
Alongside these developments, EnQuest is progressing the buildout of a Group-wide emissions data tracker that will consolidate operated and non-operated emissions into a single, standardised reporting disclosure. This initiative is enhancing data quality and transparency, strengthening governance over non-operated disclosures, and supporting alignment with the data and control expectations of IFRS S2 and the forthcoming UK Sustainability Disclosure Standards.
To ensure consistency with recognised global practice, the Group is also deepening its alignment with the Global Reporting Initiative ('GRI') framework, with a particular focus on disclosures related to waste, energy and water. As part of this work, EnQuest is collaborating with teams across the UK and South East Asia to assess data availability and establish the processes required to strengthen its water-related reporting, including withdrawals, consumption and discharge, in line with GRI's expectations for materiality and transparency.
NSTA Data
In 2022, the North Sea Transition Authority requested companies operating in the UK North Sea to consider disclosing certain quantitative metrics in their annual reports. The following disclosure has been made for 2025 in accordance with this request:
North Sea Transition Authority – UK short-term quantitative metrics
| Scope 1 and Scope 2 Emissions (tCO2e) | 705,879 |
|---|---|
| Fugitive Emissions as % of Marketed Gas | 0.077% |
| Carbon Intensity Total UK (tCO2e/Boe) | 0.046 |
| Water Pollution Risks (million m3) | 10.39 |
| Waste Management & Disposal (tonnes) | 10,092 |
| Flaring & Venting (kgCO2e/Boe) | 0.011 |
| Regulatory Fines | 0 |
| Lost Time Injury Frequency Rate | 1.1 |
| Recordable Injury Frequency Rate | 3.04 |
| Restricted Workday Case | 4 |
| Medical Treatment Case | 3 |
| Lost Work Day Case | 4 |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Emission reduction incentivisation
Emission reduction goals are embedded within EnQuest's annual KPIs and form a core component of the Group's medium-term Performance Share Plan ('PSP').
The PSP operates on a rolling three-year cycle and includes a minimum 10% emissions-reduction target against a rolling baseline, reflecting the board-approved objective to reduce absolute Scope 1 and Scope 2 emissions across the portfolio. These climate-related objectives are also incorporated into the Company Performance Contract, ensuring they cascade throughout the organisation and support consistent alignment with EnQuest's decarbonisation priorities.
In 2025, EnQuest delivered a 4.7% reduction in emissions relative to the 2022 baseline, demonstrating continued progress, on a like-for-like basis, against its established reduction pathway and reinforcing the link between operational performance, emissions reduction and long-term value creation.
CDP Climate Change Survey – global leader
EnQuest was proud to achieve an A- rating in the 2025 CDP Climate Change Survey, reflecting the Group's strong governance, robust emissions management, and clear, transparent strategy to manage climate-related risks and opportunities.
EnQuest's A- is the single highest score awarded globally within the oil and gas extraction and production sector, making EnQuest the only company in this category to receive CDP's leadership-level recognition.
CDP scores companies on the completeness of disclosure, awareness and management of climate risks, and the implementation of best practices associated with environmental leadership, including emissions reduction initiatives, targets, and governance.
EnQuest continues to make sustained progress in reducing operational emissions, supporting energy security and transition objectives in the jurisdictions in which it operates, and strengthening climate-related governance and reporting in line with leading international frameworks. The Group remains committed to maximising value from mature assets, reducing emissions through targeted operational improvements, and maintaining high standards of transparency and accountability for stakeholders.
Note – CDP is a global non-profit organisation that runs the world's leading environmental disclosure platform. In 2025, CDP scored over 22,000 companies worldwide, with less than 4% achieving an 'A' rating.
EnQuest awarded A- rating in 2025
COP Climate Change Survey
"Achieving an A- rating from CDP is a significant endorsement of the progress we have made in embedding climate considerations into our strategy, operations and decision-making."
Amjad Bseisu
Chief Executive
52-53
Environmental, Social and Governance Environmental continued
Materiality Assessment
Environmental management
EnQuest's Environmental Management System ('EMS') sets out the procedures the Group uses to manage and mitigate environmental impacts and to identify, assess and prioritise emissions reduction opportunities. The EMS meets the requirements of the OSPAR Recommendations 2003/5 and is aligned with the environmental and energy-management standards ISO 14001 and ISO 50001, providing a structured and internationally recognised framework for environmental governance across the Group's activities.
As part of EnQuest's preparation for evolving regulatory and sustainability-reporting requirements, it has been identified that the EMS requires a comprehensive update to ensure its continued effectiveness and long-term applicability. This update will modernise the system's structure, strengthen alignment with emerging disclosure frameworks, and integrate EnQuest's Basis of Reporting directly into the EMS. Incorporating this guidance will provide clearer instruction on how environmental and emissions data should be interpreted, managed and disclosed, supporting improved data quality, transparency and consistency across the organisation.
Materiality assessment
In 2024, EnQuest undertook a comprehensive materiality assessment, referencing the GRI and the International Association of Oil & Gas Producers ('IOGP') sustainability topics for the oil and gas sector. Supported by Wood Mackenzie, this process enabled the Group to identify and understand the relative significance of key sustainability matters and to ensure these topics are appropriately reflected within the Risk Management Framework ('RMF') and broader governance structures.
As regulatory expectations and sustainability reporting requirements continue to evolve, EnQuest will review and update this assessment regularly to maintain alignment with best practice and ensure material topics remain accurately represented within its strategy, disclosures and risk management processes.
The sustainability matrix presented above illustrates the potential impact of each key sustainability issue on EnQuest's business (x-axis) and stakeholders' views of the effectiveness of the Group's response (y-axis), with bubble size indicating stakeholder importance. Ten issues (1, 2, 7, 8, 9, 10, 14, 17, 18 and 19) were assessed as having a potentially 'Severe' or 'Major' impact on the Company. In response, EnQuest has undertaken a range of targeted activities to strengthen its management of these priority issues; as follows:
1. GHG emission stewardship
EnQuest advanced emissions-reduction initiatives across its portfolio in 2025, progressed major decarbonisation projects at the Sullom Voe Terminal, and strengthened methane measurement and reporting.
Scope 3 coverage, governance processes and Group-wide emissions data tracking were enhanced, with continued alignment to GRI, TCFD and upcoming UK Sustainability Disclosure Standards. Performance remained on track against national targets, supported by continued Scope 1 and 2 reductions and a global sector-leading A- rating in the 2025 CDP Climate Survey.
Further detail on emissions performance, governance and decarbonisation actions can be found in the Environmental section (pages 48 to 55), the TCFD Metrics & Targets disclosure (pages 76 to 85) and the Directors' Report (page 124).
2. Climate adaptation, resilience and transition
EnQuest strengthened physical-risk disclosure and resilience measures through enhanced severe weather controls, heat-stress management and supply chain planning. Operational resilience improved through power-system, compression and flare reduction upgrades.
Further detail is provided in the Environmental and TCFD sections (starting on pages 48 and 76, respectively).
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
7. Decommissioning
EnQuest delivered sector-leading decommissioning performance in 2025, completing the Heather well plugging and abandonment ('P&A') campaign and the removal of the 15.3 kT Heather tapsides. EnQuest received the OEUK Award for Excellence in Decommissioning for the Heather project, becoming the first operator to win this prestigious accolade twice.
EnQuest completed the P&A programme at Thistle and is planning full disembarkation of the platform in 2026. At OKA, planning continued ahead of 2026 well P&A activity, while further P&A work was completed in Malaysia.
The Group has also put in place a multi-year rig contract in order to facilitate its subsea well P&A responsibilities, commencing in 2027.
All Group decommissioning activity is prioritised on the basis of minimising risk to people and the environment and is focused on safe execution, emissions minimisation and maximised recycling and reuse.
8. Process safety and asset integrity
EnQuest maintained strong process safety and asset-integrity performance through its Risk Management Framework, engineering upgrades and asset-level controls. Reviewed risk bowtie analysis and strengthened preventative and containment controls supported safe operations, reinforced by ISO-aligned management systems.
Further detail on process safety and operational integrity controls is included within the Environmental section of the Annual Report and TCFD Risk Management disclosures.
9. Occupational Health and Safety
EnQuest prioritised workforce well-being through its SAFE culture and risk-based HSE controls. The Group recorded a lost time incident frequency rate of 0.69 and an RIFR of 1.89, with embedded safety-critical controls and oversight from the Sustainability and Risk Committee supporting continuous HSE improvement. Further detail is available in the Environmental section of the Annual Report and the TCFD Risk Management disclosures.
10. Employment practices
EnQuest strengthened inclusive employment practices through its Diversity, Equality & Inclusion strategy, underpinned by targets of 20% women in leadership roles and 33% representation by individuals from diverse backgrounds in Executive leadership by 2025, both of which were met.
The Group also has in place initiatives focused on inclusive culture, fair recruitment and improved pay-equity monitoring.
Further detail on the Group's DE&I commitments and employment-practice governance is available on page 59.
14. Supporting local communities
EnQuest supported community health, education and welfare through a wide range of charitable programmes, including those linked to safety performance.
For further details please see pages 58 to 59.
17. Payments to government
In 2025, EnQuest continued to demonstrate strong transparency and compliance in its fiscal contributions by reporting all payments made to governments in accordance with UK DTR 4.3A and the Reports on Payments to Governments Regulations 2014.
18. Public policy
In 2025, EnQuest engaged constructively with governments and regulators to support transparent policy development and ensure responsible management of its energy assets.
Further detail on policy engagement and regulatory compliance is available in the ESG and Governance sections of the Annual Report. See pages 44 to 61, 86 to 87, respectively.
19. Data and cyber security
Cyber security remained a priority in 2025. Following external claims of unauthorised data access, EnQuest activated its cyber-security procedures, strengthened monitoring and protective controls, and continued to align practices with recognised standards to ensure operational resilience and stakeholder trust.
Please see the IT Security and Resilience risk on page 73.
54-55
Environmental, Social and Governance Social
Our culture defines how we approach safety and ensures that our people, our most important asset, go home healthy, safe and well.
Social
Health and safety
Underpinning the Group’s licence to operate is its health and safety performance. The Group focuses on the delivery of SAFE Results while realising its business objectives. To achieve this, the business is managed in accordance with the Board-approved Group-wide Health, Safety, Environment and Assurance (HSEA) Policy, which can be found on the Group’s website, www.enquest.com, under Environmental, Social and Governance.
Culture
Safety is at the heart of EnQuest’s Values. The Group undertakes multiple risk-based continuous improvement activities to ensure that its health and safety culture continues to develop. These have a focus on the prevention of personal injuries, dangerous occurrences and hydrocarbon releases and, in support of the delivery of SAFE Behaviours, are aligned to four key pillars of:
- Standards – following rules and procedures;
- Awareness – understanding the hazards and controls;
- Fairness – adopting the correct behaviours; and
- Engagement – communicating effectively.
EnQuest maintains close engagement with regulators and industry bodies to ensure good practices are shared and regulations applied effectively through the Group Management System, with accurate measurement and improvements driven by the Group assurance plan.
LTI frequency¹ performance
Tier 1 hydrocarbon releases across the Group²
0.69
2
¹ Last Time incident frequency represents the number of incidents per million exposure hours worked (based on 12 hours for offshore and eight hours for onshore)
² Tier 1 Hydrocarbon release, 10kg gas or 100kg oil
EnQuest PLC Annual Report and Accounts 2025
Strategic Report
Corporate Governance
Financial Statements
Several improvements were made in people, plant and process safety, including:
- conclusion of multiple improvement activities, including delivery of effective Management of Change controls for engineering and organisational change, Process Safety Leadership training and implementation of a more effective barrier model for the Magnus installation;
- significant progress with both the timeliness and effectiveness of the Group's audit programme and investigation process, providing greater preventative insight into potential gaps and improvements;
- delivery of both effective contractor risk ranking, with more efficient interface arrangements and interactive contractor forums;
- effective improvements to health protection controls, such as asbestos, water management and fatigue, where appropriate, sharing internally developed practices with the wider industry as best practice; and
- both operational and shutdown activities delivering effective safety-critical maintenance and integrity programmes, which demonstrate effective control to the regulator as well as improved asset integrity, reliability and uptime.
All key safety metrics improved year on-year, meeting or exceeding sector benchmarks and internal targets.
Malaysia concluded 2025 with a strong HSE performance, achieving zero LTIs. Approximately 2.2 million man-hours were worked, bringing the total to 7.3 million man-hours (more than three years) since the last LTI.
The Group's health and safety performance has remained strong overall from a leading indicator perspective. Both LTIs and HCRs saw improved performance, with the UK and Malaysia both reporting two HCR events. The Vietnam acquisition has been managed effectively, and work continues to align the Group KPIs to ensure consistent reporting and shared improvement targets.
The continuous improvement programme continues to drive further value adding adjustment to both existing processes and through assessing new and potentially innovative approaches to delivery in a cost-effective manner:
- Review of risk management solutions to improve efficiency of use, better integration and a clearer view of cumulative risk
- Delivery of Process Safety Leadership training in the line at sites
- Effective action management, ensuring visible trends and delivery of the highest risk/value activities
- Enhance and increase Senior Leadership Engagement at sites, including contractor involvement
- Continuing to reduce high-risk safety and environmental critical element repair orders
No Health and Safety Executive ('HSE') improvement Notices were issued in 2025, and all inspection activity was effectively managed with no threat of escalation.
Health
EnQuest recognises the benefits of promoting positive health and well-being within the workplace, ensuring support for the employee-led Well-being Committee and ongoing involvement with industry health improvement events such as Rigrun. We utilise our occupational health support to deliver helpful advice and host free-to-attend sessions on topics such as mental well-being and stress management. A key focus for 2026 is the weight limit being applied to the UK industry offshore, and our support for the workforce in making healthy lifestyle improvements before the deadline is applied in November 2026.
Personal safety
Management of late-life assets through production operations, drilling and decommissioning activities requires constant vigilance and attention to detail. Plugging and abandonment activities were successfully and efficiently executed in the UK on Heather and Thistle, along with a well programme on Magnus. For the UK and Malaysia, against a man-hour total of 5,822,195 hours, the LTI frequency was 0.69, representing a significant improvement versus 2024 (1.55).
Similar to 2024, the majority of LTIs related to contractor personnel and routine activities. Leadership engagement at site was increased to help arrest this theme, with sites holding regular safety standdowns and Contractor Forums being held onshore targeting key learnings and reiterating expectations.
Two key milestones were achieved in the UK, with Kraken recording four years LTI free and Kittiwake reaching 20 years LTI free.
Process safety
Process safety performance continued to improve, however it remained a constant focus throughout the year to maintain performance and reflect regulatory priorities.
Magnus rolled out its new 'Clarity' smart barrier model tool, following a period of development to establish the appropriate KPIs that reflected the right barriers. Learnings from this implementation will aid and assist a more efficient implementation at SVT if the value is demonstrable.
Adoption of the Clarity tool on Magnus enhanced the asset's Process Safety Improvement Review Board ('PSIRB'), ensuring open and transparent discussions regarding threats and controls, and, in turn, providing continuous improvement ideas for PSIRB sessions on other assets across the portfolio.
Those assets in a decommissioning phase and not processing hydrocarbons continued to focus on asset integrity and on adapting their respective barrier models to reflect the key risks during the decommissioning phase.
The Group continued to build on both internal audit and HSEx inspection activities to ensure internal capability and focus, as well as process delivery improvements. The Group's approach to Risk Management and Management of Change will continue this focus during its 2026 activities.
In both Malaysia and the UK, regulator interaction continues in an open and transparent manner, allowing for open dialogue on issues and visible improvements to asset risk profiles through close management of issues and the effective close-out of any inspection, audit, and investigation findings.
56-57
Environmental, Social and Governance
Social continued
Charitable donations in 2025 ($000)
c.390
"We are committed to achieving SAFE Results through comprehensive HSE processes and resources, empowering personal responsibility, and the right to stop the job."
Ian McKimmie
Interim General Manager, North Sea
UK
EnQuest made a series of charitable donations throughout the year:
-
Offshore and at SVT, the charitable donation scheme is directly linked to positive health and safety performance on Group assets. Through these schemes EnQuest was able to donate to a wide range of worthy causes including local cancer charities and children's hospices, and Cairngorm Mountain Rescue. EnQuest also supported the Scottish Network for Arthritis in Children, which provides help and emotional support for children and families with juvenile idiopathic arthritis
-
SVT supported a range of cultural and sporting events on Shetland in 2025, including sponsoring Team Shetland and Ability Shetland to take part in the Disability Summer Games in Stirling. In addition, EnQuest also sponsored the Shetland Food and Drink Festival as well as the Shetland Junior Golf Open and Shetland Table Tennis Association
-
Seven educational awards for the academic year 2024-2025 were made by the Trustees of the Sullom Voe Terminal Participants' Tenth Anniversary Fund. Now in its 37th year, the Trust was established to promote and encourage the education of Shetland residents who will be studying a discipline likely to contribute to the social or economic development of Shetland. This year, students are engaged in disciplines as wide-ranging as English language and linguistics, energy transitions and sustainability, mathematics and structural engineering. As SVT operator, EnQuest also offers a scholarship opportunity to a student studying in a technical or commercial discipline that is relevant to SVT, where they take part in a work placement at the terminal during the summer break
-
In Aberdeen, EnQuest was able to donate to a range of charities including its two core charities; CLAN Cancer Support and the Archie Foundation. EnQuest also donated to AberNecessities, a local charity that works to support children living in poverty by providing disadvantaged families with everyday essentials
-
EnQuest also offered ten summer internship placements to a diverse group of postgraduates and undergraduates, working across the business divisions from Upstream, and Midstream to HSE, HR and Supply Chain. Since September 2023, EnQuest has committed to sponsor a Mechanical Engineering student from Aberdeen University for the duration of their five-year degree course. This student will be invited to participate in EnQuest's intern programme during their studies. Throughout 2025, EnQuest also supported a second Foundation Apprenticeship student. A Foundation Apprenticeship is a qualification for school pupils which combines college-based learning and work-based learning. EnQuest will continue to expand its commitment to develop new talent in the industry and has already committed to a further graduate and intern programme for 2026
-
EnQuest colleagues delivered a maths masterclass as part of the annual TechFest, a nationwide programme supported by The Royal Institution
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
"At EnQuest, our people will always be our most important asset."
Amjad Bseisu
Chief Executive
Malaysia
In Malaysia, EnQuest continued to support an active programme of local community initiatives, charitable donations, and educational sponsorship, including:
- continued support to the Orang Asli primary school, Sekolah Kebangsaan Sungai Pergam in Terengganu, by funding 43 student bursaries through the MyKasih 'Love My School' programme. These bursaries enabled students to purchase daily canteen meals and essential classroom items. EnQuest Malaysia has supported the school since 2019, previously funding the refurbishment of the school canteen, classrooms and roof, and contributing to the redevelopment of the school's science laboratory;
- in 2025, 14 local university students were selected for internship placements in a variety of disciplines, including HSEA, Finance, Supply Chain Management, Wells Delivery, Human Resources, IT, Subsurface, Logistics and Hydrocarbon Accounting;
- working with the Amjad and Suha Bseisu Foundation since 2019, EnQuest has collaborated on a joint sponsorship initiative to support underprivileged students pursuing undergraduate studies. Through this partnership, six students have graduated in disciplines including geology and chemical, mechanical and petroleum engineering at Universiti Malaya, Universiti Teknologi Malaysia and Universiti Teknologi Petronas. The programme currently supports four active scholarship recipients, and efforts are underway to identify additional candidates; and
- collaboration with the Global Peace Foundation to enhance living circumstances for two indigenous communities in Pahang, helping around 80 families.
Vietnam
EnQuest's team in Vietnam has focused on several community and social impact initiatives during 2025, including:
- providing 48 scholarships for school and university students through the Saigon Children Charity and the 'Light your hope' scholarship foundation;
- construction of classrooms at the Ba Chuc kindergarten school, via the Saigon Children's Charity;
- sponsorship of training courses in newborn life support for healthcare workers in Hue Central Hospital;
- tuition for disadvantaged and disabled children at the Huang Duang Center in Binh Tho; and
- construction of a bridge to shorten the commute of students in the Mekong Delta.
Brunei
Following the award of the Block C PSC in Brunei Darusallam in July, EnQuest completed two community projects:
- The donation of teaching aids and a filtered water dispenser to Kompleks Rumah Kebajikan welfare home in Subok
- The donation of filtered water dispensers to the Women and Children Centre at RIPAS Hospital
Our people
At EnQuest, we recognise people are critical to our success and we are committed to ensuring the Company remains a great place to work. We have a strong set of Values that underpin our way of working and provide a rewarding work environment, with opportunities for growth and learning while contributing to the delivery of our strategy.
An inclusive workforce
We remain committed to providing an inclusive culture that recognises and celebrates difference and sees a diverse culture as an enabler of creativity and performance. Established in 2021, the Group-wide diversity and inclusion (D&I) strategy, was updated in 2024 to become a Diversity, Equity and Inclusion (DE&I) strategy. EnQuest continues to focus on embedding the DE&I values into Company culture and making continuous efforts to foster an environment that supports employee engagement and demonstrates our values across the Company. The DE&I policy and plan can be found on the Group's website (www.enquest.com), outlining our eight key commitments to:
- understand the diversity of our workforce;
- challenge personal bias, microaggressions and discrimination;
- engage and educate our workforce on DE&I;
- recruit, or merit and consider diverse talent;
- ensure that diverse talent is well represented;
- reinforce meritocracy in performance evaluation and career advancement;
- be influential and make real impact on society; and
- learn and continuously improve.
58-59
Environmental, Social and Governance Social continued
The UK's EnQlusion workforce group promoted several initiatives during 2025, including continued support for the Association for Black and Minority Ethnic Engineers and running specialist training to educate employees on Neurodiversity in the Workplace. EnQuest continues to be a member of the OEUK D&I Special Interest Group.
Recruitment
Our people and organisational strategy is to ensure that we have the right people, in the right roles, driving performance and delivering efficiencies as we pursue our strategy. We ensure that our processes are open and transparent, providing equal opportunities for all. We will continue with this approach, recruiting individuals based on merit and their suitability for the role.
We remain committed to fair treatment of people with disabilities in relation to job applications. Full and fair consideration is given to applications from disabled persons where the candidate's particular aptitudes and abilities are consistent with adequately meeting the requirements of the job. EnQuest has maintained our status as a Disability Confident Committed employer, formally recognising our commitment to increase our understanding of disabilities in the workplace and supporting disabled people to fulfil their potential.
During January 2025, EnQuest was an exhibitor at a SmartSTEM event at the University of Aberdeen. The event welcomed over 280 pupils from schools across Aberdeen City and Shire from socio-economically challenged areas, with the aim to inspire young students to study and pursue careers in science, technology, engineering and mathematics ('STEM') disciplines.
In addition, EnQuest employees have run initiatives alongside DYW (Developing the Young Workforce) where they presented at the Engineering the Future event and shared key information to help educate secondary school students on engineering and shared hands-on practical work experience for them to review. Our employees also supported a variety of STEM initiatives at local Aberdeen primary schools in collaboration with AFBE (Association of Black and Ethnic Minority Engineers.) These examples reflect our commitment to growth and learning and exemplify our commitment to community engagement and inspiring future talent.
Ways of working and engagement
We have a strong set of Values and high standards of business conduct, which we expect our employees and everyone we work with to demonstrate and adhere to. Throughout 2025, we continued to celebrate and recognise those who had demonstrably lived our Values through Values awards presented at our Global Town Hall events.
Rosalind Kainyah, Non-Executive Director, was the Company's formally designated Non-Executive Director for workforce engagement for 2025, having taken over the role from EnQuest's Chairman, Gareth Penny, in October 2024. The Forum functions as a useful interface between employees and management for constructive two-way dialogue. Areas discussed and reviewed during the year included:
- HSE Focus / LTIs;
- Veri Energy and sustainability activities;
- employee matters and well-being;
- fiscal challenges and political landscape; and
- acquisitions and opportunities for EnQuest growth.
Our commitment to well-being
The mental and physical welfare of all employees continues to be a major focus across the business. During 2023, a Mental Health and Well-being policy was developed and launched with the aim of protecting and maintaining the health, safety and welfare of employees by promoting positive health and well-being in the workplace. In 2025 we have continued this focus and in conjunction with our occupational health providers have delivered mental health training for all employees.
We have a well-established Well-being Committee, consisting of an active membership from across the business. The Committee is pivotal in developing initiatives covering all aspects of individual well-being such as Mental Health Awareness week and introducing dignity baskets in female bathrooms, as well as social events such as our annual children's Christmas party. In 2025, EnQuest once again participated in the Aberdeen Corporate Games and saw excellent involvement from colleagues across the organisation in a variety of sporting events, even taking medals home in a number of events. A number of colleagues also took part in the gruelling Banchory Beast Race in conjunction with our charity partner, CLAN. We frequently use our internal social media channel to promote these initiatives and others, such as those targeted at physical health, including pilates, nutrition, along with the annual 'rig-run' and 'step count' challenges throughout the year.
Continued growth and learning
In line with UK legislation, EnQuest continues to contribute to the UK Apprenticeship Levy each year. Contributions to the levy can be reclaimed for specific training initiatives and EnQuest has partnered with SDC-Learn since 2023 to provide a Vocational Leadership Programme. For 2025-26, EnQuest has specifically targeted employees who aspire to and demonstrate a high potential to grow into a leadership or more senior leadership role in the future. With three cohorts commencing at different levels during this period, the programme will deliver a Vocational Qualification in Management and a Modern Apprenticeship Certificate upon completion.
In Malaysia, the development of offshore competencies has remained a key focus during 2024 with a multi-phase training programme implemented with partner Institut Teknologi Petroleum PETRONAS (INSTEP). Office-based employees are provided with the opportunity to undertake an assignment at EnQuest's London and Aberdeen offices. In doing so they gain an understanding of global business expectations and enhance their technical and professional skills. There are currently two individuals from Malaysia on secondment in the UK. E-Learning remains a key tool in delivering training to employees in Malaysia with greater flexibility to meet their individual training needs.
Succession planning for our business-critical roles continued throughout 2025 to ensure we retain and develop high-potential employees. We conduct regular reviews to ensure the direction, focus and development of employees remain relevant and on track. We continue to build our talent pipeline through a blended approach which supports top talent employees becoming leadership ready. We have developed targeted coaching and mentorship alongside, secondments and formal leadership workshops to support this development.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
The chart below illustrates gender breakdown of EnQuest's Directors and workforce as at 31 December 2025:
Note:
1. Breakdown of percentages: Directors (three female, four male); senior managers (13 female, 45 male); employees (157 female, 498 male). Senior management and total employee figures include EnQuest's employees in Bahrain, Malaysia, Vietnam, Brunei, Indonesia and the UK.
2. Per Code Provision 23 – this is the gender balance of those in the senior management and their direct reports.
In addition, a key part of the learning and development agenda for 2025 has been the creation of the organisation-wide career progression framework. The aim of this project has been to establish a mapping of the career paths available across all departments of EnQuest and provide greater transparency with our job descriptions. This in turn will provide greater visibility to employees on the potential career journey that could be available to them and thus better enable and support their development discussions and career planning. To date we have completed career path frameworks for both technical and support functions across the business, including Upstream, Supply Chain and Legal and Commercial. We aim to complete the Midstream framework during 2026.
Gender pay gap
When EnQuest published its first report on the gender pay gap in 2017, this highlighted a noticeable gap between what the Group's male and female employees were being paid. Since then, the Company has worked hard to address and reduce the gap, from a mean difference of men being paid 38.7% more in 2017 to 20.5% in 2025.
Compared to 2024, our mean gender pay gap has decreased from 22.8% to 20.5% in 2025. Analysis of the pay quartiles indicates that this improvement is linked to shifts in the gender distribution across the pay structure during the year. In particular, the upper pay quartile has seen a notable increase in female representation. The proportion of women in this highest-paid quartile rose from 5.2% in 2024 to 9.7% in 2025, almost doubling compared with the previous year. Although the numbers remain relatively small, increased female participation at the most senior and highly paid levels has had a meaningful, positive impact on narrowing the overall gender pay gap.
Looking forward, we are committed to improving our gender pay gap in 2026 and beyond. We will do this through continued focus on diversity and inclusion in all aspects of our business, fair and balanced recruitment and promotion processes and regular assessment of skills and capability to ensure we have the right people in the right roles, regardless of gender, ethnicity or socio-economic background. For a breakdown of our Director and workforce gender, please see page 102.
60–61
Environmental, Social and Governance Governance
The Board confirms that the Group complies with the Financial Reporting Council's Guidance on Risk Management, Internal Control and Related Financial and Business Reporting.
Governance
"As part of its strategic, business planning and risk processes, the Group considers how a number of macroeconomic themes may influence its principal risks."
Robust Risk Management Framework Risks and uncertainties Management of risks and uncertainties
Consistent with the Group's purpose, the Board has articulated EnQuest's strategic vision as: To lead as a safe, efficient operator of mature and underinvested oil and gas assets; sustainably extending field lives and delivering superior value across the asset lifecycle, as part of a just energy transition.
EnQuest seeks to balance its risk position between investing in activities that can achieve its near-term targets, including those associated with reducing emissions, and those which can drive future growth with appropriate returns, including capitalising on any opportunities that may present themselves, and the continuing need to remain financially disciplined.
In pursuit of its strategy, EnQuest has to manage a variety of risks. Accordingly, the Board has established a Risk Management Framework ('RMF') to enhance effective risk management within the following Board-approved overarching statements of risk appetite:
- The Group makes investments and manages the asset portfolio against agreed key performance indicators consistent with the strategic objectives of driving top quartile operational performance, maintaining a strong balance sheet, targeting transformational growth and diversification of its asset base, and pursuing new energy and decarbonisation opportunities
- The Group seeks to embed a culture of risk management within the organisation corresponding to the risk appetite which is articulated for each of its principal risks
- The Group seeks to avoid reputational risk by ensuring that its operational and HSEA processes, policies and practices reduce the potential for error and harm to the greatest extent practicable by means of a variety of controls to prevent or mitigate occurrence
- The Group sets clear tolerances for all material operational risks to minimise overall operational losses, with zero tolerance for criminal conduct
The Board reviews the Group's risk appetite annually in light of changing market conditions and the Group's performance and strategic focus. Senior management periodically reviews and updates the Group Risk Register based on the individual risk registers of the business.
The Board also periodically reviews (with senior management) the Group Risk Register, an assurance map and controls review, a Risk Report (focused on identifying and mitigating the most critical and emerging risks through a systematic analysis of the Group's business, its industry and the global risk environment), and a Continuous
EnQuest PLC Annual Report and Accounts 2025
Strategic Report
Corporate Governance
Financial Statements
Improvement Plan ("CIP") to ensure that key issues are being adequately identified and actively managed. In addition, the Group's Sustainability and Risk Committee oversees the effectiveness of the RMF and provides a forum for the Board to review selected individual risk areas in greater depth, while the Audit Committee monitors internal financial and IT-related controls (for further information, please see the Sustainability and Risk Committee report on pages 120 to 121 and the Audit Committee report on pages 102 to 109).
As part of its strategic, business planning and risk processes, the Group considers how a number of macroeconomic themes may influence its principal risks. These are factors which the Group should be cognisant of when developing its strategy. They include, for example, long-term supply and demand trends for oil and gas and renewable energy, the evolution of the fiscal regime, developments in technology, demographics, the financial, physical and transition risks associated with climate change and other ESG trends, and how markets and the regulatory environment may respond, and the decommissioning of infrastructure in the UK North Sea and other mature basins. These themes are relevant to the Group's assessments across a number of its principal risks. The Group will continue to monitor these themes and the relevant developing policy environment at an international and national level, adapting its strategy accordingly.
During 2025, and in preparation for reporting against the updated Provision 29 of the UK Corporate Governance Code (the 'Code') issued in January 2024, an in-depth review of the principal risks facing the Company has been undertaken. During this review, the Directors have concluded several of the principal risks are unchanged from those described in the 2024 Annual Report and Accounts. However, certain risks have been refined to more accurately capture the underlying risk while others are no longer considered principal in nature but remain part of the Group's wider risk universe and will continue to be monitored. To reach this conclusion, the Directors considered the changes in the external environment during the recent period that could threaten the Company's business model, future performance, liquidity, and reputation.
The risks that are no longer considered principal in nature are: Competition; Portfolio Concentration; International Business; JV Partners; Reputation; and Human Resources.
The Directors also considered management's view of the current risks facing the Company. Subsequently, reviews of the Group's 'Risk Library', which captures all risk areas faced by the Group into several overarching risks was undertaken. This review led to a refined risk library of 11 overarching risks (from 19 previously) which the Directors and Management believe affords appropriate focus to the key risks impacting the Group, whilst avoiding duplication. The associated 'Risk Bowties', which are used to identify risk causes and impacts, with these mapped against preventative and containment controls used to manage the risks to acceptable levels (see diagram on following page), have also been refined. These Risk Bowties remain a key element in assuring the effectiveness of the Group's material risk controls and the 11 risks are to be reviewed over a two-year period, prioritising those risks that require a new bowtie as well as retained risks that are coming up for a two-yearly review to ensure they remain fit for purpose.
The Board, supported by the Audit Committee and the Sustainability and Risk Committee, has reviewed the Group's system of risk management and internal control for the period from 1 January 2025 to the date of this report and carried out a robust assessment of the Group's emerging and principal risks and the procedures in place to identify and mitigate these risks. An RMF Performance report is produced and reviewed at each Sustainability and Risk Committee meeting in support of this review.
Our strategic focus
- Managing assets to optimise and grow production while exercising cost control and capital discipline
- Repurposing existing infrastructure to deliver new energy and decarbonisation opportunities at scale
- Safely and efficiently executing decommissioning activities
- Managing our Balance Sheet while pursuing selective, capability-led and value-accretive acquisitions
- See more in Our Strategy Page 2
Key Performance Indicators ('KPIs')
A HSEA (LTI)
B Production (Boepd)
C Unit apex ($/Boe)
D Cash generated by operations ($ million)
E Cash capital and abandonment expense ($ million)
F EnQuest net debt ($ million)
G Net 2P reserves (MMboe)
H Emissions (tCO₂e)
I Read more in Our Strategy Page 5
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Environmental, Social and Governance Governance continued
EnQuest Risk Management Framework
What we monitor
Enterprise risk register
A summary of the Group's key risks; prepared by combining key risks identified from the asset and functional risk registers with Group-level risks.
Asset and functional risk registers
A compilation of risks (including threats and opportunities) and mitigating controls being managed at an operational/functional level on a day-to-day basis.
Quarterly RMF performance report
Reviewed by leadership teams before being presented to the Sustainability and Risk Committee and uploaded to the Board portal.
Continuous Improvement Plan
A summary of the key actions planned for continual improvement of the RMF.
Risk landscape inputs/considerations
Comprises:
(a) long-term macro factors such as political risk; supply and demand trends; climate change-related financial, physical and transition risks; and the decommissioning of infrastructure; and
(b) near-term, emerging and principal risks. These are considered holistically on a backward and forward-looking basis, alongside outputs from relevant strategic reviews, and summarised in an annual Risk Report presented to the Sustainability and Risk Committee.
Assessment
Risk causes; likelihood and impact; gross impact; mitigating controls (preventative and containment); net impact; risk appetite; improvement actions; and risk owner.
Identified risks
Eight principal risks mapped from a 'Risk Library' of 11 overarching risks.
How we monitor
Board of Directors (pages 92 to 93)
Responsible for providing oversight of the Group's control and risk management systems, reviewing key risks and mitigating controls periodically. Approves the Group's risk appetite annually and approves the Group's going concern and viability statements.
Audit Committee (pages 102 to 109)
- reviews the effectiveness of the Group's internal financial and IT-related controls;
- reviews the internal audit assurance programme; and
- reviews and recommends for approval by the Board the Group's going concern and viability statements.
Supported by the Group's Internal Audit function.
Sustainability and Risk Committee (pages 120 to 121)
- supports the implementation and progression of the Group's RMF;
- monitors the adequacy of containment and mitigating controls, and progression of mitigation of risks;
- undertakes in-depth analysis of specific risks and considers existing and potential new controls;
- conducts detailed reviews of key non-financial risks not reviewed within the Audit Committee; and
- reviews HSE, technical and reserves matters.
Business leadership teams
- regularly review operating performance against stretching targets and agreed KPIs; and
- regularly review asset risk registers and consider the results of assurance audits over operational controls.
Executive Committee
- frequently reviews Group performance, including financial, operating and HSE performance; and
- periodically reviews the Enterprise Risk Register and RMF performance report.
HSEA Directorate
- regularly reviews the Group's HSE performance against stretching targets, agreed KPIs and industry benchmarks; and
- regularly reviews the HSE risk register and considers the results of assurance audits over HSE controls.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Near-term and emerging risks
The Group's integrated approach to risk management enables the Group to identify quickly, escalate and appropriately manage emerging risks, and how these ultimately impact on the enterprise-level risk and their associated 'Risk Bowties'. In turn, this ensures that the preventative and containment controls in place for a given risk are reviewed and remain robust based upon the identified risk profile. It also drives the required prioritisation of in-depth reviews to be undertaken by the Sustainability and Risk Committee, which are now integrated into the Group's internal audit programme. During the year, eight Risk Bowties were reviewed.
ONGOING GEOPOLITICAL SITUATION
The Group is monitoring the current situation in the Middle East, focusing on personal safety for its people located in the region. At the date of this report, EnQuest's people are safe and there has been no material disruption to our day-to-day activities. The Group has also continued to assess its commercial and IT security arrangements and does not consider it has a material adverse exposure to the geopolitical situation with respect to the conflicts in Western Europe or the Middle East, although recognises that the situations have caused oil price volatility. The Group continues to monitor its position to ensure it remains compliant with any sanctions in place.
GEOGRAPHICAL DIVERSIFICATION
The Group has successfully expanded its operational footprint in Malaysia and the wider South East Asia region following the acquisition of operations in Vietnam and the award of PSCs in Indonesia and Brunei. The Board is cognisant that this expansion creates a wider risk universe for the organisation, although such risks are mitigated by extensive due diligence (using in-house and external personnel) and actively involving executive management and the Board in reviewing commercial, technical and other business risks together with mitigation measures. At an operational level and as part of the integration processes, management reviews the control environment in place to ensure compliance and completeness, updating and/or replicating EnQuest's existing controls as necessary.
Climate change risks
While not considered an emerging risk or discrete risk in its own right, given the focus on climate-related risks for energy companies, EnQuest has provided further detail below on its assessment of this risk within the Group's Risk Library. Additional information can be found in the Group's Task Force on Climate-related Financial Disclosures, starting on page 76.
CLIMATE CHANGE
RISK
The Group recognises that climate change concerns and related regulatory developments could impact a number of the Group's principal risks, such as Price and Foreign Exchange, Health, Safety and Environment, Access to Capital and Liquidity and Political, Regulatory and Fiscal Risk, which are disclosed later in this report.
APPETITE
EnQuest recognises that the oil and gas industry, alongside other key stakeholders such as governments, regulators and consumers, must all play a part in reducing the impact of carbon-related emissions on climate change, and is committed to contributing positively towards the drive to net zero through the energy transition through reducing Scope 1 and Scope 2 emissions from existing operations. A decarbonisation strategy is being pursued through EnQuest's wholly owned subsidiary, Veri Energy.
The Group's risk appetite for climate change risk is reported against the Group's impacted principal risks, while a discrete disclosure against the Task Force on Climate-related Financial Disclosures can be found on pages 76 to 85.
MITIGATION
Mitigations against the Group's principal risks potentially impacted by climate change are reported later in this report.
The Group has an emissions management strategy and is committed to a 10% continual reduction in Scope 1 and 2 emissions over three years against a rolling year-end baseline. These targets are directly linked to organisation-wide remuneration via the Group Performance Share Plan (for further information, see the Directors' Remuneration Report starting on page 110).
Looking ahead, EnQuest is progressing significant decarbonisation workstreams across its existing portfolio, including a Flare Gas Recovery Project at Magnus, the New Stabilisation Facility and long-term power solution at the Sullom Voe Terminal ('SVT'), and the potential for Kraken flaring and emission reductions through a Bressay gas line to power Kraken operations.
EnQuest has reported on all of the greenhouse gas emission sources within its operational control required under the Companies Act 2006 (see Strategic Report and Directors' Report) Regulations 2013 and The Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018 (see pages 124 to 126 for more information).
Key business risks
The Group's principal risks (identified from the 'Risk Library') are those which could prevent the business from executing its strategy and creating value for shareholders or lead to a significant loss of reputation. The Board has carried out a robust assessment of the principal and emerging risks facing the Group at its February meeting, including those that would threaten its business model, future performance, solvency or liquidity.
Cognisant of the Group's purpose and strategy, the Board is satisfied that the Group's risk management system works effectively in assessing and managing the Group's risk appetite and has supported a robust assessment by the Directors of the principal risks facing the Group.
Set out on the following pages are:
- the principal risks and mitigations;
- an estimate of the potential impact and likelihood of occurrence after the mitigation actions, along with how these have changed in the past year and which of the Group's KPIs could be impacted by this risk (see page 5 for an explanation of the KPI symbols); and
- an articulation of the Group's risk appetite for each of these principal risks.
Among these, the key risks the Group currently faces are materially lower oil prices for an extended period (see 'Price and Foreign Exchange' risk on page 70), and/or a materially lower than expected production performance for a prolonged period (see 'Production' risk on page 67 and 'Reserves Estimation and Replacement' on page 69), which could reduce the Group's cash generation, which may in turn impact the Company's ability to comply with the requirements of its debt facilities and/or execute growth opportunities.
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Environmental, Social and Governance Governance continued
Health, Safety and Environment ('HSE')
RISK
Oil and gas development, production and exploration activities are by their very nature complex, with HSE risks covering many areas, including major accident hazards, personal health and safety, compliance with regulatory requirements, asset integrity issues and potential environmental impacts, including those associated with climate change.
APPETITE
The Group's principal aim is SAFE Results with no harm to people and respect for the environment. Should operational results and safety ever come into conflict, employees have a responsibility to choose safety over operational results. Every employee is empowered to stop operations for safety-related reasons.
The Group's desire is to maintain upper quartile HSE performance measured against suitable industry metrics.
In 2025, EnQuest's Lost Time Incident frequency rate ('LTIF') of 0.69, reported on page 56, represented a significant year-on-year improvement (2024: 1.55). However, the Group never finds it acceptable to incur LTIs and is working closely with the contractors involved to ensure that everyone is aligned with EnQuest's safety culture, trained on equipment and procedures and empowered to stop a task should a safer method be identified. All safety events were subject to thorough investigation and no systemic failure was identified within EnQuest systems.
MITIGATION
The Group's HSE Policy is fully integrated across its operated sites and this enables a consistent focus on HSE. There is a strong assurance programme in place to ensure that the Group complies with its policy and principles and regulatory commitments.
The Group maintains, in conjunction with its core contractors, a comprehensive programme of assurance activities and has undertaken a series of in-depth reviews into the Risk Bowties that have demonstrated the robustness of the management process and identified opportunities for improvement which are implemented on a prioritised risk basis. The Group-aligned HSE Continuous Improvement Plan promotes a culture of accountability and performance in relation to HSE matters. The purpose of this plan is to ensure that everyone understands what is expected of them by having realistic standards, governance, and capabilities to add value and support the business. HSE performance is discussed at each Board meeting and the mitigation of HSE risk continues to be a core responsibility of the Sustainability and Risk Committee. During 2025, the Group continued to focus on the control of major accident hazards and SAFE Behaviours.
In addition, the Group has positive and transparent relationships with the UK Health and Safety Executive and Department for Energy Security and Net Zero, and the Malaysian regulator, PETRONAS Malaysia Petroleum Management.
Potential impact
Medium (2024: Medium)
Likelihood
Medium (2024: Medium)
Change from last year
EnQuest respects the hazards associated with oil and gas development and production in harsh environments and has applied continued focus to the safety and well-being of its people and assets. As a result, the potential impact and likelihood remains in line with 2024. Through our HSE processes, there is continuous focus on the management of the barriers that prevent hazards occurring. The Group has a strong, open and transparent reporting culture and monitors both leading and lagging indicators and incurs substantial costs in complying with HSE requirements. The Group's overall record on HSE has been good and is achieved by working closely and openly with contractors, verifiers and regulators to identify potential improvements through an active assurance process and implement plans to close any gaps in a timely manner.
Risk appetite
Low (2024: Low)
Link to strategy
1 2 3 4
Read more in Our Strategy see Page 2
Related KPIs
A B C D E F G H
Read more in Highlights see Page 5
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Production
RISK
The Group's production is critical to its success and is subject to a variety of risks, including: subsurface uncertainties; the complexities of operating in a mature field environment; potential for significant unexpected shutdowns; and unplanned expenditure (particularly where remediation may be dependent on suitable weather conditions offshore).
Lower than expected reservoir performance or insufficient addition of new resources may have a material impact on the Group's future growth. Longer-term production is threatened if low oil prices or prolonged field shutdowns and/or underperformance requiring high-cost remediation bring forward decommissioning timelines.
APPETITE
Since production efficiency and meeting production targets are core to EnQuest's business, the Group seeks to maintain a high degree of operational control over producing assets in its portfolio. EnQuest has a very low tolerance for operational risks to its production (or the support systems that underpin production).
MITIGATION
The Group's programme of asset integrity and assurance activities provide leading indicators of significant potential issues, which may result in unplanned shutdowns, or which may in other respects have the potential to undermine asset availability and uptime. The Group continually assesses the condition of its assets and operates extensive maintenance and inspection programmes designed to minimise the risk of unplanned shutdowns and expenditure.
The Group monitors both leading and lagging KPIs in relation to its maintenance activities and liaises closely with its downstream operators to minimise pipeline and terminal production impacts.
Production efficiency is continually monitored, with losses being identified and remedial and improvement opportunities undertaken as required. A continual, rigorous cost focus is also maintained. Life of asset production profiles are audited by independent reserves auditors. The Group also undertakes regular internal reviews. The Group's forecasts of production are risked to reflect appropriate production uncertainties.
The Sullom Voe Terminal has a good safety record, and its safety and operational performance levels are regularly monitored and challenged by the Group and other terminal owners and users to ensure that operational integrity is maintained. Further, EnQuest is transforming the Sullom Voe Terminal to ensure it remains competitive and well placed to maximise its useful economic life and support the future of the North Sea.
The Group is developing plans for installing the Ninian bypass which will secure the export route for Magnus and continues to explore the potential of alternative transport options and developing hubs that may provide both risk mitigation and cost savings.
The Group added diversified growth to its production base through the accelerated delivery of gas from the Seligi To gas project and the acquisition of the Block 12W production assets in Vietnam and continues to consider new opportunities for expanding production having been awarded PSCs in Indonesia and Brunei during 2025.
Potential impact
High (2024: High)
Likelihood
Medium (2024: Medium)
Change from last year
There has been no material change in the potential impact or likelihood.
Risk appetite
Low (2024: Low)
Link to strategy
1 2 3 4
Read more in Our Strategy see Page 2
Related KPIs
B C D E F G H
Read more in Highlights see Page 5
Environmental, Social and Governance Governance continued
Project Execution and Delivery
RISK
The Group's success will be partially dependent upon the successful execution and delivery of potential future projects that are undertaken, including development, decommissioning, decarbonisation and new energy opportunities in the UK.
APPETITE
The efficient delivery of projects has been a key feature of the Group's long-term strategy. The Group's appetite is to identify and implement short-cycle development projects such as infill drilling, near-field tie-backs and facility modifications to enable optimised performance and emission reduction initiatives in its Upstream business, industrialise decommissioning projects to ensure cost efficiency and unlock new energy and decarbonisation opportunities through innovative commercial structures and redevelopment of SVT. While the Group necessarily assumes significant risk when it sanctions a new project (for example, by incurring costs against oil price or cost of emission allowances assumptions), or a decommissioning programme, it requires that risks to efficient project delivery are minimised.
MITIGATION
The Group has teams which are responsible for the planning and execution of new projects with a dedicated team for each project. The Group has detailed controls, systems and monitoring processes in place, notably the Capital Projects Delivery Process and the Decommissioning Projects Delivery Process, to ensure that deadlines are met, costs are controlled and that design concepts and Field Development/ Decommissioning Plans are adhered to and implemented. These are modified when circumstances require and only through a controlled management of change process and with the necessary internal and external authorisation and communication.
Within Veri Energy, the Group is working with experienced third-party organisations and aims to utilise innovative commercial structures to develop new energy and decarbonisation opportunities.
The Group also engages third-party assurance experts to review, challenge and, where appropriate, make recommendations to improve the processes for project management, cost control and governance of major projects. EnQuest ensures that responsibility for delivering time-critical supplier obligations and lead times are fully understood, acknowledged and proactively managed by the most senior levels within supplier organisations.
Potential impact
Medium (2024: Medium)
Likelihood
Medium (2024: Medium)
Change from last year
The potential impact and likelihood remains unchanged, reflecting the successful accelerated delivery of the Seligi phase 1b gas project and strong progress on Heather and Broom decommissioning activities, the Ninian bypass and Bressay gas development projects going through internal stage gate reviews, and decommissioning programmes and right-sizing projects at SVT remaining in the execution phase.
Risk appetite
Medium (2024: Medium)
Link to strategy
1 2 3 4
Read more in Our Strategy see Page 2
Related KPIs
A B C D E F G H
Read more in Highlights see Page 5
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Reserves Estimation and Replacement
RISK
Failure to develop contingent and prospective resources or secure new licences and/or asset acquisitions and realise their expected value.
APPETITE
Reserves replacement is an element of the sustainability of the Group and its ability to grow. The Group has some tolerance for the assumption of risk in relation to the key activities required to deliver reserves growth, such as drilling and acquisitions.
MITIGATION
The Group puts a strong emphasis on subsurface analysis and employs industry-leading professionals.
All analysis is subject to internal peer-review process and, where appropriate, external review and relevant stage gate processes. All reserves are currently externally reviewed by a Competent Person.
The Group has material reserves and resources at Magnus, Kraken and PMB/Seligi. Some of the resources volumes can be accessed through low-cost workovers, drilling and tie-backs to existing infrastructure.
During 2025, the Group concluded the acquisition of Block 12W in Vietnam and was awarded PSCs in Indonesia and Brunei. The Vietnam acquisition added c. 7.5 MMboe of net working interest 2P reserves and c. 4.9 MMboe of net working interest 2C resources. The Block 12W PSC being extended to 2034 provides the opportunity to access upside across Block 12W. Estimated net working interest 2C resources across the DEWA (Malaysia), Indonesia and Brunei PSCs is over 100 MMboe. The Group continues actively to consider potential opportunities to acquire new production resources and development projects that meet its investment criteria.
Potential impact
High (2024: High)
Likelihood
Medium (2024: Medium)
Change from last year
There is no change to the potential impact or likelihood of this risk. The accelerated delivery of the Seligi Phase 1b project and completion of the acquisition of Block 12W in Vietnam in 2025 are balanced by other aspects, such as possible low oil prices and higher development cost and declining asset performance which accelerate cessation of production and can potentially affect development of contingent and prospective resources and/or reserves certifications.
Risk appetite
Medium (2024: Medium)
Link to strategy
1 2 3 4
Read more in Our Strategy see Page 2
Related KPIs
A B D E F G H
Read more in Highlights see Page 5
Environmental, Social and Governance Governance continued
Price and Foreign Exchange
RISK
A material decline in oil and gas prices adversely affects the Group's operations and financial condition as the Group's revenue depends substantially on oil prices. This risk also includes the potential impacts of climate change on oil and gas supply and demand and recognises that other macroeconomic factors, such as foreign exchange and carbon pricing, could present a material risk to the business.
APPETITE
The Group recognises that considerable exposure to this risk is inherent to its business but is committed to protecting cash flows in line with the terms of its reserve based lending ('RBL') facility.
MITIGATION
This risk is being mitigated by a number of measures.
As operator of mature and underinvested producing assets, the Group prioritises associated investments which deliver near-term returns and is in a position to adapt and calibrate its exposure to new investments according to developments in relevant markets. The Group monitors oil price and foreign exchange sensitivity relative to its commitments and its assessment of the funds required to support investment in the development of its resources. The Group will therefore regularly review and implement suitable programmes to hedge against the possible negative impact of changes in oil prices and GBP:USD foreign exchange rates within the terms of its established policy (see page 177). The Group's RBL facility also requires hedging of EnQuest's entitlement sales volumes (see page 177). To mitigate oil price volatility, the Directors have hedged a total of 5.1 MMbbls from 1 April 2026 for the next 12 months with an average floor price of $71.3/bbl and a further 3.5 MMbbls in the subsequent 12-month period with an average floor price of $64.4/bbl, in each case predominantly utilising swaps. The Group has also entered into forward contracts from 1 April 2026 covering £119 million at an average GBP:USD rate of 1.328. The Directors, in line with Group policy and the terms of its RBL facility, will continue to pursue hedging at the appropriate time and price.
The Group has an established in-house trading and marketing function to enable it to enhance its ability to mitigate the exposure to volatility in oil prices and the cost of emissions trading allowances, with the Treasury function supporting management of foreign exchange exposure.
Further, the Group's focus on production efficiency supports mitigation against a low oil price environment.
The Group's expansion into South East Asia has targeted commodity diversification. The gas weighting of these opportunities aligns with the Group's strategic aim to reduce its overall carbon intensity.
Potential impact
High (2024: High)
Likelihood
High (2024: High)
Change from last year
The potential impact and likelihood remain high, reflecting the uncertain economic outlook, including possible impacts from forecast surplus near-term supply increases, geopolitical tensions and associated sanctions, and the potential acceleration of 'peak oil' demand.
The Group recognises that climate change concerns and related regulatory developments are likely to reduce demand for hydrocarbons over time. This may be mitigated by correlated constraints on the development of further new supply. Further, oil and gas will remain an important part of the energy mix, especially in developing regions.
Risk appetite
Medium (2024: Medium)
Link to strategy
1 2 3 4
Read more in Our Strategy see Page 2
Related KPIs
B C D E F G
Read more in Highlights see Page 5
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Access to Capital and Liquidity
RISK
Inability to fund financial commitments or maintain adequate cash flow and liquidity and/or reduce costs.
Significant reductions in the oil price, production and/or the funds available under the Group's RBL facility would likely have a material impact on the Group's ability to repay or refinance its existing credit facilities and invest in its asset base. Prolonged low oil prices, cost increases, including those related to an environmental incident, and production delays or outages, could threaten the Group's liquidity and/or ability to comply with relevant covenants. Further information is contained in the Financial review, particularly within the going concern and viability disclosures on pages 40 to 41.
APPETITE
The Group remains focused on maintaining a strong balance sheet and liquidity, controlling costs and complying with its obligations to finance providers while delivering shareholder value.
MITIGATION
EnQuest has continued to focus on optimisation of its capital structure and the maximisation of its available transactional capacity. In November 2025, EnQuest signed a six-year senior secured RBL facility totalling $800.0 million, comprising a $400.0 million secured multi-currency revolving loan facility and a $400.0 million secured multi-currency revolving letter of credit (1pC) facility. This facility, which replaces the previous RBL, provides the Group with an enhanced capital structure that is simple, flexible and aligned with its growth ambitions. Further, during 2025, EnQuest expanded its Surety Bond provider consortium.
Ongoing compliance with the financial covenants under the Group's reserve based lending facility is actively monitored and reviewed. EnQuest generates operating cash inflow from the Group's producing assets and reviews its cash flow requirements on an ongoing basis to ensure it has adequate resources for its needs.
Where costs are incurred by external service providers, the Group actively challenges operating costs. The Group also maintains a framework of internal controls.
These steps, together with other mitigating actions available to management, are expected to provide the Group with sufficient liquidity to meet its obligations as they fall due.
Potential impact
High (2024: High)
Likelihood
Medium (2024: Medium)
Change from last year
There is no change to the potential impact or likelihood. The Group's successful refinancing of its RBL, expanded Letter of Credit facility, continued strong relations with its Surety Bond provider consortium and improved fiscal certainty in the UK, are balanced against a volatile oil price environment, potential increases in the cost of emissions trading allowances and other factors such as climate change, other ESG concerns and geopolitical risks, which could impact investors' and insurers' acceptable levels of oil and gas sector exposure.
Risk appetite
Medium (2024: Medium)
Link to strategy
1 2 3 4
Read more in Our Strategy see Page 2
Related KPIs
B C D E F G H
Read more in Highlights see Page 5
Environmental, Social and Governance Governance continued
Political, Regulatory and Fiscal Environment, including Climate Change risk
RISK
Unanticipated changes in the political, regulatory or fiscal environment, including those associated with climate change, can affect the Group's ability to deliver its strategy/business plan and potentially impact revenue and future developments.
APPETITE
Given the Group's strategy to grow in the UK and internationally, including in its nascent new energy business, it must be tolerant of certain inherent exposure.
MITIGATION
It is difficult for the Group to predict the timing or severity of such changes. However, through Offshore Energies UK and other industry associations, the Group engages with government and other appropriate organisations in order to keep abreast of expected and potential changes. The Group also takes an active role in making appropriate representations as it has done throughout the implementation period of the EPL.
The Group's exposure to country-specific risks is reduced through the Group's strategy of diversifying into new geographies, although it is recognised this does add exposure to new political, regulatory or fiscal risks.
All business development or investment activities recognise potential tax implications and the Group maintains relevant internal tax expertise, seeking external advice when appropriate.
At an operational level, the Group has procedures to identify impending changes in relevant regulations to ensure legislative compliance.
Potential impact
Medium (2024: High)
Likelihood
Medium (2024: Medium)
Change from last year
There has been no material change in the potential likelihood, but the potential impact has reduced given the successor UK "windfall tax" regime to the EPL has been announced, with threshold implementation prices above many external forecasts, and no impending material regulatory changes, including those associated with climate change, known or anticipated.
EnQuest has entered into several new geographies during 2025, although many of these remain at the early stages of development which reduces the level of risk to EnQuest.
Risk appetite
Medium (2024: Medium)
Link to strategy
1 2 3 4
Read more in Our Strategy see Page 2
Related KPIs
A B C D E F G H
Read more in Highlights see Page 5
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
IT Security and Resilience
RISK
The Group is exposed to risks arising from interruption to, or failure of, IT infrastructure. The risks of disruption to normal operations range from loss in functionality of generic systems (such as email and internet access) to the compromising of more sophisticated systems that support the Group's operational activities. These risks could result from malicious interventions such as cyber-attacks or phishing exercises.
APPETITE
The Group endeavours to provide a secure IT environment that is able to resist and withstand any attacks or unintentional disruption that may compromise sensitive data, impact operations, or destabilise financial systems; it has a very low appetite for this risk.
MITIGATION
The Group has established IT capabilities and endeavours to be in a position to defend its systems against disruption or attack.
A number of tools to strengthen employee awareness continue to be utilised, including videos, presentations, internal communications posts and poster campaigns.
The Audit Committee has reviewed the Group's cyber-security measures and its IT resourcing model, noting the Group has a dedicated cyber-security manager. Work on assessing the cyber-security environment and implementing improvements as necessary has continued during 2025, with internal audit reviews planned for 2026. A number of actions were undertaken to further strengthen the Group's controls, including the following:
- Enhanced governance of IT controls across EnQuest to ensure standardised operations
- Vietnam and Malaysia cyber security assessments against EnQuest security policies conducted, with remediation for identified gaps underway
- Deployed a new security vulnerability management system which identifies technical weaknesses enabling management to assess the level of security risk and systematically reduce it
- Security strengthened through actions to improve system access rights (including relevant user groups and password updates)
Potential impact
Medium (2024: Medium)
Likelihood
High (2024: High)
Change from last year
There is no change to the impact or likelihood of this risk, although with both the threat-actor landscape and detective, preventative and containment controls continuing to evolve.
Risk appetite
Low (2024: Low)
Link to strategy
1 2 3 4
Read more in Our Strategy see Page 2
Related KPIs
A B
Read more in Highlights see Page 5
Strategic Report Corporate Governance Financial Statements
Business conduct
We remain committed to our Values, a non-negotiable standard of ethics, acting with integrity in all endeavours, and compliance with the laws and regulations in every jurisdiction we operate.
EnQuest has a Code of Conduct which it requires all personnel to be familiar with. The EnQuest Code of Conduct sets out the behaviour which the organisation expects of its Directors, managers and employees and of its suppliers, contractors, agents and partners. We are committed to conducting ourselves ethically, with integrity and to complying with all applicable legal requirements; we routinely remind those who work with or for us of our obligations in this respect.
Our employees and everyone we work with help to create and support our reputation, which in turn underpins our ability to succeed. This Code of Conduct addresses our requirements in a number of areas, including the importance of health and safety, compliance with applicable law, anti-corruption, anti-facilitation of tax evasion, anti-slavery, anti-competition, sanctions, export and import controls, addressing conflicts of interest, ensuring equal opportunities, combatting bullying and harassment and the protection of privacy.
The Group's induction procedures cover the Code of Conduct, and the Group runs both ad hoc and scheduled periodic training for personnel to refresh their familiarity with relevant aspects of the Code of Conduct and specific policies and procedures which support it such as the Group's anti-corruption programme. As part of its continual improvement planning in the space of business conduct, in 2024 we launched a 'Handrails' website which enhances accessibility to materials and training on a broad range of ethics and compliance topics relevant to personnel including on fraud, money laundering, competition law and sanctions. The website is also complemented by external training on the subject matter.
As part of the Group's Risk Management Framework, the Board is supplied annually with an 'assurance map' that provides an insight into the status of the main sources of controls and assurance in respect of the Group's key risk areas (see pages 62 to 74 for further information on how the Group manages its key risk areas). While this provides some formal assurance as to how the Group reinforces its
requirements in respect of business conduct, the Board also recognises the importance of promoting the right culture within the Group and this remains an area of focus for the Group.
The Code of Conduct also includes details of the independent reporting line through which any concerns related to the Group's practices, or any suspected breaches of the Group's policies and procedures, can be raised anonymously and encourages personnel to report any concerns to the legal department. Where concerns are raised (whether through the reporting line or otherwise), the legal representative, reporting for this purpose to the Chair of the Audit Committee, is required to look into the relevant concern, investigate and take appropriate action. Concerns raised in relation to potential conflicts of interest and safety practices, as well as more routine interfaces with regulatory authorities, are also reported to the Board and addressed appropriately.
The Code of Conduct includes a confirmation of EnQuest's commitments to adhere to applicable laws. The Group has zero tolerance for practices that breach applicable laws and expects the same of all with whom it has business dealings; for example, in relation to procurement, by requiring suppliers to confirm their commitment to various laws (including anti-slavery, tax and employment) before being qualified to supply the Group.
The Group has also supplemented its procedures to provide further assurance that it is able to identify and manage human rights risks in its supply chain. EnQuest publishes its modern slavery statement on its website at www.enquest.com, under the Environmental, Social and Governance section, where further detail on EnQuest's corporate responsibility policies and activities, including the area of business conduct, is also available.
74-75
Environmental, Social and Governance
Task Force on Climate-related Financial Disclosures
The Group supports good governance and transparency in general, and specifically in relation to climate change. The Board recognises the societal and investor focus on climate change, and the desire to understand potential impacts on the oil and gas industry through meaningful disclosures, such as those recommended by the Task Force on Climate-related Financial Disclosures ('TCFD') and those required by the Companies Act via Climate-related Financial Disclosures ('CFD'). Listing Rule 6.6.6R (8) requires companies to include climate-related financial disclosures consistent with the TCFD recommendations. EnQuest has complied fully with these requirements.
In 2025, EnQuest strengthened its alignment with the Task Force on Climate-related Financial Disclosures ('TCFD') recommendations by reporting material Scope 3 value chain emissions, integrating the findings of the materiality assessment undertaken in 2024, to support the identification of climate-related risks and opportunities under Strategy (b), and disclosing quantified outcomes from the use of the IEA's transition scenario analysis to assess corporate resilience.
The Group continues to demonstrate good practices and high standards of transparency consistent with TCFD recommendations. EnQuest has completed all recommended TCFD disclosures in line with sector-specific guidance, as well as the supplemental guidance for non-financial entities, including those applicable to the energy sector.
EnQuest recognises the rapidly evolving regulatory and ESG reporting landscape and will transition its climate-related disclosures to align with IFRS S1 and IFRS S2 requirements ahead of the 2027 reporting period.
| EnQuest disclosure | Additional/related information | |
|---|---|---|
| Governance | ||
| Disclose the organisation's governance around climate-related risks and opportunities | EnQuest's purpose is to provide creative solutions through the energy transition. As such, climate-related risks and opportunities are embedded across the organisation, from governance structures at Board level through to asset-level planning and operational delivery. These considerations directly influence executive and workforce incentives, with emission reductions an important part of both management's and the wider organisation's variable remuneration. |
The Board provides strategic oversight of climate-related risks, opportunities, and transition planning. It reviews progress against emissions-reduction objectives, approves climate-aligned capital investments, and ensures alignment between the Group's long-term strategy and evolving regulatory and market expectations across the UK and international jurisdictions.
The Executive Committee is responsible for implementing the Board's climate strategy, ensuring integration across functions, including operations, commercial, technical, financial planning, and risk management. Operational teams identify and mitigate climate-related risks through asset-level controls, engineering studies, and emissions-reduction initiatives.
In 2023, EnQuest established Veri Energy, a wholly owned subsidiary of EnQuest dedicated to the development and delivery of the Group's renewable energy and decarbonisation projects. Veri Energy provides specialist leadership in areas such as carbon capture and storage (CCS), electrification, and e-fuels, supporting the Group's transition strategy and enhancing its resilience to long-term climate risk.
An organogram outlining the Group's Risk Management Framework can be found on page 64. | See pages 48 to 55 (Environmental), 62 to 74 (Risks), 86 to 89 (s172), 102 to 109 (Audit Committee report), 110 to 119 (Directors' Remuneration Report), 120 to 121 (Sustainability and Risk Committee report) and 122 to 125 (Directors' report) |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
(a) Describe the Board’s oversight of climate-related risks and opportunities.
The Board has ultimate responsibility for climate-related risks and opportunities, which form a standing agenda item. Climate issues are reviewed at each of the five scheduled Board meetings through strategic discussions, budgeting, performance monitoring and approval of climate-aligned investments.
The Sustainability and Risk Committee, a dedicated sub-Committee of the Board, has specific climate-related responsibilities incorporated into its terms of reference, including oversight of climate risks, decarbonisation activities, and associated targets and milestones. The Committee generally meets four times per year and reviews performance against emissions reduction targets, the RMF performance report and the Group’s climate-related disclosures. A designated Committee member sponsors any approvals that require Board review.
The Board receives regular operational and financial updates that include progress on renewable-energy and decarbonisation projects and monitors performance against emissions-reduction targets. Management executes climate strategy, with oversight maintained through reporting from the Executive Committee and functional leads. Climate objectives are reflected in remuneration via the Company Performance Contract and the Performance Share Plan.
The Board and management remain informed on emerging climate-related risks and opportunities through engagement with advisers, investors and industry bodies such as Brindex and Offshore Energies UK.
In 2024, EnQuest completed a materiality assessment with support from Wood Mackenzie, aligned with GRI and IOGP. This enabled the Group to prioritise material sustainability topics and strengthen its disclosure and risk-mitigation approach.
(b) Describe management’s role in assessing and managing climate-related risks and opportunities.
The CEO holds ultimate responsibility for assessing and managing climate-related risks and opportunities across the Group, supported by the CEO of Veri Energy, the CRO, the Director of HSE & Wells, and the Executive Committee.
Management oversight is delivered through established governance forums, including the Executive Committee, Operations Committee, Director of HSE & Wells, and the Sustainability & Risk Committee, which routinely review risk registers, emissions performance and progress on decarbonisation initiatives.
The CRO oversees climate-related risks within the Group’s Risk Management Framework (RMF), with support from the Director of HSE & Wells. Climate risks and opportunities are embedded alongside other principal risks and assessed through consistent Group-wide processes and controls.
The Board and Audit Committee review the RMF annually, challenging the completeness and effectiveness of identified climate-related risks, opportunities and controls, and ensuring alignment with evolving regulation and stakeholder expectations.
The Executive Committee, Operations Committee and Director of HSE & Wells regularly review performance against the Group’s risk register, including emissions and decarbonisation progress. The CFO ensures climate-related impacts are appropriately reflected in the financial statements, including assumptions relating to future oil prices, emissions-certificate prices and emissions-reduction project economics.
Emission reduction is embedded in departmental and corporate KPIs, ensuring climate-related mitigation is integrated into day-to-day decision-making. Climate considerations also inform business-development screening, including resilience testing and carbon-cost exposure.
The Group’s energy management system governance framework sets out the approach to emissions measurement, reporting and opportunity identification. A dedicated working group evaluates and implements economically viable emissions-reduction initiatives, reporting to the Executive Committee and updating the Sustainability & Risk Committee at each scheduled meeting.
Regulatory, legal, capital-markets and competitive developments are monitored by the legal, commercial, company secretariat, investor relations and communications teams, with updates provided to management and the Board as required. The sustainability function prepares TCFD-aligned disclosures and conducts climate-scenario analysis to test portfolio resilience.
Operating, technical and environmental teams support asset-level decarbonisation delivery. Initiatives implemented during 2025 are recorded within Emission Reduction Action Plans (ERAPs), with near-term opportunities tracked through an opportunity hopper to support prioritisation and delivery.
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Environmental, Social and Governance
Task Force on Climate-related Financial Disclosures continued
| Strategy | EnQuest disclosure | Additional/related information |
|---|---|---|
| Disclose the actual and potential impacts of climate-related risks and opportunities on the organisation's businesses, strategy, and financial planning where such information is material | EnQuest's strategic vision is to be the partner of choice for the responsible management of existing energy assets, applying its core capabilities to create value through the energy transition. The Group's integrated business model spans the full energy transition landscape and shapes how climate-related risks and opportunities may affect its businesses, strategy, and financial planning. |
• Upstream activities focus on responsibly optimising production to meet current energy demand while managing emissions and operating within an evolving regulatory and carbon-pricing environment. Climate-related transition risks may impact operating costs and investment economics through emissions regulation and carbon pricing mechanisms, which are mitigated through operational efficiency initiatives and emissions reduction programmes
• Midstream activities involve the right-sizing and decarbonisation of existing infrastructure, creating optionality for Veri Energy to repurpose assets for renewable energy and decarbonisation opportunities. This provides potential strategic upside over the medium to long term as energy systems transition
• Decommissioning activities manage end-of-field life and post-cessation operations, with climate-related considerations influencing the timing, cost and execution of decommissioning programmes. EnQuest's experience in late-life asset management provides resilience against transition-related risks in this phase
This integrated business model incorporates the Group's plans for transitioning to a lower-carbon economy and provides mitigation against the climate-related transition risks identified below. Unless stated as 'not material', these risks have the potential to result in substantive financial or strategic impacts if not appropriately managed.
Investment decisions are reviewed by the Group's Investment Committee, with the Sustainability and Risk Committee providing additional challenge where climate-related risks or opportunities are relevant. This ensures climate factors are embedded in capital allocation and strategic decision-making.
Climate impacts are assessed primarily through potential NPV effects, evaluated during the annual planning and budgeting cycle and on an ad hoc basis for specific risks or opportunities. Climate considerations are integrated alongside assumptions on commodity prices, carbon costs and project economics.
While all climate-related risks are assessed, the Group recognises that exposure to oil, gas and carbon price volatility remains the fundamental business risk. Climate risks and opportunities are therefore managed proportionately within this broader commercial context to maintain disciplined value creation and financial resilience. | See pages 5 to 17 (KPIs, Chairman and CEO statements), 32 to 33 (Veri Energy review), 36 to 41 (Financial review), 48 to 55 (Environmental), 62 to 74 (Risks) and 140 (Financial statements) |
(a) Describe the climate-related risks and opportunities the organisation has identified over the short-, medium-, and long-term.
EnQuest has offshore oil and gas assets located in the UK and South East Asia. Climate-related risks and opportunities have been assessed jointly across both geographies and for the oil and gas sector, reflecting the similarity in asset characteristics, regulatory exposure and transition dynamics. Where specific risks or opportunities differ by geography or asset, these are identified in the table on the following page.
For the purposes of assessing climate-related risks and opportunities, EnQuest applies the following time horizons:
- Short term: within one year, aligned with the Group's budgeting cycle and assessment of going concern
- Medium term: one to three years, aligned with the Group's viability assessment period and detailed business planning horizon
- Long term: beyond three years, aligned with life-of-field assessments and long-term price and scenario analysis
In the long term, EnQuest tests asset resilience against its internal price assumptions as well as the Stated Policies Scenario ('STEPS') and Net Zero Emissions by 2050 ('NZE') scenarios.
Across these time horizons, the Group has identified a range of climate-related transition risks, including those associated with carbon pricing, emissions regulation, changing investor and lender expectations, and potential shifts in energy demand. Climate-related opportunities have also been identified, particularly in relation to emissions reduction initiatives, operational efficiency improvements, and the repurposing of existing infrastructure to support renewable energy and wider decarbonisation opportunities through Veri Energy.
EnQuest assesses the potential impact and likelihood of identified climate-related risks and opportunities using a combination of quantitative and qualitative measures. This approach is in line with established enterprise risk management practices and is embedded within the Group's Risk Management Framework. Given that neither the Group's business, nor over-arching climate science has changed materially over the past year, the climate-related risks and opportunities presented in the table on the following page are consistent with the Group's 2024 TCFD disclosure.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Material Risk type
| Climate-related risk description | EnQuest risk management |
|---|---|
| Market | |
| (all geographies and timeframes unless otherwise stated) | |
| • Changes in global demand for oil and gas, driven by the energy transition and associated policy measures, may affect the Group's operations, revenues and financial condition. As the Group's revenue is substantially dependent on oil prices, the long-term impact of climate change on oil demand and the corresponding effect on commodity prices is considered by EnQuest to be the most material climate-related business risk | • The Group's planning and investment decision-making processes are designed to remain resilient under low oil-price scenarios and incorporate an explicit carbon cost associated with forecast emissions, reflecting transition risks and carbon pricing considerations (see metrics and targets (a) – Transition risks and carbon prices) |
| • Emissions trading allowances may increase operating costs, particularly in the UK, where regulatory requirements differ from those in Malaysia | • The Group actively monitors current and forward oil prices (see Price and Foreign Exchange risk on page 70) through its Marketing and Trading function, which is also responsible for the procurement of emissions trading allowances, ensuring active management of transition-related market exposures (see metrics and targets (a) – Transition risks and carbon prices) |
| • Access to capital may be affected by market and investor sentiment, interest rate movements, and evolving ESG-related expectations, which could influence the Group's ability to raise capital on acceptable terms (see Access to Capital and Liquidity risk on page 71) | • EnQuest closely monitors and manages its funding position and liquidity throughout the year, (see Access to Capital and Liquidity risk on page 71). The Group's renewable energy and decarbonisation opportunities, including those pursued through Veri Energy, have been a relevant consideration in attracting new investors, as well as within the Group's recent refinancing activities and broader capital market engagement |
| • Supply-side constraints, arising from increased competition for equipment and services as supply chains adapt to support alternative energy sectors, could increase costs and/or delay work programmes, potentially impacting revenue generation over the long term | • The Group maintains active relationships with key stakeholders, including governments, regulators, financial institutions, advisers, industry participants and supply chain counterparties, to monitor market developments and respond to emerging transition-related risks and opportunities |
| Policy and legal (all geographies) | |
| • Regulatory or legislative changes, including emissions trading schemes and flaring allowances, may require facility modifications and could expose the Group to regulatory sanctions, fines or litigation risk (medium and long term) | • Targeted emission reductions and assessing opportunities to reduce flaring and other emission sources (see page 126) (see metrics and targets (a) – Scope 1, 2 and 3 absolute emissions and emissions intensity) |
| • Country-level policies, including net zero targets, may increase capital investment requirements to comply with evolving regulatory standards (medium to long term) | • In the UK, the Energy Profits Levy includes incentives for decarbonisation investments, which the Group seeks to utilise where economically viable (see Metrics and Targets (a) – Climate-related opportunities) |
| • Increased direct and/or indirect taxation may impact operating costs and project economics (long term) | • The Group maintains active relationships with government and regulatory bodies across its operating jurisdictions |
| • Each of the above could require additional capital investment and may result in lower returns compared with traditional projects or increased operating costs | • EnQuest engages with a range of external advisers and appropriate third-party institutions to support regulatory awareness, advance planning and integration of requirements, ensuring ongoing compliance |
78-79
Environmental, Social and Governance
Task Force on Climate-related Financial Disclosures continued
Material Risk type
| Climate-related risk description | EnQuest risk management |
|---|---|
| Reputation | |
| (all geographies and timeframes, unless otherwise noted) | |
| • Negative perception of the oil and gas industry | |
| • Lack of credible transition plan | |
| • Failure to adhere to regulatory or legislative requirements (medium and long term) | |
| • The perception of the oil industry has already impacted access to, and the cost of capital. In the longer term, the above risks could impact the willingness of counterparties to transact with EnQuest, increasing costs and the availability of a skilled workforce, leading to higher costs and/or lower revenues, or regulatory or legal action | • Development of Veri Energy linked to reward (see metrics and targets (a) – Scope 1, 2 and 3 absolute emissions and emissions intensity, Climate-related opportunities, Capital deployment and Remuneration) |
| • Clear and credible emission reduction targets linked to reward (see metrics and targets (a) – Scope 1, 2 and 3 absolute emissions and emissions intensity, and Remuneration) | |
| • Continued engagement with all stakeholders, including participation in credible climate initiatives, such as the CDP survey and submission of Emission Reduction Action Plans ('ERAP') to the North Sea Transition Authority | |
| • Emissions Management Team that develops and drives continual improvement on Scope 1 and 2 emission reduction opportunities in line with the Group's overall targets (see metrics and targets (a) – Scope 1, 2 and 3 absolute emissions and emissions intensity) | |
| • Sustainability team is responsible for development of Group reporting on Scope 3, including verified reporting on Categories 5, 6, 7 and 11 during 2025 (see metrics and targets (a) – Scope 1, 2 and 3 absolute emissions and emissions intensity) | |
| • Regular asset-level emissions measurement, monitoring and reporting with timely corrective action taken if necessary (see metrics and targets (a) – Scope 1, 2 and 3 absolute emissions and emissions intensity, Transition risks and carbon prices and Capital deployment) | |
| • High standards of business conduct (see page 75) | |
| Technology (all geographies, medium to long term) | |
| • Alternative, lower-emission products and services could accelerate the transition away from oil and gas, impacting demand | |
| • Costs of new technologies could limit the timing and economics of existing oil and gas and decarbonisation projects | • Carbon capture and storage studies have identified the potential to store up to 10mtpa of CO₂ from stranded emitters in depleted North Sea reservoirs, while EnQuest's electrification and hydrogen ambitions could harness renewable energy to help decarbonise offshore developments and other industries, respectively (see metrics and targets (a) – Climate-related opportunities and Capital deployment) |
| • Continued engagement with relevant new energy and decarbonisation stakeholders, including potential strategic and financial partners (see metrics and targets (a) – Climate-related opportunities and Capital deployment) | |
| • Continued engagement with suppliers, requiring provision of services with a lower emissions footprint (see metrics and targets (a) – Climate-related opportunities and Capital deployment) | |
| Acute (all geographies, short and medium term) | |
| • Adverse and/or severe weather (storms, cyclones, extreme heat or cold) resulting in asset downtime and impacting revenue, or increasing health and safety risk to staff | • Action and response plans, including effective supply change management, to manage risks and extent of downtime to as low as reasonably possible (see metrics and targets (a) – Physical risks) |
| Chronic (all geographies long term) | |
| • Rising sea levels, tidal impacts and other extreme weather causes extensive/irreparable damage to assets impacting capital and/or operating costs or early decommissioning of assets | • EnQuest considers these risks to be not material given the Group's focus on asset integrity and the expected remaining life of its assets see metrics and targets (a) – Physical risks) |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
With EnQuest's business model spanning the entire energy transition spectrum, the Group is well positioned to assess and pursue several climate-related opportunities.
| Opportunity type | Climate-related opportunities | EnQuest action |
|---|---|---|
| Energy source | ||
| (long term and UK-only at present) | • Use of lower emission sources of energy | |
| • Shift towards decentralised energy generation | ||
| • Use of supportive policy incentives | ||
| • Use of new technologies | • Progressing the potential to facilitate the electrification of nearby offshore oil and gas assets and planned developments | |
| • Assessing onshore wind potential on Shetland | ||
| • Commencement of project to deliver new grid-connected power solution for Sullam Voe Terminal ('SVT') | ||
| • Pre Feed collaboration with EnQuest and the NZTC, to develop a private wind to liquid e-fuel system which effectively managed renewable power intermittency | ||
| • Progressing gas tie-back from Bressay to Kraken to displace diesel as Kraken FPSO primary fuel | ||
| • Completion of modifications to the Heather asset power generation equipment to minimise emissions during decommissioning | ||
| Resilience (all geographies and timeframes, unless otherwise stated) | • Resource substitutes/diversification (UK-only at present) | |
| • Participation in renewable energy programmes and adoption of energy efficiency measures | ||
| • Access to M&A opportunities: Noting other industry participants need to dispose of assets to meet their own ESG targets | • Strengthened climate change oversight through the introduction of an Energy (Emission) Management System – Structure & Governance procedure. The procedure itself is structured to align with the internationally recognised structure for an energy management system in relation to ISO 50001 | |
| • Pursuing carbon capture and storage, electrification and green hydrogen production opportunities at scale at SVT (long term) | ||
| • New development opportunities to be assessed in terms of low emission power generation (medium term) | ||
| • The Group maintains relationships with key stakeholders, including regulators, financial institutions, advisers and industry participants | ||
| Products and services (all geographies and timeframes, unless otherwise stated) | • Development and/or expansion of low emission goods and services (long term, except for supplier engagement which is all timeframes) | |
| • Ability to diversify business activities (long term) | • Pursuing carbon capture and storage which will store up to 10mtpa of CO₂ from stranded emitters in depleted North Sea reservoirs | |
| • Assessing the potential to facilitate the electrification of nearby offshore oil and gas assets and planned developments | ||
| • Exploring the potential for harnessing the advantaged natural wind resource around Shetland to produce e-fuels and derivatives to deliver levelised cost of e-fuel competitive with imports to support the decarbonisation of a number of industries | ||
| • Continued engagement with suppliers, requiring provision of services with a lower emissions footprint to ultimately improve efficiencies and reduce costs | ||
| Market | ||
| (long term and UK-only) | • Access to new markets | |
| • Use of supportive policy incentives | • Pursuing carbon capture and storage, electrification and green hydrogen production opportunities at scale at SVT | |
| Resource efficiency | ||
| (all geographies and timeframes) | • Use of more efficient production and distribution processes | |
| • Use of recycling | • Focused on absolute emission reductions in all operations (see metrics and targets section) | |
| • Measurement of waste generated in operations, with 2024 reporting in line with Category 5 Scope 3 emissions (see metrics and targets section) | ||
| • Assessment of options to repurpose existing infrastructure prior to any decision to cease production and begin asset decommissioning | ||
| • Decommissioning business seeks to maximise reuse and/or recycling |
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(b) Describe the impact of climate-related risks and opportunities on the organisation's businesses, strategy, and financial planning.
EnQuest incorporates macroeconomic and climate-related themes into its strategic planning and risk management. Oil, gas and carbon price sensitivity is assessed as the Group's most financially material climate-related risk, recognising climate change as a key long-term price driver. Resilience is tested against IEA, STEPS, and NZE price assumptions, with short- and medium-term sensitivities reviewed in going concern and viability assessments.
The Marketing and Trading function optimises production sales, hedging, and purchasing of UK ETS allowances. UK ETS allowances are forecast to represent c.5% of 2025 operating costs. Potential oil price impacts on asset carrying values are detailed in Note 2 of the financial statements.
The Group closely monitors cash, liquidity and covenant headroom, using scenario variance analysis to identify potential pressures. Climate-related financial risks considered include reduced access to, or higher cost of, capital, insurance and decommissioning surety as investor and insurer appetite for oil and gas declines. As financing outcomes are influenced by multiple external factors, isolating the climate-related component is challenging. Discount-rate sensitivities (reflecting cost of capital) are provided in Note 2.
EnQuest continues to execute value-accretive acquisitions as majors rebalance portfolios. This includes expanding operating presence in South East Asia through the 2025 acquisition of an office and operational base in Vietnam. For new operated assets, EnQuest integrates clear emissions-reduction plans and applies an internal carbon price to acquisition economics, including in markets without formal carbon pricing.
Recent emissions-reduction progress includes sanctioning the Magnus Flare Gas Recovery project and advancing regulatory approval for a Bressay gas-well tieback expected to materially cut Kraken FPSO emissions. Broader decarbonisation is centred on Sullom Voe Terminal ('SVT'), where EnQuest is progressing major emissions-reduction projects, including the New Stabilisation Facility and a grid connection, expected to reduce site emissions by more than 90%. These enable longer-term CCS, electrification (via onshore wind) and e-fuels opportunities through Veri Energy, positioning SVT as a transition-focused hub.
The Group is committed to net-zero Scope I and 2 emissions by 2040 and has established rolling three-year targets to reduce emissions by 10%, linked to reward. Against a 2022 baseline, which was adjusted to include pro rata Vietnam emissions, 2025 Group emissions were 4.7% lower.
EnQuest also tracks progress against UK NSTD milestone reductions of 10% by 2025, 25% by 2027 and 50% by 2030; by the end of 2025, UK Scope I and Scope 2 emissions were 46% below the 2018 baseline, placing the Group well ahead of the interim NSTD targets. All milestones sit within the medium-to-long-term planning horizon.
(c) Describe the resilience of the organisation's strategy, taking into consideration different climate-related scenarios, including a 2°C or lower scenario.
As part of the 2025 full-year results process, the Group reassessed the resilience of its portfolio using updated climate-related scenario analysis. This included commodity price and emissions-cost assumptions under two IEA scenarios: the Stated Policies Scenario ('STEPS'), and Net Zero Emissions ('NZE'). Oil prices remain the most material driver of financial outcomes.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
The NZE scenario reflects an accelerated global transition to achieve net zero $\mathrm{CO}_{2}$ emissions by 2050, consistent with limiting warming to $1.5^{\circ}\mathrm{C}$.
Under NZE, the Group's projections show negative free cash flow, driven by sharper demand decline, lower prices, and higher emissions-related costs.
STEPS reflects today's enacted and developing energy and climate policies, including existing policy intentions supported by markets and infrastructure. Under STEPS, the Group continues to generate positive free cash flow and delivers $160\%$ asset value uplift relative to the base case.
As outlined in the Group's Viability Statement (see page 40), even under a Plausible Downside Case, the Group is able to operate as a going concern and meet its financial and operational obligations. Regardless, the Group's business model supports adaptability to a changing external environment. Short cycle investment opportunities reduce the risk of stranded assets in the upstream portfolio, while the Group continues to expand into renewable energy and decarbonisation solutions through the activities of Veri Energy.
The Group's strategy remains resilient under the STEPS scenario which is aligned with $12^{\circ}\mathrm{C}$, while NZE highlights the pressures associated with an accelerated $1.5^{\circ}\mathrm{C}$ transition. Given the likelihood of each scenario assessed, the Board is satisfied that the Group's strategy is resilient in the medium and long term.
| Risk management | EnQuest disclosure | Additional/related information |
|---|---|---|
| Disclose how the organisation identifies, assesses, and manages climate-related risks | The Group has robust risk management and business planning processes that are overseen by the Board, the Sustainability and Risk Committee and the Executive Committee to identify, assess and manage climate-related risks, while the Audit Committee oversees the effectiveness of the Risk Management Framework. The risk landscape inputs and considerations are outlined on page 62 and cover long-term macro factors and near-term and emerging risks. | See pages 62 to 73 (Risks) and 120 to 121 (Sustainability and Risk Committee report) |
(a) Describe the organisation's processes for identifying and assessing climate-related risks.
The Group's RMF is embedded in all levels of the organisation with asset, regional and functional risk registers aggregating to an enterprise risk register, as outlined below, identifying relevant threats and how they are mitigated, while the adequacy and efficacy of controls in place are themselves also monitored. This integration enables the Group to quickly identify, escalate and appropriately manage emerging risks, with a quarterly RMF report reviewed by leadership teams and presented to the Sustainability and Risk Committee. All risks are assessed based on their estimated potential impact and likelihood with respect to people, environment, asset/business and reputation ("PEAR") on a pre- and post-mitigation basis, with judgements reviewed by peers and/or management as appropriate.
The Group is targeting net zero in respect of Scope 1 and Scope 2 emissions by 2040 and seeks to ensure that suitable and sufficient controls are in place to deliver against its environmental, social, governance ("ESG") strategy. In 2024, EnQuest undertook a materiality assessment with reference to GRI and IOGP material sustainability topics for the oil and gas industry. The materiality assessment has enabled EnQuest to refresh its ability to articulate and disclose climate-related risks and opportunities, in keeping with the evolving sustainability disclosure landscape.
EnQuest uses Hurdle Risk as the risk management tool for identification, measurement and mitigation of risks and requires an assessment of value associated with a given risk. The Risk Management Process takes place across four key areas: Group, Region, Asset and Functional:
Group level – An Enterprise Risk Register and Risk Report provide the Board and executive management with a single view of risk across the Group to aid strategic decision making. This reflects the overall Risk Management Strategy and responses to individual risks, including climate-related risks, with a focus on reporting risks that are critical from a decision-making perspective. Critical risks are those that are assessed as having the greatest potential impact and likelihood with respect to PEAR on a pre- and post-mitigation basis.
Region level – Risk registers are available for the North Sea and Malaysia. These registers include details of all relevant operational, execution, HSE, organisational, financial, legal and contractual risks facing each of the business units.
Asset level – Risk registers are developed for all operated assets. These registers include details of all relevant operational, executional, HSEA, organisational, financial, legal and contractual risks facing each asset.
Functional level – A risk register is developed for any improvement opportunities and deficiencies in the risk controls for the legal, commercial, HSEA, organisational, financial and business services risk categories. The functional assessments review the effectiveness of policy and management systems in place and identify critical gaps and/or areas of non-compliance within the Group.
Climate-related risks are classified in alignment with TCH3's description of transition and physical risks:
Transition risks – risks related to the transition to a lower-carbon economy, including policy and legal, technology, markets and reputation.
Physical risks – risks related to the physical impacts of climate change, including event-driven risks such changing severity and/or frequency of extreme weather events.
EnQuest identifies and manages environmental aspects and risks through its Environmental Management System, using the Environmental Aspects and Impacts Identification Procedure and associated registers. Asset- and project-specific registers are
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developed through systematic reviews of operational activities, defining controls and improvement actions across the full lifecycle from inception to decommissioning. Reviews are undertaken by competent personnel using workshops, meetings, audits and other structured assessments, covering both planned and unplanned aspects.
The Group maintains awareness of legal obligations through its ISO 14001:2015-aligned Identification and Evaluation of Compliance Obligations Procedure. Climate change oversight is further strengthened by the Energy (Emissions) Management System – Structure & Governance procedure. The HSEA team monitors compliance through professional updates, regulatory engagement, training, and industry forums. Compliance requirements from policies, licences, permits and standards are recorded and evaluated, with outcomes reported in monthly KPIs and routinely reviewed to address non-conformances and new legal requirements.
(b) Describe the organisation's processes for managing climate-related risks.
The Sustainability and Risk Committee also provides a forum for the Board to review selected individual risk areas in greater depth. Climate-related risks and opportunities, and associated mitigation measures and action plans, are maintained in a series of risk registers at Enterprise (Group), region, function and asset levels.
Climate change is categorised as a standalone risk area within the Group's 'Risk Library', allowing the application of EnQuest's RMF to underpin its approach in this important area. For each risk area, the Sustainability and Risk Committee reviews 'Risk Bowties' that identify risk causes and impacts and maps these to preventative and containment controls used to manage the risks to acceptable levels. EnQuest's Climate Change 'Risk Bowtie' covers both physical and transition risks in accordance with the TCFD framework (as outlined in the Strategy section (a)). They are also considered within the context and review of several other risk areas, such as oil price, (see the Strategy and Risk management sections for the Group's assessment of financial materiality and potential impact and likelihood with respect to PEAR, respectively).
The outcomes from the Group's materiality assessment have been incorporated within the Climate Change 'Risk Bowtie', identifying and mapping risk causes and impacts against preventative and containment controls used to manage the risks to an acceptable level.
A Continuous Improvement Plan ('CIP') describes EnQuest's improvement initiatives, what the Company will do to achieve them and how it will measure success. Specific objectives, targets and actions are developed and cascaded to all levels within the organisation, including a number related to the management of climate-related risks. In addition to the CIP, EnQuest has defined Key Performance Indicators ('KPIs'), which are used to monitor performance. They consider the significant environmental aspects and the Company's compliance obligations.
(c) Describe how processes for identifying, assessing, and managing climate-related risks are integrated into the organisation's overall risk management.
See the Risk management disclosure (a) for a description of how climate-related risks are integrated into EnQuest's overall RMF. Risks are uploaded to the Group's risk software tools which assign ownership for the risks with associated systemised monitoring of mitigations being closed out. These systems require the risk owner to assess the materiality of each given risk before and after mitigations in accordance with the Group's materiality thresholds (outlined in the metrics and targets section below).
| Metrics and targets | EnQuest disclosure | Additional/related information |
|---|---|---|
| Disclose the metrics and targets used to assess and manage relevant climate-related risks and opportunities where such information is material | Absolute emissions and their reduction are a key area of focus for EnQuest given the Group's net zero commitment in respect of Scope 1 and Scope 2 emissions by 2040 and its desire to play its part in the UK's drive towards net zero by 2050 (2045 in Scotland). | |
| EnQuest currently operates offshore in the UK, Malaysia and Vietnam, which are highly regulated mature hydrocarbon provinces. The Group has a well-established HSEA Policy outlining its commitment to integrating environmental management into its operations, with its Environmental Management System ensuring the Group manages and mitigates its impact on the environment and complies with the regulatory requirements in the areas in which it operates. Through this process, the Group has not identified any financially material risks associated with water, energy, land use, or waste management, while operational risks continue to be managed under the EMS. | ||
| EnQuest has considered the climate-related metric categories in Table A2.1 within the TCFD implementation guidance but has not set any other metrics or targets beyond those listed below. | See pages 5 (KPIs), 30 to 33 (Midstream and Veri Energy review), 48 (Environmental), 86 (s172), 114 and 115 (CPC and PSP disclosures within the Directors' Remuneration Report) and 124 (GHG emissions disclosures in the Directors' report) |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
| (a) Disclose the metrics used by the organisation to assess climate-related risks and opportunities in line with its strategy and risk management process. | EnQuest disclosures Absolute emissions reduction remains central to EnQuest’s strategy, underpinning its commitment to achieve net-zero Scope 1 and 2 emissions by 2040 and supporting UK and Scottish net-zero targets for 2050 and 2045 respectively. Operating offshore in the UK and South East Asia, both mature and highly regulated basins, the Group applies a robust HSEA Policy and Environmental Management System to manage environmental impacts and ensure regulatory compliance. Through these processes, EnQuest has not identified any financially material risks related to water, energy, land use or waste. The Group has reviewed the climate-related metric categories in Table A2.1 of the TCFD guidance and has not adopted additional metrics beyond those disclosed, but will comply with emerging requirements as they apply, including the World Bank’s Net Zero Routine Flaring Initiative, UK North Sea carbon-intensity expectations and OSPAR’s NEAS 2030. |
|---|---|
| (b) Disclose Scope 1, Scope 2, and, if appropriate, Scope 3 greenhouse gas (“GHG”) emissions, and the related risks. | EnQuest disclosure As outlined in the Directors’ report, EnQuest discloses Scope 1 and 2 emissions and associated intensity outcomes on an operational control basis. The Group discloses Scope 3 emissions, with data reported on Category 5 ‘waste generated in operations’, Category 6 ‘business travel’, Category 7 ‘employee commuting’ and, most materially, Category 11 ‘use of sold product’. |
| • Scope 1 – 1,032,517 tCO₂e | |
| • Scope 2 (location based) – 35,846 tCO₂e | |
| • Scope 3 – 5,831,999 tCO₂e | |
| The Group’s GHG emissions data disclosed in the Directors’ report and throughout the ARA is verified by Lucideon. The Group is cognisant of the risks of access to capital and people, rising emission costs and reputational and regulatory risks associated with failure to adhere to policies and guidelines or missing targets. | |
| (c) Describe the targets used by the organisation to manage climate-related risks and opportunities, and performance against targets. | EnQuest disclosure The Board aims to adapt the most ambitious decarbonisation targets that are feasible within the economic realities of operating a late-life asset portfolio. In 2021, the Board approved a rolling three-year target to reduce absolute Scope 1 and Scope 2 emissions from the existing portfolio by 10%, measured against a year-end 2020 baseline. As at 31 December 2025, Group emissions had decreased by approximately 26% relative to the 2020 baseline, and by around 5% over the three-year period beginning 1 January 2022. Additional three-year reduction targets are embedded within the Group’s Performance Share Plan measures (see page 115 of the Directors’ Remuneration Report). |
| The Group also set discrete emissions reduction targets from a 2021 baseline focused on diesel consumption and flaring. Performance against these operational targets was assessed as between target and stretch, as reported in the Directors’ Remuneration Report within the 2022 Annual Report and Accounts. | |
| Progress has also been evaluated against the UK North Sea Transition Deal (‘NSTD’) decarbonisation pathway. As at 31 December 2025, the Group had reduced UK Scope 1 and 2 emissions by approximately 46% against the 2018 baseline, materially outperforming the NSTD’s interim requirement of a 10% reduction by 2025 and approaching the 50% reduction target set for 2030. | |
| In 2023, the Board further strengthened its climate ambition by committing to reach net zero Scope 1 and Scope 2 emissions by 2040. | |
| During 2024, the Group continued to advance its renewable energy and decarbonisation opportunities. In carbon capture and storage (‘CCS’), EnQuest completed technical and commercial assessments of the four storage licences awarded by the NSTA in 2023. Two of these licences were relinquished in early 2025, while the remaining licences at the Magnus and Thistle reservoirs are being progressed with the intention of enabling up to 10 Mtpa of CO₂ storage for stranded emitters in depleted North Sea reservoirs. | |
| The Group is pursuing advantaged natural wind resources in Shetland, including e-fuel opportunities for offshore assets. These initiatives have the potential to leverage renewable energy to support the decarbonisation of offshore oil and gas operations and other industrial sectors. However, both opportunities remain at formative stages and require further regulatory clarity and fiscal support before specific financial, or emissions reduction targets can be established. |
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Environmental, Social and Governance Stakeholder engagement
Section 172 statement
Section 172 matters (a) – (c) are covered in the accompanying stakeholder engagement disclosures on the following pages. The Board's consideration with respect to section 172 matter (d) can be found on pages 44 to 64, matter (e) on pages 42, 75, 96 to 97 and 112, and matter (f) within the principal decisions outlined on page 88.
The Board has acted in a way that it considers to be most likely to promote the success of the Company for the benefit of its members as a whole and, in so doing, has regard for the potential impact of the Group's activities on its various stakeholders. In the majority of cases, information and feedback are provided throughout the year to the Directors by the Group's Executive Directors, senior and functional management and external advisers through a variety of Board reports, presentations and ad hoc correspondence. These reports cover the Group's financial, operational and environmental performance, while EnQuest's advisers provide the Board with relevant insight from their interactions with their respective stakeholders.
When appropriate, the Directors seek further understanding of the concerns of relevant stakeholders, which could include direct engagement by the relevant Director and/or requesting additional information to ensure they have a full appreciation of a given matter prior to making any decisions. As such, the Directors are able to assess the impact of business decisions on stakeholders and fulfil their duty to promote the long-term success of the Group.
The Directors consider principal decisions (outlined on page 88) on the basis of materiality of the incremental impact they are anticipated to have on the Company's stakeholders and/or the Company itself. Throughout the year, the Board and management team considered various M&A opportunities. For several of these, it was decided that their pursuit would not be in the interests of the Group's stakeholders, reflecting EnQuest's in-depth review processes (including those by the Technical and Reserves Committee) and focus on capital discipline.
Stakeholder groups
| A People | Our employee and contractor workforce is critical to the delivery of SAFE Results and EnQuest's success. As such, we are committed to ensuring EnQuest remains a great place to work. We have a strong set of Values that underpin our way of working and provide a rewarding work environment, with opportunities for growth and learning while contributing to the delivery of our strategy. |
|---|---|
| B Investors | Our investors support management in the execution of EnQuest's business strategy, including the provision of capital for management to develop the business in order to deliver returns in a responsible manner. |
| C Partners | We collaborate with our existing joint venture partners, securing their support to deliver our asset plans. We value their contribution to the effective operational and financial management of our assets as we deliver on our business strategy. |
| In pursuit of the Group's new energy and decarbonisation ambitions, we also engage with potential strategic and financial partners. | |
| D Host governments and regulators | We work closely with the host governments and regulators in the jurisdictions in which we operate. The Group complies with the necessary regulatory requirements, including those related to environmental matters such as reducing emissions, to ensure it maintains a positive reputation and licence to operate, enabling the effective delivery of the Group's strategy. |
| E Suppliers | EnQuest relies on its suppliers to provide specialist equipment and services, including skilled personnel, to assist in the delivery of SAFE Results. |
| F Communities | Making a positive contribution, and appropriately managing our environmental impact in the communities in which we live and work around the world, remains a key part of our activities. Our communities provide a potential source of employees, contractors and support services, and are important in supporting EnQuest's social licence to operate and maintaining a positive reputation. |
| G Customers | Our customers help facilitate the provision of hydrocarbon-related products to meet a variety of consumer demands and, as such, require a reliable supply of hydrocarbons to meet their needs. |
| We have also begun engaging with potential customers in relation to our carbon capture and storage and electrification opportunities as part of our Infrastructure and New Energy business. |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
| Direct Board-level engagement in 2025 | Other engagement activities in 2025 |
|---|---|
| Three Global Employee Forum meetings per year with designated Non-Executive Directors were organised; video messages; subject matter expert virtual and physical attendance at scheduled Board and Board Committee meetings; physical and virtual safety leadership engagement visits; and three interactive virtual Town Hall Meetings. | See the accompanying principal decisions on page 88 and pages 59 to 61 of the ESG section which detail the various people-related initiatives implemented during the year, including the employee surveys and those related to our people's safety and well-being. |
| Virtual and physical meetings (including the Annual General Meeting, post-results roadshows and multiple investor conferences and ad hoc meetings), calls and direct correspondence with a wide range of equity and debt investors in relation to the Group's refinancing plans and delivery against its strategic objectives. | See the accompanying principal decisions on page 88 and the Strategic report on pages 02 to 88, which explains the Group's performance and investment decisions during the year. |
| Page 97 of the Corporate governance statement outlines in more detail how the Group engages with its investors. Access to Capital and Liquidity is identified as one of the Group's Principal risks and uncertainties on page 71. | |
| Virtual and physical meetings and calls. | The Group has regular engagement with its joint venture partners on day-to-day asset management and the execution of the longer-term asset strategy. This occurs through a combination of formal interactions, governed by joint operating agreements, and via informal engagement. |
| See pages 22 to 33 of the Strategic report for further details on operational and financial activities and decisions undertaken across our assets. | |
| Virtual and physical meetings and calls with the North Sea Transition Authority ('NSTA') in the UK, Malaysian Petroleum Management ('MPM') in Malaysia and PetroVietnam in Vietnam. A number of meetings have been held with the Shetland Islands Council ('SIC') in relation to the Group's Infrastructure and New Energy business, while several meetings and other correspondence have been undertaken with UK Treasury officials on the UK's Energy Profits Levy ('EPL'). | See the Strategic report on pages 02 to 88 and the Group's Principal risks and uncertainties on pages 62 to 74, which outline EnQuest's strong relationships with governments and regulators. Pages 48 to 55 of the ESG section and pages 122 to 126 of the Directors' report outline further details on the Group's regulatory compliance activities. |
| None | The Group has continued its active and positive engagement with its suppliers through various supplier forums, performance reviews, ad hoc virtual meetings and industry events. The Group continues to monitor and report its supplier payment performance. |
| Please also see the Group's Principal risks and uncertainties on pages 62 to 74, a number of which are impacted by the Group's supplier relationships. | |
| None | See pages 56 to 61 of the ESG section which outline the Group's community engagement activities and environmental considerations. |
| None | We have maintained strong relationships with existing customers, including fuel oil blenders to whom the Group supplies Kraken oil as an unrefined constituent of IMO 2020 compliant low-sulphur bunker fuel. |
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Stakeholder engagement continued
Stakeholder groups
| People | Investors | Partners | Host governments and regulators | Suppliers | Communities | Customers |
|---|---|---|---|---|---|---|
| Principal decision and impacted stakeholders | Stakeholder considerations and impact on the long-term sustainable success of the Company | |||||
| Shareholder distributions | Following significant and disciplined deleveraging of the Group's balance sheet over recent years, EnQuest executed its maiden shareholder return in 2024 in the form of a share buy-back programme. In all, c.56 million shares were purchased for a total consideration of c.£7 million (c.$9 million) in 2024. | |||||
| Impacted stakeholders: | To provide increased certainty on the quantum of the return, following the signing of the 2024 Financial Statements, the Board decided to propose the Group's first dividend, in the form of a $15 million final 2024 dividend. | |||||
| Accordingly, the dividend was paid in June 2025, following shareholder approval at the Company's Annual General Meeting. | ||||||
| For further information, see pages 14 to 41 of this Strategic report and note 8 to the financial statements. | ||||||
| Reserve Based Lending refinancing | The Group's improved balance sheet, strong liquidity position and significantly advantaged UK tax position mean EnQuest is well placed to pursue growth opportunities. | |||||
| Impacted stakeholders: | To maximise available financial capacity to pursue value-accretive growth, the Board considered several options to enhance the Group's liquidity position. This process centred on repaying and refinancing the Group's senior secured Reserve Based Lending ('RBL') facility. | |||||
| During November 2025, the Board sanctioned a new six-year RBL totalling $800.0 million, comprising: | ||||||
| 1. a $400.0 million secured revolving loan facility; | ||||||
| 2. a $400.0 million secured revolving letter of credit ('LoC') facility; and | ||||||
| 3. an accordion of up to $800.0 million, which provides the potential to extend the secured revolving loan facility and the revolving letter of credit facility by up to $400.0 million each. | ||||||
| The new RBL was used to refinance the Group's existing $500.0 million RBL facility, which included a $75.0 million LoC sublimit, and was due to mature in April 2027. | ||||||
| The new loan facilities enhance EnQuest's liquidity profile, and the expanded LoC tranche provides committed long-term coverage for the Group's decommissioning security obligations. | ||||||
| Accordingly, the Board concluded that this positioned the Group to be transaction-ready for future opportunities. | ||||||
| For further information, see pages 4 to 41 of this Strategic report and note 17 to the financial statements. | ||||||
| South East Asian expansion | Building on the Group's strong and expanding operating footprint in Malaysia, as well as its recent entry into Vietnam, the Board and Executive team have been clear that South East Asia is a region in which EnQuest is targeting enhanced geographic and commodity diversification. The gas weighting of these opportunities aligns with the Group's strategic aim to reduce its overall carbon intensity. | |||||
| Accordingly, the Board has made two significant decisions relating to South East Asian expansion during 2025: the Gaea and Gaea II Production Sharing Contract ('PSC') awards in Indonesia, and the Block C Production Sharing Agreement ('PSA') in Brunei. | ||||||
| In Brunei, EnQuest was awarded sole operatorship of the Block C PSA, ahead of forming a 50/50 joint venture company with the Brunei Energy Exploration Sdn Bhd. Block C is located offshore Brunei Darussalam and hosts the condensate-rich gas discovered fields of Merpati, Meragi and Juragan. EnQuest intends to develop these fields in stages, beginning with Merpati Field. The produced gas and liquids from the fields are targeted for use in the domestic market and the Brunei LNG plant, which supplies the international LNG markets. | ||||||
| The Brunei development, when aggregated with the Group's established South East Asia portfolio, is an important component of EnQuest's stated target to deliver 35,000 Boepd of net production in the region by 2030. | ||||||
| Further to this, EnQuest has taken operatorship and a 40.0% equity share of the Gaea and Gaea II exploration blocks, located in Papua Barat, Indonesia. The blocks present significant resource potential for EnQuest and its joint venture partners, estimated to be in excess of 100 Tscf by the Indonesian Ministry of Energy and Mineral Resources and are located in proximity to the bp-operated Tangguh LNG facility. | ||||||
| These mid- and long-term development opportunities have the ability to benefit the Company, the host countries and the communities in which we operate. | ||||||
| For more information on these transactions, please see pages 26 and 27. |
The Strategic report was approved by the Board and signed on its behalf by the Company Secretary on 24 March 2026.
Kate Christ
Company Secretary
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
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Executive Committee
Executive Committee
Ian McKimmie
Interim General Manager, North Sea
Key strengths and experience
- Extensive leadership experience across multiple disciplines
- Commitment to SAFE Results across all North Sea operations
- Track record of top quartile drilling performance delivery
Ian joined EnQuest in 2012 as a Senior Completion Engineer, bringing technical expertise and a commitment to safe, efficient well delivery. Ian progressed through senior operational roles, culminating in his appointment as Well Delivery Manager in 2018.
In 2023, Ian was appointed Corporate Head of Health, Safety and Environment ('HSE'), where he led the development and implementation of Group-wide HSE strategy and performance improvement initiatives. Building on this success, he assumed the role of Director of HSE and Wells in 2024, overseeing critical risk management, operational integrity, and well activity across the portfolio.
Ian now serves as Interim General Manager for EnQuest's North Sea Business, where he is responsible for asset performance, operational delivery, and organisational leadership.
He holds a First-Class Honours degree in Mechanical Engineering and is a Chartered Member of the Institution of Mechanical Engineers.
Radzif Ahmed
General Manager, South East Asia
Key strengths and experience
- Over 30 years of experience in the oil and gas industry, having had organisational lead roles, overseeing projects, field development, commercial and business development
- Degree in Civil Engineering from Liverpool University and a Post-graduate Diploma in Business Administration from Strathclyde Business School
Radzif joined EnQuest at the early stages of the Company's entry into Malaysia and has played a key role in ten years of successful operations.
Radzif started his career as a marine civil engineer, working on marine and shore protection.
He later worked for ExxonMobil and Nippon Oil in various project roles, before joining Bechtel to work on the development of petrochemical plants.
Radzif moved back to upstream with Murphy Oil, working to bring their first oilfield onstream in 2003, and then in support of a new billion-dollar gas development. Radzif has built extensive experience in commercial and business development, both in Malaysia and across the South East Asia region.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Paul Massie
Legal and Commercial Director
Key strengths and experience
- Extensive legal and commercial expertise
- Wealth of experience in structuring and delivering business development projects and acquisitions
- Joint venture management
Paul joined EnQuest in 2011 from law firm Dundas & Wilson, where he worked in the energy and infrastructure team, advising a variety of public and private sector clients, utilities and lenders on complex major commercial projects. In his time at EnQuest, Paul has undertaken several key roles, including North Sea Legal Manager, Director of Corporate Development and New Energy and, most recently, playing an integral role in establishing the Group's new energy subsidiary, Veri Energy. Paul has played a key role in a number of EnQuest's business development projects and was instrumental in structuring the Group's acquisition of the Magnus asset from bp. Paul has overall responsibility for the commercial and legal affairs of the Company. Paul is a member of the low society of Scotland and has an LLB (First Class) in Low (with options in accountancy) degree from the University of Aberdeen.
Claire Scrimgeour
Human Resources Director
Key strengths and experience
- MA in International Business and Languages
- Member of the Chartered Institute of Personnel Development
Claire began her career in the retail industry and, after progressing through various managerial positions, she joined Michael Page Recruitment in 2008 as a Managing Consultant, supporting the set-up of a newly created Aberdeen office focusing on oil and gas recruitment. Claire joined EnQuest as a Senior Recruitment Advisor in 2012 before becoming HR Business Partner in 2013. She has a track record of consistent performance, delivering results and effective leadership for the company.
Claire took on the role of Human Resources Director for North Sea in June 2024.
Kate Christ
Company Secretary
Key strengths and experience
- MSc in Corporate Governance
- Chartered Secretary
Kate joined EnQuest PLC in 2016 and became Company Secretary in 2024.
She is a fellow of the Chartered Governance Institute and over the past 17 years has worked in governance roles in a variety of industries.
She started her career in the charitable sector, has worked within government departments and, prior to joining EnQuest, worked for FTSE 100 and FTSE 250 financial service companies.
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Board of Directors
Board of Directors
Committees key
- Audit
- Governance and Nomination
- Remuneration and Social Responsibility
- Sustainability and Risk
- Denotes Committee Chair
Gareth Penny
Independent
Non-Executive Chairman
Appointed 6 December 2022
Key strengths and experience
A wealth of board-level and extractive industry experience
Amjad Bseisu
Chief Executive
Appointed 22 February 2010
Key strengths and experience
Extensive energy industry and leadership experience
Jonathan Copus
Chief Financial Officer
Appointed 30 May 2024
Key strengths and experience
Extensive energy, natural resource and capital market experience
Gareth, having chaired a number of public and private boards, joined EnQuest in December 2022. He is currently the chairman of Ninety One Plc and Ltd and was previously chairman of Norilsk Nickel, Russia's largest diversified mining and metals company. Gareth also served on the board of Julius Baer Group for 12 years. He has extensive experience in extractive industries, having spent 22 years with De Beers and Anglo American, the last five of which he was group chief executive officer of De Beers.
Principal external appointments
Chairman of Ninety-One Plc and Ltd.
Amjad worked for the Atlantic Richfield Company ('ARCO') from 1984 to 1998, eventually becoming president of ARCO Petroleum Ventures. In 1998, he founded and was the chief executive of Petrofac Resources International Limited which merged into Petrofac PLC in 2003. In 2010, Amjad formed EnQuest PLC, having previously been a founding non-executive chairman of Serica Energy PLC and a founding partner of Stratic Energy Corporation. Amjad was chairman of Enviromena Power Systems Ltd, the largest solar power engineering company in the MENA region, until its sale in 2017 and was British Business Ambassador for Energy from 2013 to 2015. Chair of the independent energy community for the World Economic Forum from 2016 – 2025.
Principal external appointments
Director and Trustee of The Amjad and Suha Bseisu Foundation since 2011.
Jonathan joined EnQuest in December 2023 as CFO Designate, becoming EnQuest CFO on 1 February 2024. Jonathan has a strong technical background in geology and geoscience alongside ten years’ capital markets experience. In his time in the City, Jonathan was the number one ranked energy analyst and co-authored a well-respected industry handbook, ‘Oil and Gas for Beginners’. Jonathan spent four years as CFO of Salamander Energy PLC, a production and development business focused in South East Asia. While there, Jonathan more than doubled the post-tax margin against a flat oil price. For the last seven years, Jonathan was CEO of Getech Group PLC, where he repositioned and recapitalised the business as a data and analytics specialist, while also decarbonising more than one-third of revenues.
Principal external appointments
None.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Farina Khan
Senior Independent Director
Appointed 1 November 2020
Key strengths and experience
Strong energy industry and financial experience, as well as deep insights into Malaysia
Michael Borrell
Independent
Non-Executive Director
Appointed 5 September 2023
Key strengths and experience
Significant global exploration and production experience
Marianne Daryabegui
Independent
Non-Executive Director
Appointed 30 May 2024
Key strengths and experience
Significant capital markets and mergers and acquisitions experience
Rosalind Kainyah
Independent
Non-Executive Director
Appointed 30 May 2024
Key strengths and experience
Substantial international, multi-sector experience
Farina is a Fellow of the Institute of Chartered Accountants Australia and New Zealand with over 30 years' experience primarily in the oil and gas sector.
She began her career with Coopers & Lybrand, Australia, before joining PETRONAS in Malaysia, where she held senior roles including as CFO of an upstream subsidiary, PETRONAS Cangail Sdn. Bhd, CFO of PETRONAS Exploration and Production and CFO of PETRONAS Chemical Group Berhad, Since
2018, Farina has taken an NED roles including as Chairman, Ambank Islamic Bhd and non-executive director of AMMB Holdings Bhd.
Principal external appointments
Member of the boards of the following Malaysian listed companies: PETRONAS Gas Bhd, KLCC Property Holdings and Lionson Fleet Group Bhd.
Michael is an experienced operator of large-scale exploration and production assets, having worked for over 35 years with TotalEnergies, including managing the integration of the Maersk Oil business.
His international career with TotalEnergies has spanned Europe, Asia, North and South America, culminating in his appointment as senior vice president North Sea and Russia,
and as Denmark country chair in 2018. Michael was a non-executive director of Navatek OAG, which was listed on the London Stock Exchange and Moscow Stock Exchange, between 2015 and 2021.
Principal external appointments
None.
Marianne is a seasoned capital markets adviser with a focus on oil and gas, first at Total, then as Head of Natural Resources at BNP Paribas and as co-head of the Energy and Natural Resources M&A practice at Nativis. With a strong experience in corporate transactions, capital markets and structured finance, Marianne has advised multiple oil and gas companies. She was appointed CFO of Lithium de France in 2021.
She led the IC44M Series B for the company, then the listing of Arverne Group on Euronext through its merger with Transition SPAC.
Principal external appointments
Head of Financing, Capital Markets and M&A of the Arverne Group and is a non-executive director of Gulf Keystone Petroleum Limited.
Rosalind has over 30 years of international, legal, operational, executive and board experience in a variety of sectors, including energy, oil and gas, mining, infrastructure, private equity, financial services and manufacturing. She has worked across Africa, Europe, the Americas, Asia and the South Pacific for companies and organisations, including Linelaters, Anglo American, De Beers, Tullow Oil plc, the United Nations Environment Programme,
University of Oxford's Environmental Change Unit and ERM.
Principal external appointments
Founder and director of Kina Advisory Limited, and also a non-executive director of discoverE plc and Germ Diamonds Limited. Director of private companies - WE Soda and Flamingo Group International.
92-93
Chairman's letter
Strong corporate governance forms a vital part of our overall structure, underpinning effective risk management and reflecting the Group's key Values.
Chairman
Gareth Penny
Dear shareholder,
On behalf of the Board of Directors (the 'Board') I am pleased to introduce EnQuest's Corporate Governance Report for 2025.
Throughout the year the Board has played its part in setting the purpose, tone and culture of the organisation and has remained focused on operational integrity, safety performance, and capital discipline.
As announced in my Chairman's letter last year, 2025 saw the Company's entry into Vietnam. In July 2025, the Company completed the transaction, confirming EnQuest as operator and representing a key step in delivering the Group's diversified growth across South East Asia. Continuing the Group's development and expansion in South East Asia, EnQuest was awarded a Production Sharing Agreement for Block C in Brunei by the Petroleum Authority of Brunei Darussalam and also together with its joint venture partners and the Government of Indonesia, signed Production Sharing Contracts ('PSCs') for the Gaea and Gaea II exploration blocks, located in Papua Barat, Indonesia. The Board has been extremely impressed by the efforts taken in securing such opportunities and has engaged closely with our Malaysia team and members of the wider organisation, via Board presentations and deep dives. Details on the new country entries can be found on pages 26 and 27.
In November the Group announced it had secured new six-year, senior secured Reserve Based Lending facilities (the 'New RBL') totalling $800.0 million. The New RBL will be used to refinance the Group's existing $500.0 million facility, which includes a $75.0 million Letter of Credit sublimit, that was due to mature in April 2027. For more detail see page 37 of the financial review.
During the year, the Board approved the Company's inaugural dividend, reflecting the progress made in strengthening the financial position and the Board's confidence in the Group's long-term outlook. In reaching this decision, the Board considered capital allocation priorities, financial resilience and the sustainability of future distributions, ensuring that the initiation of a dividend aligns with the Company's strategic objectives and commitment to disciplined governance.
The Board continues to review and enhance its governance framework to ensure it remains fit for purpose in a changing energy landscape. This includes ongoing assessment of Board composition, succession planning, and engagement with shareholders and other stakeholders. Having undertaken an internal Board evaluation for 2025, it was concluded that the Board's composition, processes and dynamics remain robust and support the long-term success of the Company. Further information relating to the evaluation and operation of the Board and its Committees can be found in the following governance pages of this Annual Report and Accounts.
The Board would like to acknowledge the dedication and professionalism of all our employees and contractors, who continue to perform in challenging operating environments. Their expertise, commitment to safety, and focus on operational discipline are critical to the Company's success.
I would also like to thank my fellow Board members for their diligence, independence, and depth of experience, as well as the management team for their leadership and execution.
While uncertainty remains a defining feature of the external environment, the Board is confident that the Company is well positioned to navigate the challenges ahead.
Gareth Penny
Chairman
24 March 2026
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Key corporate governance activities during the year
| Activity | Purpose | Result |
|---|---|---|
| Succession planning and Board composition | Creating a balanced Board, continuous refreshing of talent, and development of internal talent | • Farina Khan appointed as an additional member of the Governance and Nomination Committee |
| Company distribution | Shareholder returns | • Inaugural dividend of $15.3 million |
| Refinancing | Strengthening the balance sheet | • New $800.0 million senior secured Reserve Based Lending facilities |
| Business development | Ensure funding of opportunities to support the strategy | • Acquisition of Vietnam assets |
| • Production Sharing Agreement for Block C in Brunei Darussalam | ||
| • Product Sharing Contracts for Gaea and Gaea II exploration blocks, located in Indonesia | ||
| • Magnus contingent consideration settlement agreement, 2026 execution | ||
| Governance | To align the culture with strategy and enable effective delivery | • Code of Conduct and associated policies refresh |
| • Annual compliance training |
Further details of the Board's activities and how they support compliance with the Corporate Governance Code are shown in the table on page 96.
EnQuest Structure

1 Committee Chair
Corporate governance statement
Statement of compliance
The Board believes that the manner in which it conducts its business is important and it is committed to delivering the highest standards of corporate governance for the benefit of all of its stakeholders. The Directors understand and respect their duties to stakeholders under Section 172 of the Companies Act 2006 and considerations related to stakeholders are reflected throughout this Annual Report and Accounts ('2025 ARA'). The Section 172 Statement can be found on page 86. The Company applies the principles and complies with the provisions of the Financial Reporting Council's UK Corporate Governance Code 2024 (the 'Code') which was effective for accounting periods beginning on or after 1 January 2025 except in respect of Provision 41, as explained on page 99. EnQuest further notes that Provision 29 of the 2024 Code applies to financial years beginning on or after 1 January 2026 and intends to report on it in the 2026 Annual Report. Activities undertaken so far in preparation for Provision 29 can be found on page 106 and 119. The Code can be found on the Financial Reporting Council's website at www.frc.org.uk. Detailed below is EnQuest's application of, and compliance with, the Code. To avoid duplication, cross-references to appropriate sections within the 2025 ARA are provided.
The manner in which the Company has applied the principles of the Code can be found in the following sections:
| Board leadership and Company purpose | • Corporate governance statement (page 96)
• Strategic report (page 02)
• Stakeholder Engagement (page 86)
• Purpose, Values and Culture (pages 02, 88)
• Workforce policies and practices (page 59)
• Key activities of the Board in 2025 (page 99) |
| --- | --- |
| Division of responsibilities | • Board biographies incl. external appointments (page 92)
• Corporate governance statement (page 96) |
| Composition, succession and evaluation | • Governance and Nomination Committee report (page 100)
• Board and committee composition (page 95)
• Succession planning (page 101)
• Board diversity (page 101)
• Board training and evaluation (page 101) |
| Audit, risk and internal control | • Strategic report (page 02)
• Audit Committee report (page 103)
• Sustainability and Risk Committee report (page 120)
• Financial Reporting (page 140)
• Internal financial controls (page 108)
• Internal and external audit (page 108)
• Risk management (page 120) |
| Remuneration | • Directors’ Remuneration Report (page 110)
• Alignment with strategy and performance (page 110)
• Shareholder engagement (n/a for 2025)
• Executive Directors’ policy (page 112) |
Board leadership and Company purpose
The Board takes seriously its roles in promoting the long-term success of the Company, generating value for shareholders, having regard to the interests of other stakeholders and contributing to wider society. How the Company manages these areas can be found in the Strategic report, in particular within the 'Who we are and what we do' section on and page 02.
The Board is responsible for:
- the Group's overall purpose and strategy;
- health, safety and environmental performance;
- review of business plans and trading performance;
- approval of major capital investment projects;
- acquisition and divestment opportunities;
- review of significant financial and operational issues;
- review and approval of the Group's financial statements;
- oversight and review of control and risk management systems;
- succession planning and appointments; and
- oversight of employee culture.
Culture
The Board ensures that the culture of the Group is aligned with its purpose, Values and strategy. EnQuest's Values (which are detailed at www.enquest.com/about-us/our-values) embody the ethos of the Group, and the Board carefully monitors and promotes a positive, inclusive and SAFE culture. The Board believes that engaged and committed employees are integral to the delivery of the Group's business strategy. Rosalind Kainyah has been the Company's designated Director for Employee Engagement since October 2024 and meets with the Forum on a regular basis. These meetings are reported to the Board to ensure that they are aware of employee concerns and that the Group continues to foster an inclusive and supportive culture aligned with its Values and ESG priorities. More detail on the activities on the Forum can be found on page 60.
EnQuest's Code of Conduct underpins the governance and culture of the Group. All personnel are required to be familiar with the Code of Conduct, which sets out the behaviours that the organisation expects of those who work at and with the Group. The Code of Conduct is regularly reviewed and updated to ensure it supports ethics and compliance best practice. The Group's Values complement the behaviours contained within the Code of Conduct and are a key part of the Group's identity. They guide the workforce as they pursue EnQuest's strategy and delivery of SAFE Results. The Group
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
also has a 'Handrails' website, which is a standalone site containing all internal policies and external training programmes. All staff are required to enrol onto the course programme on the website with courses such as anti-bribery and corruption training and data protection training being mandatory for all staff.
Workforce concerns
Through the Forum, regular briefings that allow for the workforce to engage directly with management, the promotion of its Code of Conduct and Values, and various communication media, the Group seeks to set positive, appropriate standards of conduct for its people within an open, dynamic and inclusive culture. As part of the Group's whistleblowing procedures, the workforce is encouraged to escalate any concerns anonymously to an external, independent 'Speak Up' reporting line. Where concerns are raised, they are reported to the Legal and Commercial Director and Chair of the Audit Committee and investigated, with follow-up action taken, as soon as practicable.
Stakeholder engagement
EnQuest continued to have an active and constructive dialogue with its shareholders throughout the year to understand their views on governance and performance against strategy.
The Company's engagement activities were conducted through a planned programme of investor relations activities, including meetings with:
- credit and equity investors and research analysts with regard to the Group's performance against guidance strategic aims and overall debt management strategy;
- a selection of the Group's larger shareholders directly with Board Chairman, Gareth Penny, to discuss Group strategy and governance; and
- retail investors at the Company's AGM.
The Group also delivered presentations alongside its half-year and full-year results, including separate sessions designed to give retail investors an opportunity to engage on the Group's results, copies of which are available on the Group's website, under 'Investors' at www.enquest.com, as well as ad hoc presentations at investor conferences. The Group's results meetings are followed by investor roadshows with existing and potential new investors. These meetings, which take place throughout the year, other than during closed periods, are organised directly by the Company, via brokers and in response to direct investor requests.
EnQuest's Investor Relations team and Company Secretarial department respond to queries from shareholders, debt holders, analysts and other stakeholders, all of whom can register on the website to receive email alerts of relevant Group news. EnQuest's registrars, MUFG Corporate Markets
also has a team available to answer shareholder queries in relation to technical and administrative aspects of their holdings. The Board is routinely kept informed of investor feedback, broker and analyst views and industry news in a paper submitted at each Board meeting by the Group's Head of Investor Relations and Corporate Affairs and as required on an ad hoc basis.
The Board is also kept informed of relevant developments relating to other stakeholder groups such as suppliers, regulators, partners and governments, as required by the Executive Directors and/or the appropriate functional management and considers potential impacts on these groups of principal decisions made during the course of the year (see page 86 for more details).
Board agenda and key activities throughout 2025
During 2025, Board meetings have been held both virtually and in person, taking advantage of technology to ensure that decision making can be carried out efficiently and in a cost-effective manner. However, being cognisant of the importance of personal connections and the need to build relationships, three face-to-face meetings were held during the year. These meetings were aligned with Committee meetings to maximise the benefit of travel. Along with the Board meetings, three Board dinners took place, where Directors were able to explore issues and exchange ideas informally. The Executive Committee attended one of the dinners, along with other selected senior members of staff.
| Directors' attendance at Board meetings in 2025 | Meetings attended |
|---|---|
| Scheduled meetings 2025 | |
| Executive Directors | |
| Amjad Bseisu | 6/6 |
| Jonathan Copus | 6/6 |
| Non-Executive Directors | |
| Gareth Penny | 6/6 |
| Michael Borrell | 6/6 |
| Marianne Daryabegui | 6/6 |
| Rosalind Kainyah | 6/6 |
| Farina Khan | 6/6 |
The table below sets out matters that the Board discuss at each meeting and the key activities that have taken place throughout this period.
| Strategy | Operation | Governance | Stakeholders |
|---|---|---|---|
| • Key projects, their status and progress made | • HSEA | • Succession planning | • Investor relations and capital market updates |
| • Strategy update | • Production | • Assurance and risk management | • Employee engagement |
| • Key transactions | • Operational issues and highlights | • Key governance developments | • Government and regulator engagement |
| • Financial reports and statements | • HR matters | ||
| • Liquidity and financing | • Key legal updates | ||
| • Emission reductions |
Corporate governance statement continued
Conflicts of interest and compliance
The Group has procedures in place which identify and, where appropriate, manage conflicts or potential conflicts of interest with the Group's interests. In accordance with the provisions relating to Directors' interests in the Companies Act 2006, all Directors are required to submit details to the Company Secretary of any situations which may give rise to a conflict or potential conflict. The Board is satisfied that formal procedures are in place to ensure that authorisation for potential and actual conflicts of interest are dealt with efficiently. Directors are required to obtain Board approval before accepting any further external appointments.
The Group is committed to behaving fairly and ethically in all of its endeavours and has policies which cover anti-bribery, anti-corruption, data protection and anti-facilitation of tax evasion. The anti-bribery and corruption programme is reviewed annually by the Board and a compulsory online anti-corruption training course, alongside data protection training, is required to be completed by all staff. Additional information can be found on page 43 and in the Code of Conduct, which is available on the Group's website.
Board education
All Directors receive an induction pack and meet with management on joining the Company. They are also offered Director training and memberships of organisations which deliver knowledge and training to Non-Executive Directors. Education is provided from time to time by the Company Secretary or external advisers. For example, a training session was held in August 2025 with external counsel to discuss governance updates which included an overview of the Economic Crime and Corporate Transparency Act and other trends in audit, corporate governance and sustainability reporting.
2025 Annual Report and Accounts ('ARA')
The Directors are responsible for preparing the 2025 ARA and consider that, taken as a whole, the 2025 ARA is fair, balanced and understandable, and provides the necessary information for shareholders to assess the Company and Group's position and performance, business model and strategy.
Annual General Meeting ('AGM')
The Company's AGM is ordinarily attended by the Directors and executive and senior management and is open to all EnQuest shareholders to attend. The 2026 AGM will be held on 22 May 2026 at Ashurst LLP, London Fruit & Wool Exchange, 1 Duval Square, London, E1 6PW, United Kingdom.
Division of responsibilities
There is a clear division of responsibilities between the Board and the executive leadership of EnQuest. The roles of the Chairman and Chief Executive are not exercised by the same individual.
Chairman
The Chairman is responsible for the leadership of the Board, setting the Board agenda and ensuring the overall effective working of the Board. The Chairman holds regular one-to-one and group meetings with the Non-Executive Directors without the Executive Directors present.
Chief Executive
The Chief Executive is accountable and reports to the Board. His role is to develop strategy in consultation with the Board, to execute that strategy following presentation to, and consideration and approval by, the Board and to oversee the general and operational management of the business.
Senior Independent Director
The Senior Independent Director ('SID') is available to shareholders if they have concerns where contact through the normal channels of the Chairman or the Executive Directors has failed to resolve an issue, or where such contact is inappropriate. The SID acts as a sounding board for the Chairman and also conducts the Chairman's evaluation on an annual basis. Farina Khan is currently the SID for EnQuest.
Non-Executive Directors
The Non-Executive Directors combine broad business and commercial experience from oil and gas, finance and other industry sectors. They bring independence, external skills and objective judgement, and constructively challenge the actions of executive and senior management. This is critical for providing assurance that the Executive Directors are exercising good judgement in delivery of strategy, risk management and decision making. They receive a monthly report on Group performance and updates on major projects, irrespective of a meeting taking place, which allows them to monitor performance regularly. In addition, they hold to account the performance of management and individual Directors against agreed objectives and assess and monitor the culture of the Company. All Directors of EnQuest have been determined to have sufficient time to meet their responsibilities and this is monitored on a regular basis. At the date of this report there are seven Directors, consisting of two Executive Directors and five independent Non-Executive Directors (including the Chairman).
Company Secretary
The Company Secretary is responsible for advising the Board, through the Chairman, on all Board procedures and governance matters. In addition, each Director has access to the advice and services of the Company Secretary. The Company Secretary assists with the ongoing training and development of the Board and is instrumental in facilitating the induction of new Directors. The appointment and removal of the Company Secretary is a Board matter. The Company Secretary supports the Chairman in the provision of accurate and timely information. Board agendas are drawn up by the Company Secretary in conjunction with the Chairman and with agreement from the Chief Executive. All Board papers are published via an online Board portal system which offers a fast, secure and reliable method of distribution.
Independence
The Chairman was independent on appointment. The Board considers that all the Non-Executive Directors continue to remain independent and free from any relationship that could affect, or appear to affect, their independent judgement. Information on the skills and experience of the Non-Executive Directors can be found in the Board biographies on pages 92 and 93.
Committees
The Board has four Committees which meet on a regular basis and report back to the Directors at each Board meeting. This allows for the Board to be informed of important Committee business and, if necessary, to discuss issues should they need to be escalated to Board level. There are formal terms of reference for each Committee which set out the scope of authority of the Committee, satisfy the requirements of the Code and are reviewed and approved on an ongoing basis by the Board. Copies of the terms of reference are available on the Group's website, www.enquest.com. Membership and attendance of each Committee can be found on the dedicated Committee pages, details of which are found below.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Audit Committee
The Audit Committee responsibilities include reviewing the effectiveness of the Group's internal controls and risk management systems, including the adequacy of the Company's arrangements for whistleblowing and procedures for detecting fraud. The Committee is also in charge of approving statements to be included in the Annual Report concerning risk management as well as monitoring and reviewing the effectiveness of the Group's internal audit capability, and oversight of external auditors, in the context of the Group's overall risk management system. The work of the Audit Committee is on pages 103 to 109.
Remuneration and Social Responsibility Committee
The remuneration and social responsibility Committee is responsible for assessing the Group's performance and for determining appropriate performance-related compensation in alignment with the Group's Remuneration Policy and the Code. It reviews and takes note of institutional shareholder guidelines. As noted on page 96, in relation to Provision 41, there was no engagement with the workforce explaining how executive remuneration aligns with the wider company pay policy due to no changes being made to the Policy. In addition to remuneration, the Committee also monitors the social responsibility activities of the Company, see page 56. The work of the Remuneration and Social Responsibility Committee is set out on pages 110 to 119.
Sustainability and Risk Committee
The Sustainability and Risk continues to progress its comprehensive Risk Management Framework and has conducted a robust assessment of the principal risks facing the Group, which are outlined on pages 64 to 73 of the Strategic report. The work of the Committee, which includes monitoring HSEA issues and oversight of decarbonisation matters, is on pages 120 to 121. This Committee is responsible for providing the Board with additional technical insight when making Board decisions. The Committee also reviews material controls and held joint discussions with the Audit Committee in 2025 to review compliance with Provision 29 of the Code. See pages 103 and 121 for more information.
Governance and Nomination Committee
The Governance and Nomination Committee leads the process for appointments and regularly reviews the structure, size and composition of the Board. It also considers succession planning for the Executive Committee and has expanded its remit to cover all aspects of the Code. The work of the Governance and Nomination Committee, including information regarding the Board's diversity and the Company's associated policy, recruitment and the Board annual evaluation process, is on pages 100 to 102.
Board discussions and outcomes
| Code expectations | Key Board discussions | Outcome |
|---|---|---|
| • Ensuring an effective and entrepreneurial Board to promote long-term sustainable success | • Macroeconomic environment | |
| • Growth opportunities | ||
| • Board evaluation results | ||
| • Training and knowledge refresh | • The Board discusses growth opportunities at every Board meeting, including at the opportunity costs of pursuing ventures | |
| • Training on corporate governance and compliance; anti-corruption and bribery; and on Directors' responsibilities | ||
| • Board member engagement with the Employee Forum, which drives staff culture | ||
| • Establishing and aligning purpose, Values and strategy with culture | • Culture, Values and ESG are included in Company Performance Indicators | • Regular in-depth reviews of risks and their mitigants through its Committees |
| • Ensuring necessary resourcing is in place and establishing a framework of controls to enable risk to be assessed | • Rigorous assessment of the Group's liquidity requirements | |
| • Reviewed principal risks and uncertainties and emerging risks | ||
| • UK and South East Asia regulatory environment | ||
| • Refinancing the Group's debt facilities | • Evolution of the Risk Management Framework | |
| • Discussion and alignment on compliance with regulatory requirements | ||
| • Effective engagement with shareholders and stakeholders | • Updates provided at each Board meeting | • Debt investor engagement |
| • Annual General Meeting | ||
| • Ensuring workforce policies and practices are consistent with the Company's Values | • Ethics and compliance | • Company Code of Conduct and associated policies updated |
| • Handrails website |
Governance and Nomination Committee report
The Board recognises that strong governance is central to accountability, effective risk management, and the long-term success of the Group.
Chair of the Governance and Nomination Committee
Gareth Penny
Dear shareholder,
In 2025 the Governance and Nomination Committee focused on maintaining oversight of the Group’s governance framework. The year was characterised by operational and governance stability, with no significant issues or compliance matters requiring Committee action. Following my appointment to the Company in December 2022, I led a refresh of the Board’s composition and, by 2025, EnQuest had a full complement of Directors with the appropriate skills, experience and capability to support the Company’s long-term strategy. As a result, Committee activity during the year was limited. However, the Committee did convene to agree that Farina Khan, Senior Independent Director (‘SID’), should be invited to join as a member, particularly considering her experience in South East Asia and the Group’s expanding operations in the region.
One matter that Farina Khan undertook on behalf of the Committee was to confirm my reappointment as Chair of the Company, subject to shareholder approval at the forthcoming AGM. Having served as a Director for three years and in accordance with the terms of my appointment I was required to submit myself for reappointment. I therefore recused myself from all discussions relating to the matter and the Committee, under Farina’s leadership, met to consider the proposal which was subsequently approved by the Board. I was delighted to be reappointed and look forward to leading the Group into the future.
At the end of 2025, the Board held an internal performance evaluation. I am encouraged by the findings which concluded that the Board operates effectively and that the skills and experience of the members reflected the requirements of the Company. More information on this can be found on the following page.
Gareth Penny
Chair of the Governance and Nomination Committee
24 March 2026
Governance and Nomination Committee membership
The composition of the Governance and Nomination Committee is set out below, along with attendance at the scheduled meetings.
Appointment dates and attendance at the two scheduled meetings are set out below:
| Member attended | Date appointed as Committee member | Meetings attended |
|---|---|---|
| Gareth Penny | 6 December 2022 | 2/2 |
| Amjad Bseisu | 22 February 2010 | 2/2 |
| Michael Borrell | 5 September 2023 | 2/2 |
| Farina Khan | 21 May 2025 | 1/1 |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Main responsibilities
The core work of the Governance and Nomination Committee is to ensure that the Board and its Committees support the strategy of the Group. The Board currently comprises seven members; five Non-Executive Directors and two Executive Directors. The Board is characterised by a collaborative approach which works to create strong leadership with individual Directors who collectively bring a diverse mix of talent and experience to the Company.
The main responsibilities of the Committee are to:
- review the size, structure and composition (including the skills, experience, independence, knowledge and diversity) of the Board and its Committees;
- ensure the orderly succession of Executive Directors, Non-Executive Directors and executive and senior management;
- identify, evaluate and recommend candidates for appointment or reappointment as Directors or Company Secretary, having regard to all forms of diversity and ensuring the appropriate balance of knowledge, skills and experience required to serve on the Board;
- review the outside directorships and commitments of Non-Executive Directors; and
- exercise oversight of the compliance of the Company with the Corporate Governance Code (the 'Code') and ensure the relevant practices are applied as and when the Code is updated.
The Committee's full terms of reference can be found on the Group's website, www.enquest.com, under Corporate Governance.
Committee activities during the year
The Governance and Nomination Committee met two times in 2025. Key activities included appointing Farina Khan as an additional member and the reappointment of Gareth Penny as Chair.
Committee appointments
In 2025, the Board appointed Farina Khan to the Governance and Nomination Committee. Farina Khan's proven ability to provide independent, informed oversight was a key factor in the appointment. The Board and the Committee is confident that Farina will make a meaningful contribution to the Committee's mandate.
Structured Board succession planning
Succession planning is an important part of the Committee and the Board's deliberations and encompasses senior management and the wider organisation, with a focus on identifying and developing high potential individuals.
To ensure the Board remains adequately resourced, effective, and aligned with the Company's strategic priorities, the Governance and Nomination Committee oversees a robust succession planning process, spanning short-, medium-, and long-term horizons. Emergency succession plans are also in place. This process encompasses diversity, sector expertise, and leadership capabilities. At the current time, the Board is considered to be well positioned for the future.
In considering a Board composition which best serves the strategy, Values and Company purpose into the future, the Board has adopted diversity targets which align to the expectations of Listing Rule 6.6.6 R(9). Its membership represents a spread of backgrounds and experiences which cover the oil and gas industry and other industries, including those supporting the energy transition. See pages 92 to 93 for biographies.
Board performance review
Having carried out an external Board evaluation in 2024, by CorpStat Governance Services, it was felt appropriate to undertake an internal Board evaluation in 2025. This was carried out with support from BoardClic, an online survey platform which provides an online questionnaire, with benchmarking against other companies. BoardClic has no other connections with the Group or any individual Director.
The results from the review, which were discussed at the February 2026 Board meeting, considered the Board to be operating at a high level of effectiveness, with well-functioning dynamics and capabilities that fully support the Company's long-term success. The review also confirmed that each Director continues to make an effective and valuable contribution, bringing the appropriate skills, experience and level of constructive challenge required for their role. The Board's Committees were also reviewed and were found to be well run and adhering to their Terms of Reference. There were no major findings from the Board or Committees' review.
The Chairman's review formed part of the evaluation, using the results of the survey and led by the SID, and it was concluded that he was highly rated by his fellow Directors and led the Board well, encouraging debate and ensuring all views are aired. It was added that both the Chairman and CEO were respectful of Board opinions and complemented each other's skills.
The key areas from the 2024 review were monitored and progressed during the year.
Re-election to the Board
Following a review of the effectiveness of the Board, the Governance and Nomination Committee confirms that it is satisfied with both the performance and the time commitment of each Director throughout the year. The Committee also remains confident that each of them is in a position to discharge their duties to the Company in the coming year and that together they continue to bring the necessary skills required to the Board. Board approval is required should a Director wish to accept a further external role. Detailed biographies for each Director, including their skills and external appointments, can be found on pages 92 to 93.
Priorities for the coming year
The main focus of the Committee in 2025 will be continued oversight of Board and Committee composition.
Boardroom diversity
The Group's Diversity, Equity and Inclusion Policy can be found on the Group's website at www.enquest.com. The Policy aligns with the Company's Values and fosters an open, safe and inclusive culture. The Group is committed to maintaining an effective and diverse Board recognising that diversity of skills, experience, background and tenure supports strong governance, sound decision making and long-term sustainable success. The Group also seeks diversity in its workforce, recognising that those from different backgrounds, experience and abilities can bring fresh ideas, perspectives and innovation to improve the business and working practices.
The Board Diversity Policy, which applies equally to its Committees, is aligned with the expectations of Listing Rule 6.6.6 R(9). As at 31 December 2025 (being the reference date chosen for the purposes of the Listing Rule) at least 40% of the individuals on the Board were women (42.86%), one of the CEO, CFO, Chair or SID is a woman (the SID is Farina Khan); and at least one individual is from a minority ethnic background
100-101
Governance and Nomination Committee report continued
(three members). There have been no changes to the Board since the reference date. All the Committees of the Board are ethnically and gender diverse. The target for the Executive Committee is for a 33% diverse membership. At the reference date, excluding the CEO and CFO, it was 33.3% ethnically diverse and 33.3% gender diverse. At the date of publication of this report it is, excluding the CEO and CFO, 20% ethnically diverse and 40% gender diverse.
Although not a FTSE 350, the Board and Committee is cognisant of the FTSE Women Leaders Review target of 40% female representation on the Board and leadership teams and remains ahead of the Parker Review target with respect to minority ethnic representation.
The tables below set out information, as required by Listing Rule 6.6.6R(10), at 31 December 2025. Data was gathered by asking each Director and member of the Executive Committee to self-report via email their response to the information required by the Listing Rule.
Information relating to the gender breakdown of EnQuest's Directors and workforce, as well as senior managers and their direct reports, as at 31 December 2025 can be found in the Strategic Report on page 61.
| Number of Board members | Percentage of the Board | Number of senior positions on the Board (CEO, CFO, SID and Chair) | Number in executive management | Percentage of executive management | |
|---|---|---|---|---|---|
| Men | 4 | 57.14% | 3 | 4 | 66.7% |
| Women | 3 | 42.86% | 1 | 2 | 33.3% |
| Not specified/prefer not to say | - | - | - | - | - |
| Number of Board members | Percentage of the Board | Number of senior positions on the Board (CEO, CFO, SID and Chair) | Number in executive management | Percentage of executive management | |
| --- | --- | --- | --- | --- | --- |
| White British or other White (including minority-white groups) | 4 | 57.14% | 1 | 4 | 66.7% |
| Mixed/Multiple Ethnic Groups | - | - | - | - | - |
| Asian/Asian British | 1 | 14.29% | 1 | 2 | 33.3% |
| Black/African/Caribbean/Black British | 1 | 14.29% | - | - | - |
| Other ethnic group | 1 | 14.29% | 1 | - | - |
| Not specified/prefer not to say | - | - | - | - | - |
EnQuest PLC Annual Report and Accounts 2025
Audit Committee report
Strategic Report Corporate Governance Financial Statements
Reviewing and challenging the Group’s financial reporting and system of internal controls has remained a key focus for the Committee.
Chair of the Audit Committee
Farina Khan
Dear fellow shareholder
I am pleased to present the Audit Committee report for the year ended 31 December 2025, covering our activities over the course of the year.
The Audit Committee oversees and monitors the Group’s financial reporting (including reporting on the financial aspects related to climate change), external and internal audit and the effectiveness of the system of internal financial and IT-related controls. The Committee also works closely with the Sustainability and Risk Committee in matters of mutual interest, including progress on reviewing and amending, where necessary, the Company’s risk management and internal control framework in line with the requirements of the updates to Provision 29 of the UK Corporate Governance Code (the ‘Code’) issued in January 2024 and any recommendations arising from internal audit assurance in the matter of risk and risk management. The Committee and management remain committed to reviewing the Group’s existing risk management and control environment and associated reporting to ensure it remains robust and appropriate.
More information on the role and responsibilities of the Committee and its terms of reference, which are reviewed annually, can be found at www.enquest.com/investors/corporate-governance.
In addition to the standing agenda items for the year, the Committee also considered a variety of other focus areas including: the accounting impacts from the Magnus contingent consideration settlement agreement with bp; the accounting and control impacts from the Company’s acquisition of producing interests in Vietnam; the relocation of the UK North Sea support service centre from Dubai to Bahrain; the Group’s successful refinancing activity; EnQuest PLC’s shareholder distribution capacity; ongoing simplification of the Group’s legal entity structure; the Group’s IT support model and its transition to being fully outsourced, the evolving cyber security landscape and the Group’s response; and investor and regulator focus areas. In March 2026, the Committee also reviewed and endorsed the Group’s fraud prevention, detection and investigation policy for Board approval.
It was pleasing to see that the significant progress against the previous control and process improvements, including IT controls, identified in conjunction with the Group’s external auditor continued into and throughout 2025, with only limited further improvements identified. Given the volatile global environment, the Committee also continued to ensure that key judgements and estimates made in the financial statements, such as the recoverable value of the Group’s assets, were carefully assessed.
As discussed within the Corporate governance statement, the Committee is pleased to confirm that the actions of the Committee were, and continue to be, in compliance with the Code and that it is satisfied with the formal and transparent policies and procedures in place.
Farina Khan
Chair of the Audit Committee
24 March 2026
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Audit Committee report continued
Committee composition
As required by the Code published in January 2024, the Committee exclusively comprises Non-Executive Directors, biographies of whom are set out on pages 92 and 93. The Board is satisfied that the Chair of the Committee, Farina Khan, previously Chief Financial officer at PETRONAS Chemical Group Berhad, and a Fellow of the Institute of Chartered Accountants in Australia and New Zealand, meets the requirement for recent and relevant financial experience, with the Committee as a whole meeting the requirement to have competence relevant to the sector in which they operate given Michael Borrell and Marianne Daryabegui's respective careers in the oil and gas sector.
Membership of the Committee, appointment dates and attendance at the five meetings held during 2025 is provided in the table below:
| Member | Date appointed
Committee member | Attendance at
meetings during
the year |
| --- | --- | --- |
| Farina Khan | 1 November 2020 | 5/5 |
| Mike Borrell | 6 December 2023 | 5/5 |
| Marianne Daryabegui | 30 May 2024 | 5/5 |
Meetings are also normally attended by the Chief Executive Officer, Chief Financial Officer, Company Secretary, the external auditor, the internal auditor, key finance team members and other senior business managers as required. The Chairman of the Board also attends the meetings from time to time. The Chair of the Committee regularly meets in between Committee meetings with the external lead audit partner and internal audit to discuss matters relevant to the Company.
The Committee continues to monitor its own effectiveness and that of the functions it supports on a regular basis. In 2025, this review of effectiveness was undertaken as part of a wider externally facilitated Board effectiveness evaluation assessment. Through this assessment and the review of the terms of reference of the Committee, regular meetings with the internal and external auditors and key management personnel, the Committee has concluded that its core duties in relation to financial reporting, internal controls, whistleblowing and fraud, internal audit, external audit and reporting responsibilities are being performed well.
Fair, balanced and understandable
A key requirement of the Group's Annual Report and Accounts is for the report to be fair, balanced and understandable. In addition, the Annual Report should contain sufficient information to enable the position, performance, strategy and business model of the Company to be clearly understood and details of measurable key performance indicators and explanations of how the Company has engaged with its stakeholders (as set out in the Group's Section 172 Statement on page 86). The Committee and the Board are satisfied that the Annual Report and Accounts meet these requirements, with appropriate weight being given to both positive and negative developments in the year.
With regard to these requirements, the Committee has considered the robust process which operates when compiling the Annual Report and Accounts, including:
- clear guidance and instructions are provided to all contributors;
- revisions to regulatory requirements, including the Code, are communicated and monitored;
- a thorough process of review, evaluation and verification of the content of the Annual Report and Accounts is undertaken to ensure accuracy and consistency;
- external advisers, including the external auditors, provide advice to management and the Audit Committee on best practice with regard to the creation of the Annual Report and Accounts; and
- a meeting of the Committee was held in March 2026 to review and approve the draft 2025 Annual Report and Accounts in advance of the final sign-off by the Board.
Financial reporting and significant financial statement reporting issues
The primary role of the Committee in relation to financial reporting is to assess, amongst other things:
- the appropriateness of the accounting policies selected and disclosures made, including whether they comply with International Financial Reporting Standards; and
- those judgements, estimates and key assumptions that could have a significant impact on the Group's financial performance and position, or on the remuneration of executive and senior management.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
There were five Committee meetings in 2025. A summary of the main items discussed in each meeting is set out in the table below:
Audit Committee meeting
| Measure | March 2025 | May 2025 | August 2025 | September 2025 | December 2025 |
|---|---|---|---|---|---|
| Audit Committee self-evaluation assessment of its effectiveness including review of actions identified in previous effectiveness review | ✓ | ||||
| Audit Committee terms of reference | ✓ | ✓ | |||
| Significant matters arising from completed internal audits | ✓ | ✓ | ✓ | ✓ | |
| Internal audit and assurance plan for 2025 and 2026 | ✓ | ✓ | ✓ | ||
| Internal audit progress against 2025 plan, including findings since last meeting | ✓ | ✓ | ✓ | ✓ | |
| IIA Global Internal Audit Standards gap analysis | ✓ | ||||
| Independence and objectivity of internal audit, including the internal audit charter | ✓ | ||||
| Joint venture audit plan for 2025, including summary findings since last meeting | ✓ | ✓ | ✓ | ✓ | |
| Cyber security update | ✓ | ✓ | ✓ | ✓ | |
| IT Support model transition review | ✓ | ||||
| Capital structure and business development, including the RBL refinancing and Magnus contingent consideration settlement agreements | ✓ | ✓ | ✓ | ||
| Annual external audit plan | ✓ | ||||
| External (Deloitte) audit fees subject to the audit plan | ✓ | ||||
| Policy for and level of non-audit service fees for Deloitte | ✓ | ✓ | ✓ | ✓ | |
| Quality, independence and objectivity of Deloitte | ✓ | ✓ | ✓ | ✓ | |
| Effectiveness of Deloitte as external auditors | ✓ | ||||
| Evaluate the viability assessment | ✓ | ||||
| Appropriateness of going concern assumption | ✓ | ✓ | |||
| Shareholder distributions | ✓ | ✓ | |||
| Corporate structure simplification | ✓ | ✓ | ✓ | ||
| UK North Sea support services relocation | ✓ | ||||
| Review of half-year or full-year regulatory press release and results statements | ✓ | ✓ | |||
| Briefings on regulatory developments including corporate governance, FRC thematic and corporate reporting reviews and climate-related matters | ✓ | ||||
| Key risks, judgements and uncertainties, including the consideration of climate change, impacting the half-year or year-end financial statements (reports from both management and external auditor) | ✓ | ✓ | ✓ | ||
| Presentation on the reserves audit and evaluation of the Competent Person's independence and objectivity | ✓ | ||||
| Tax strategy, policy and compliance | ✓ | ||||
| Impact of UK Energy Profits levy and other tax topics | ✓ | ✓ | ✓ | ||
| Management's response to audit findings, recommendations and control weaknesses, including potential improvements and agreed actions | ✓ | ✓ | |||
| Review of process and controls relating to the development of the Group's internal control framework | ✓ | ✓ | ✓ | ✓ | |
| IT controls progress against IT audit findings | ✓ | ✓ | ✓ | ✓ |
Audit Committee report continued
These items are considered by the Committee, together with reports from both management and its external auditor at each relevant Committee meeting. The significant accounting and reporting areas considered, including those related to EnQuest's 2025 Consolidated Financial Statements, are set out below:
| Significant financial statement reporting issue | Consideration |
|---|---|
| Going concern and viability | |
| The Group's assessments of the going concern assumption and viability are based on detailed cash flow, covenant and the reserve based lending borrowing base forecasts. These are, in turn, underpinned by forecasts and assumptions in respect of: | |
| • production and costs for the next three years, based on the Group's approved 2026 business plan and forecasts; and | |
| • the oil price assumption, based on a forward curve of $70/bbl. | The Committee reviewed and considered the Directors' half-year and full-year statements with respect to the going concern basis of accounting. The Board also regularly reviewed the liquidity projections of the Group. The detailed going concern and longer-term viability analysis, including sensitivity analysis and stress testing, along with explanations and justifications for the key assumptions made, were presented at the March 2026 meeting. |
| This analysis was considered and challenged by the Committee, including, but not limited to, the appropriateness of the period covered, planning scenarios (including production volume expectations, capital projects, macroeconomic assumptions, including those associated with oil prices and inflation), stress tests and the achievability of any mitigations that may be required in a downside case scenario to ensure that the Group would have sufficient headroom to continue as a going concern. The Committee supported the going concern basis of accounting. The disclosures in the Annual Report concerning the viability statement and going concern assumption (see pages 40 to 41) were reviewed and approved at the March 2026 meeting for recommendation to the Board. | |
| Potential misstatement of oil and gas reserves | |
| The Group has total proved and probable reserves as at 31 December 2025 of 162.5 MMboe. The estimation of these reserves is essential to: | |
| • the valuation of the Company; | |
| • the assessment of going concern and viability; | |
| • impairment testing; | |
| • decommissioning liability provisions; and | |
| • the calculation of depreciation. | During the March 2026 meeting, management presented the Group's 2P reserves, together with the report from GaffneyCline energy advisory, the Group's reserves auditor (which are also presented to the Group's Sustainability and Risk Committee for technical assessment). |
| The Committee considered the scope and adequacy of the work performed by GaffneyCline energy advisory and their independence and objectivity and concurred that the estimation of reserves had been consistently applied to the financial statements. | |
| Impairment of tangible and intangible assets | |
| The recoverability of asset carrying values is a significant area of judgement. These impairment tests are underpinned by assumptions regarding: | |
| • 2P reserves; | |
| • oil price assumptions (based on an internal view of future prices of $65.0/bbl (2026), $67.5/bbl (2027), $72.5/bbl (2028) and $75.0/bbl real thereafter); | |
| • life of field production profiles and opex, capex and abandonment expenditure; and | |
| • a post-tax market discount rate derived using the weighted average cost of capital methodology. |
For more details, see also note 2 critical accounting judgements and key sources of estimation uncertainty: recoverability of asset carrying values, and notes 9 and 11.
Impairment testing has been performed resulting in a pre-tax non-cash impairment credit of $5.8 million. | At the March 2026 meeting, management presented the key assumptions made in respect of impairment testing and the result thereof to the Committee. The Committee considered and challenged these assumptions, including the oil price and discount rate used, and potential impacts of climate change and energy transition, in line with the challenges performed as part of the going concern and viability review. Sensitivity analysis and disclosures estimating the effect of oil price reductions were reviewed. Consideration was also given to Deloitte's view of the work performed by management. |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
| Significant financial statement reporting issue | Consideration |
|---|---|
| Contingent consideration | |
| Any contingent consideration included in the consideration payable for a business combination or asset acquisition is recorded at fair value at the date of acquisition. |
The Group calculates contingent consideration payable in respect of its Magnus acquisition. See note 21 for further details. | At the March 2026 meeting, the Committee considered the facts and circumstances in management’s assessment that the agreement to settle the Magnus contingent consideration for $60.0 million in February 2026 was deemed to be a reasonable fair value in line with IFRS 13 for recognition of the liability at 31 December 2025. The Committee noted that as substantially all the terms of the transaction, and particularly the settlement value, were agreed prior to 31 December 2025, management’s assessment was appropriate. Consideration was also given to Deloitte’s view of the work performed by management.
The Committee noted the remaining contingent consideration liability relates to the Group’s decommissioning responsibilities for Magnus, which were not altered by the aforementioned settlement agreement. This is not considered a significant accounting area. Regardless, it was noted the key underlying assumptions, other than the discount rate which is specific to the liability, were developed alongside the Group’s other decommissioning provision estimates.
The Committee concluded that the judgements and estimates made and the related liabilities recorded were appropriate. |
| Climate change in financial reporting
While the Group’s view of evolving climate risks continues to develop, appropriate disclosure is an area of focus for the Committee.
Climate change and the transition to a lower carbon economy may have significant impacts on the currently reported amounts of the Group’s assets and liabilities and on similar assets and liabilities that may be recognised in the future.
See note 2 Use of judgements, estimates and assumptions: Climate change and energy transition. | The Committee considered financial statement disclosures, including TCFD and CFD reporting, and how the Group’s climate change scenarios are reflected in the Group’s key judgements and estimates used in the preparation of the Group’s 2025 financial statements. The Committee also reviewed the results of testing the Group’s resilience under the International Energy Agency’s Stated Policies Scenario and Net Zero Emissions by 2050 scenario.
The Committee, recognising the evolving nature of climate change risks and responses, concluded that climate change has been appropriately considered by management in key judgements and estimates and concurred with the disclosures proposed by management. |
| Appropriateness of the decommissioning provision
The Group’s decommissioning provision of $915.6 million at 31 December 2025 is based upon a discounted estimate of the future costs and timing of decommissioning of the Group’s oil and gas assets. Judgement exists in respect of the estimation of the costs involved, the discount rate and inflation rate assumed, and the timing of decommissioning activities.
See note 2 Critical accounting judgements and key sources of estimation uncertainty: Provisions. | The Committee reviewed the report by management summarising the key inputs and their impact on the provision, noting the most significant increases related to additional discounted abandonment obligations in Vietnam of $89.1 million (which is pre-funded and offset by the receivable balance recognised on the Group’s balance sheet of $92.1 million (see notes 15 and 22)) following the acquisition in July and obligations arising from the accelerated development of the Seligi Non-Associated Gas project. The Committee and the Group’s external auditor focused on cost assumptions, as well as, the inflation and discount rates used, alongside sensitivity analysis and disclosure estimating the effect of a change in discount rates given the uncertain macroeconomic environment. Regard was also given to the observations made by Deloitte as to the appropriateness of the estimates made. |
| Taxation
At 31 December 2025, the Group carried deferred tax balances comprising $271.4 million of tax assets (primarily related to previous years’ tax losses) and $250.4 million of tax liabilities (primarily related to deferred taxes associated with the UK Energy Profits Levy).
The recoverability of the tax losses has been assessed by reference to future profit estimates derived from the Group’s impairment testing. Ring-fence corporation tax losses totalling $1,851.3 million ($627.1 million tax-effected) have been recognised.
Given the complexity of tax legislation, risk exists in respect of some of the Group’s tax positions. | The Committee received a report from the Group’s Head of Tax, outlining all uncertain tax positions, and discussed management’s assumptions of future profit estimates and evaluated the amount of deferred tax assets recognised. It was noted that the assumptions are consistent with those used in the impairment assessment (see above). The Committee also took into account the views of Deloitte as to the adequacy of the Group’s tax balances.
An evaluation of the transparency of the Group’s tax exposures was undertaken, reviewing the adequacy and appropriateness of tax disclosures, including those related to the EPL, presented by management. Regard was also given to the observations made by Deloitte as to the appropriateness of the disclosures made. |
106-107
Audit Committee report continued
Risk management
The Code requires that the Board monitors the Company's risk management and, at least annually, carries out and reports on the results of a review of their effectiveness. The Board has oversight of risk management within EnQuest for the Company's emerging and principal risks. Pages 64 and 120 provide more detail on how the Board, and its Sustainability and Risk Committee, have discharged its responsibility in this regard.
Internal control
Responsibility in respect of financial internal control is delegated by the Board to the Committee. The effectiveness of the Group's internal control framework is reviewed continually throughout the year. Key features include:
- clear delegations of authority to the Board and its sub-Committees, and to each level of management;
- setting of HSEA, operational and financial targets and budgets which are subsequently monitored by management and the Board;
- a comprehensive risk management process with clear definition of risk tolerance and appetite. This includes a review by the Sustainability and Risk Committee of the effectiveness of management controls and actions which address and mitigate the most significant risks;
- an annual risk-based internal audit programme developed in conjunction with management. Findings are communicated to the Audit Committee and follow-up reviews are conducted where necessary;
- regular reporting to the Audit Committee of managements key financial controls self-assessment; and
- further objective feedback provided by the external auditors and other external specialists.
Obtaining assurance on the internal control environment
The Group's system of internal control, which is embedded in all key operations, provides reasonable rather than absolute assurance that the Group's business objectives will be achieved within the risk tolerance levels defined by the Board. Regular management reporting, which provides a balanced assessment of key risks and controls, is an important component of assurance. Throughout the year, members of the Committee participated in several Joint Committee meetings with members of the Sustainability and Risk Committee and other members of the Board in reviewing management's progress in developing an assurance framework that will appropriately underpin the expectations associated with updates to Provision 29 of the UK Corporate Governance Code (the 'Code') issued in January 2024, which is effective from 1 January 2026. This workstream included in-depth reviews of and revisions to the principal risks facing the Company and assessments of key non-financial reporting metrics published by the Group, alongside reviews of the associated material controls. The Committee therefore continues to support and monitor the development of an assurance framework to focus attention on the level of assurance relating to all material controls within the business. Management has also continued its assessment of the potential for fraud risk across the business, ensuring mitigating controls are in place and operating as expected as well as identifying and implementing specific actions to ensure the Group maintains a strong control environment.
The Committee received reports from internal audit at each relevant scheduled Committee meeting in 2025 and meets privately with the head internal auditor from time to time. In order to ensure independence and objectivity, the primary reporting line of all assurance providers, including the Group's internal audit function, is to the Chair of the Committee, noting day-to-day administrative oversight of internal audit is provided by the Chief Executive.
The purpose, scope and authority of internal audit are defined within its charter, which is approved annually by the Committee. The internal audit function maintains an internal quality assurance and improvement programme covering all aspects of internal audit's activities and evaluates the conformance of these activities against the Global Internal Audit Standards issued by the Institute of Internal Auditors ('IIA') (effective January 2025).
In respect of the work performed by internal audit, an internal audit plan is approved by the Committee each year. When setting the plan, recommendations from management and internal audit are considered, and take into account the particular risks impacting the Company, which are reviewed by the Board and the Sustainability and Risk Committee. During 2025, internal audit activities were undertaken for various areas, including reviews of:
- preparedness for the enactment of the "Failure to prevent fraud" offence to ensure compliance with the requirements of the UK Economic Crime and Corporate Transparency Act;
- accounts payable controls, particularly those that mitigate recent developments in fraud techniques; and
- supplier Due Diligence and Performance Monitoring review.
Detailed results from internal audit were presented to management and a summary of the findings was presented to the Committee, together with copies of all internal audit reports, noting no material control issues were identified. Where potential control enhancements were identified as being required, the Committee agreed appropriate actions with management and assessed management's response to the findings. Throughout the year, the Committee is kept apprised of management's progress against the agreed actions, with the majority of actions closed in accordance with the agreed schedule.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
External audit
One of the Committee's key responsibilities is to monitor the performance, objectivity and independence of the external auditor. Each year, the Committee ensures that the scope of the auditor's work is sufficient and that the auditor is remunerated fairly.
The annual process for reviewing the performance of the external audit process involves gathering input from key members of the Group who are involved in the audit process to obtain feedback on the quality, efficiency and effectiveness of the audit. Additionally, Committee members take into account their own view of the external auditor's performance and independence, including the level of professional scepticism displayed, when determining whether or not to recommend reappointment. The Committee also held private meetings with the external auditor during the year.
The Committee considered the external audit plan, with the significant audit risks addressed during the course of the 2025 audit were:
- impairment of oil & gas assets and goodwill;
- contingent consideration;
- decommissioning provision;
- revenue recognition in Vietnam;
- deferred tax; and
- management override of controls.
Deloitte regularly updated the Committee on the status of their procedures during the year, including how they had challenged the Group's assumptions. The Committee and Deloitte discussed how risks to audit quality were addressed, key accounting and audit judgements, material communications between Deloitte and management and any issues arising from them.
Taking into account management's review and its own experiences with the external auditor, the Committee concluded that the audit team was providing the required quality in relation to the provision of audit services in its sixth year as auditor, with the last audit tender conducted in 2020, and has maintained its independence and objectivity. As required under UK auditing standards, Deloitte confirmed their independence to the Committee.
The Committee considers the reappointment of the external auditor each year, including consideration of the advisability and potential impact of conducting a tender process for the appointment of a different independent public accounting firm. The Committee is also responsible for making a recommendation to the Board for it to put to the Company's shareholders for approval at the AGM, to appoint, reappoint or remove the external auditor. At the AGM in May 2025, the shareholders approved a resolution to reappoint Deloitte as external auditor with the same resolution to be proposed for the 2026 AGM. The Company has complied with the Code and FRC Guidance in respect of audit tendering and rotation, under which the Company will be required to tender for the audit no later than the 2030 financial year. The Committee regularly reviews auditor performance and may elect to carry out the tender earlier than the 2030 financial year if determined it would be in the interests of the Company's shareholders to do so.
Use of external auditors for non-audit services
The Committee is responsible for EnQuest's policy on non-audit services and the approval of non-audit services. The Committee and Board believe that the external auditor's independence and objectivity can potentially be affected by the level of non-audit services to EnQuest. To ensure objectivity and independence, and to reflect best practice in this area, the Company's policy on non-audit services clearly outlines which services are permitted and those that are not in line with the recommendations set out in the FRC's Corporate Governance Code Guidance (July 2024) and the requirements of the FRC's Revised Ethical Standard (2024).
As part of the Committee's process in respect of the provision of non-audit services, the external auditor provides the Committee with information about its policies and processes for maintaining independence and monitoring compliance with current regulatory requirements.
The key features of the non-audit services policy, the full version of which is available on the Group's website (www.enquest.com; under Corporate Governance within the investors section), are as follows:
- a pre-defined list of prohibited services has been established;
- a schedule of services where the Group may engage the external auditor has been established and agreed by the Committee;
- any non-audit project work which could impair the objectivity or independence of the external auditor may not be awarded to the external auditor; and
- fees for permissible non-audit services provided by the external auditor are to be capped at no more than 70% of both the average Group audit fee and the UK audit fee for the preceding three years.
The Committee continues to review non-audit services and reviews the scope of work to ensure its close link to audit services.
The Committee regularly reviews reports from management on the audit and non-audit services reported in accordance with the policy or for which specific prior approval from the Committee is being sought.
The scope of the non-audit services contracted with the external auditor in 2025 consisted mainly of the interim review and the provision of customary comfort letters in respect of the debt refinancing and other assurance services (see note 4(f)).
108-109
Directors' Remuneration Report
The Committee remains focused on ensuring that reward programmes effectively incentivise employees to deliver EnQuest's strategic priorities and performance objectives.
Chair of the Remuneration and Social Responsibility Committee
Rosalind Kainyah
Dear shareholder,
On behalf of the Board and the Remuneration and Social Responsibility Committee, I am pleased to present EnQuest's Directors' Remuneration Report ('DRR') for the financial year ended 31 December 2025.
The DRR is split into three sections: this Annual Statement; a summary Remuneration Policy Report and the Annual Report on Remuneration. EnQuest's Remuneration Policy was submitted to shareholders at the 2024 Annual General Meeting ('AGM'), receiving 97.44% votes in favour. No changes are proposed to the Policy this year, and we have again chosen to show an abridged version of the report which provides context to the decisions taken by the Committee. The Annual Report on Remuneration will be subject to an advisory shareholder vote at the 2026 AGM.
Performance and remuneration outcomes for 2025
Group production in 2025 averaged 45.6 Kboed on a pro forma basis, 1.3% above the top end of guidance. This outstanding result was achieved despite the five-week third-party infrastructure outage which impacted Magnus production. The Group also met, or beat, its 2025 guidance on expenditure, successfully managing the impact of a weakening US Dollar.
EnQuest also continued to deliver diversified growth, including the acquisition of Harbour Energy's Vietnam business, the award of the Block C PSC in Brunei Darussalam and the acceleration of first gas from the Seligi Ib project in Malaysia.
2025 annual bonus - payable in 2026
The Executive Directors' annual bonus awards are based on a combination of financial and operational results and the achievement of key accountability objectives. The bonus attainment for Executive Directors was based wholly on achievement against the Company Performance Contract ('CPC').
In 2025, the target and maximum bonus potential for the Executive Directors remained unchanged at 75% and 125% of salary, respectively. Based on performance against the CPC, the bonus outcome was 83.4% of base salary (66.7% of the maximum award). The Committee reviewed this formulaic outcome in the context of factors such as individual performance, shareholder and employee experience, and HSE&A performance, and concluded that the final payouts were appropriate and that no discretionary adjustment was therefore required. Full details of how these awards were determined are included on page 114 of this report.
Performance Share Plan ('PSP')
The PSP is the primary long-term incentive awarded to Executive Directors, senior management and other key talent in the Company. The three-year performance period for the PSP granted in 2023 ended on 31 December 2025, with vesting of these awards based 80% on EnQuest's total shareholder return ('TSR') performance relative to a group of sector comparators and 20% on reduction of emissions over the performance period. At the end of the period, both EnQuest's relative TSR ranking and emissions-reduction achievement were below the threshold performance level. As a result, the 2023 PSP will lapse in full in April 2026. Further details are included on page 115 of this report.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
During the year, PSP awards were granted to both Amjad Bseisu and Jonathan Capus. In order to recognise EnQuest's lower share price compared to historic levels, and to ensure that Executive Directors do not benefit from potential future 'windfall gains', the grant level was maintained at 185% of salary (scaled back from the normal award level of 250% of salary). As set out in last year's report, vesting of these awards is based on a revised scorecard comprising 40% on relative TSR, 40% on absolute TSR and 20% on the achievement of an emissions-reduction target, all measured over a three-year period. Further details are included on page 115 of this report.
Implementation of the Remuneration Policy in 2026
Base salaries
The Committee approved salary increases of 4.1/5 for both Amjad Bseisu and Jonathan Capus with effect from 1 January 2026, in line with the average applied across the broader North Sea employee population.
2026 annual performance bonus
For 2026, the annual bonus for Amjad Bseisu and Jonathan Capus will continue to be based 100% on EnQuest's CPC outcome, with a target level of 75% of salary and a maximum of 125% of salary. Details of the performance measures and weightings are set out on page 115.
2026 PSP awards
Amjad Bseisu and Jonathan Capus will each receive a 2026 PSP award of 185% of salary, lower than the normal award of 250% as was also the case in both 2024 and 2025, recognising the current share price relative to historic levels. Vesting of the 2026 PSP will continue to be based on a blend of relative TSR, absolute TSR and emissions-reduction targets weighted 40%, 40% and 20%, respectively. Further details, including targets for each measure, are set out on page 115.
Conclusion
The Committee and I wish to thank all our shareholders for their ongoing support over the years. I hope you will support and vote for this DRR at the forthcoming AGM.
Rosalind Kainyah
Chair of the Remuneration and Social Responsibility Committee
24 March 2026
The Directors' Remuneration Report has been prepared in accordance with the requirements of the Companies Act 2006 and Schedule 8 of the Large rent medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 as amended in August 2013. It also describes the Group's compliance with the 2024 UK Corporate Governance Code (the 'Code') in relation to remuneration. The Committee has taken account of the new requirements for the disclosure of Directors' remuneration and guidelines issued by major shareholder bodies when setting the remuneration strategy for the Group.
110-111
Directors' Remuneration Report continued
Summary Remuneration Policy Report
The current Directors' Remuneration Policy was approved by shareholders at the AGM held on 30 May 2024 and can be found on pages 101 to 107 of the 2023 Annual Report and Accounts. A summary of the Policy is set out below for information purposes.
| Component | Key terms |
|---|---|
| Base salary | • Typically reviewed by the Committee in January each year |
| • No prescribed maximum salary or increase. Salary increases for Executive Directors will take into account the conditions and pay of all employees within the Company | |
| Pension and other benefits | • Maximum pension allowance of the lesser of 10% of salary and £50,000 |
| • Benefits reviewed periodically by the Committee and adjusted to meet typical market conditions. Currently include private medical insurance, life assurance and personal accident insurance | |
| Annual bonus | • Maximum bonus opportunity of 125% of salary; target 75% of salary |
| • Measures, weightings and targets are set annually by the Committee | |
| • Any bonus earned over 100% of salary is deferred in shares for two years | |
| • Discretion to pay dividends on deferred shares at the time of vesting | |
| • Malus and clawback provisions apply | |
| Performance Share Plan ('PSP') | • Normal maximum award of 250% of salary (350% in exceptional circumstances) |
| • Threshold performance pays out no more than 25% of maximum | |
| • Vesting is subject to performance measured over three financial years | |
| • Vested awards are typically subject to a mandatory two-year holding period | |
| • Performance measures, weightings and targets are set by the Committee ahead of each award to reinforce the Company's strategy. Measures will include relative TSR and ESG | |
| • Discretion to pay dividends on vested awards at the time of vesting | |
| • Malus and clawback provisions apply | |
| Shareholding guidelines | • In-post: Executive Directors must build and maintain a minimum shareholding of 200% of salary within five years of appointment |
| • Post-employment: Executive Directors must continue to hold the lower of their in-post guideline and their actual shareholding on cessation, for at least two years | |
| Chairman and NED fees | • The Chairman receives an all-inclusive fee which is reviewed annually by the Committee |
| • Fees for the NEDs are reviewed annually by the Chairman and Executive Directors | |
| • NEDs receive a base fee, with additional fees being paid to the Senior Independent Director and Committee Chairs. Additional fees may also be paid if there is a material increase in time commitment and the Board wishes to recognise this additional workload | |
| • Aggregate NED fees are limited by the Company's Articles of Association |
The charts below illustrate the proposed remuneration arrangements for 2026 and provide an indication of the proportion of total remuneration made up of each component of the Policy and the value of each component.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Annual Report on Remuneration for 2025
The following section provides details of how EnQuest's Remuneration Policy was implemented during the financial year ended 31 December 2025 and how it will be implemented in 2026.
Remuneration Committee membership in 2025
The Committee's terms of reference are available either on the Group website, www.enquest.com, or by written request from the Company Secretariat team at the Group's London headquarters. The remit of the Committee embraces the remuneration strategy and policy for the Executive Directors, the Executive Committee, senior management and, in certain matters, for the whole Group.
As of 31 December 2025, the Remuneration Committee comprised three Non-Executive Directors:
| Member | Date appointed Committee member | Attendance at scheduled meetings during the year |
|---|---|---|
| Rosalind Kainyah (Chair) | 30 May 2024 | 4 of 4 |
| Farina Khan | 1 November 2020 | 4 of 4 |
| Gareth Penny | 15 February 2023 | 4 of 4 |
The Committee has four scheduled meetings per year, with five meetings held during 2025.
The Committee invites individuals to attend meetings to provide advice to ensure that the Committee's decisions are informed and take account of pay and conditions in the Group as a whole. Those individuals, who are not members but may attend by invitation, include, but are not limited to (a) the Chief Executive; (b) the Chief Financial Officer; (c) the Company Secretary; (d) a representative from the Group's Human Resources department; and (e) representatives from the Committee's remuneration adviser. No Director takes part in any decision directly affecting their own remuneration.
Advisers to the Committee
Ellason was appointed as the independent remuneration adviser to the Committee effective August 2022 and retained during the year. The Committee undertakes due diligence periodically to ensure that Ellason is independent and that the advice provided is impartial and objective. During 2025, Ellason provided independent advice including updates on the external remuneration environment, market benchmarks for senior executive roles and Directors' Remuneration Report drafting support. Ellason reports directly to the Chair of the Remuneration Committee and does not advise the Company on any other issues. Their total fees for the provision of remuneration services to the Committee in 2025 were £43,325 (2024: £64,574) on the basis of time and materials.
Ellason is member and signatory of the Code of Conduct for Remuneration Consultants, details of which can be found at www.remunerationconsultantsgroup.com. None of the individual Directors have a personal connection with Ellason.
Statement of voting at the Annual General Meeting
The table below summarises the voting at the AGMs held on 27 May 2025 (in respect of the Directors' Remuneration Report) and on 30 May 2024 (in respect of the current Directors' Remuneration Policy). The Group is committed to ongoing shareholder dialogue and takes an active interest in voting outcomes. Where there are substantial votes against resolutions in relation to Directors' remuneration, the reasons for any such vote will be sought, and any actions in response will be detailed here.
| Remuneration Report (2024) | Remuneration Policy (2023) | |
|---|---|---|
| Number of votes cast for | 912,605,369 | 951,492,134 |
| Percentage of votes cast for | 96.80% | 97.44% |
| Number of votes cast against | 30,168,371 | 25,026,131 |
| Percentage of votes cast against | 3.20% | 2.56% |
| Total votes cast | 942,773,740 | 976,518,265 |
| Number of votes withheld | 14,529,978 | 51,851 |
Information subject to audit
In this section of the report, payments made to the Executive and Non-Executive Directors of EnQuest for the year ended 31 December 2025, together with comparative figures for 2024 are set out.
Single total figure of remuneration – Executive Directors
| Year | Salary | Taxable benefits | Pension^{2} | Total fixed | Annual bonus^{3} | PSP | Total variable | Total single figure | |
|---|---|---|---|---|---|---|---|---|---|
| Amjad Bseisu | 2025 | 600 | 1 | 50 | 651 | 500 | 0 | 500 | 1,152 |
| 2024 | 600 | 1 | 50 | 651 | 379 | 0 | 379 | 1,030 | |
| Jonathan Copus^{1} | 2025 | 400 | 0 | 40 | 440 | 334 | 0 | 334 | 774 |
| 2024 | 233 | 0 | 23 | 257 | 147 | 0 | 147 | 404 | |
| Total | 2025 | 1,000 | 1 | 90 | 1,091 | 834 | 0 | 834 | 1,925 |
| 2024 | 833 | 1 | 73 | 908 | 526 | 0 | 526 | 1,434 |
Notes:
Rounding may apply on the numbers provided.
1. Jonathan Copus was appointed as CEO on 1 February 2024 and formally appointed an Executive Director of the Group at the May 2024 AGM. The figures shown in the table above for 2024 reflect the period between 30 May 2024 and 31 December 2024.
2. Cash was provided in lieu of a company pension contribution.
3. The amount stated is the full amount (including any portion deferred). Any amount that is above 100% of salary is paid in EnQuest PLC shares, deferred for two years, and subject to continued employment
112-113
Directors' Remuneration Report continued
Single total figure of remuneration – Non-Executive Directors
| Year | Fees | Taxable benefits | Total single figure | Year | Fees | Taxable benefits | Total single figure | |
|---|---|---|---|---|---|---|---|---|
| Gareth Penny | 2025 | 200 | 0 | 200 | 2024 | 200 | – | 200 |
| Farina Khan | 2025 | 80 | 0 | 80 | 2024 | 79 | – | 79 |
| Michael Borrell^{4} | 2025 | 70 | 0 | 70 | 2024 | 66 | – | 66 |
| Rosalind Kainyah^{5} | 2025 | 70 | 0 | 70 | 2024 | 41 | – | 41 |
| Marianne Daryabegui^{6} | 2025 | 60 | 0 | 60 | 2024 | 35 | – | 35 |
| Total | 2025 | 480 | 0 | 480 | 2024 | 421 | – | 421 |
Notes:
Rounding may apply on the numbers provided.
4 Michael Borrell was appointed as Chair of the Sustainability and Risk Committee on 31 May 2024
5 Rosalind Kainyah was appointed to the Board and as Chair of the Remuneration and Social Responsibility Committee on 30 May 2024
6 Marianne Daryabegui was appointed to the Board on 30 May 2024
Incentive outcomes for the year ended 31 December 2025
Annual bonus 2025 – paid in 2026
The Committee's belief is that any short-term annual bonus should be tied to the overall performance of the Group, measured through a Company Performance Contract ('CPC'). An Executive Director's annual bonus may also be tied to additional objectives that cover their own specific area of key accountabilities and responsibilities. For Amjad Bseisu and Jonathan Copus, the 2025 bonus was based wholly on performance against the CPC. The maximum bonus entitlement for the year was 125% of salary for both Executive Directors.
Company Performance Contract
Details of the CPC for both Amjad Bseisu and Jonathan Copus in 2025 are set out in the following table, showing the performance conditions and respective weightings against which the bonus outcome was assessed.
In finalising the annual bonus payable, the Committee reviewed the formulaic outcome in the context of factors such as individual performance, shareholder and employee experience, and HSE&A performance. Noting strong overall performance, it was resolved that no adjustments should be made.
| Measure | Weight | Threshold | Target | Maximum | Actual | Payout (% max.) |
|---|---|---|---|---|---|---|
| Production^{1} | ||||||
| (Kboed) | 20.0% | 40.0 | 42.0 | 45.0 | 45.6 | 100.0% |
| Expenditure | ||||||
| Cash opex/capex/abex ($m)^{1} | 5.0% | $766m | $696m | $661m | $673m | 84.0% |
| Expenditure | ||||||
| Cost savings ($m) | 5.0% | $10m | $15m | $20m | >$20m | 100.0% |
| Regulatory, ESG and culture | ||||||
| Scope 3 emissions reporting | 2.0% | 1 Cat. | 2 Cat. | 3 Cat. | 3 Cat. | 100.0% |
| Regulatory, ESG and culture | 8.0% | Other defined regulatory projects^{2} | Partial | 80.0% | ||
| Liquidity management | ||||||
| Net debt | 10.0% | 500 | 450 | 400 | 434 | 72.0% |
| Balance sheet management | ||||||
| Projects that support liquidity | 10.0% | Projects to support liquidity and growth^{2} | Partial | 78.0% | ||
| Growth | ||||||
| Deliver against growth and business development projects | 17.5% | Based on delivery of existing projects and work on possible future projects^{2} | Partial | 32.1% | ||
| Growth | ||||||
| Deliver against M&A project | 20.0% | Partial | Deliver1 | Deliver 1 | Partial | 30.0% |
| Growth | 2.5% | Investor relations objectives^{2} | Achieved | 100.0% | ||
| Total CPC outcome before Committee discretion (% of maximum) | 66.7% | |||||
| Committee discretion | – | |||||
| Total CPC outcome (% of maximum) | 66.7% |
Notes:
Rounding has been applied to percentages. In relation to the financial measures, threshold, target and stretch performance pays out at 0%, 60% and 100% of maximum respectively and on a straight-line basis in between threshold and target performance and between target and stretch performance. For other measures, threshold performance pays out at 30% of maximum.
- Targets and outcomes assessed on a like-for-like pro forma basis
- Each of these measures was based on objective targets which were assessed by the Remuneration Committee following year end. It is the Committee's view that the specific targets remain commercially sensitive and therefore we have chosen not to disclose these in full
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
2025 annual bonus outcome
| Director | Salary | Max. bonus (% salary) | Overall outcome (% max.) | Overall outcome (% salary) | 2025 bonus (£) | Paid as cash (£) | Deferred in shares (£) |
|---|---|---|---|---|---|---|---|
| Amjad Bseisu | £600,000 | 125.0% | 66.7% | 83.4% | £500,438 | £500,438 | £0 |
| Jonathan Copus | £400,000 | 125.0% | 66.7% | 83.4% | £333,625 | £333,625 | £0 |
2023 PSP awards that vest in 2026 (based on performance to 31 December 2025)
The PSP award made to Executive Directors on 25 April 2023 was based on performance to the year ended 31 December 2025 and will vest on 25 April 2026. The performance targets for this award and actual performance against those targets over the three-year financial period were as follows:
| Measure | Weight | Threshold (25% vesting) | Maximum (100% vesting) | Actual | Vesting outcome (% max.) |
|---|---|---|---|---|---|
| Relative TSR^{1} | 80% | 50th percentile | 75th percentile | 20th percentile | 0.0% |
| Emission reduction | 20% | 10% reduction | 12% reduction | 4.7% reduction | 0.0% |
| Total PSP vesting (% of maximum) | 0.0% |
Notes:
Straight-line vesting between Threshold and Maximum.
- The TSR comparators for the 2023 PSP cycle were Aker BP, BW Energy, Capricorn Energy (formerly Cairn Energy), DNO, Energeon, Genel Energy, Gulf Keystone Petroleum, Harbour Energy (formerly Premier Oil), Hibiscus Petroleum, Hurricane Energy, Ithaca, Jodestone, Jersey Oil & Gas, Kistos, Kosmos Energy, Mourel & Prom, Meren Energy, OKEA, Pharos Energy, Serica Energy and Tullow Oil. Hurricane Energy was tracked as a comparator until its acquisition by Prav Group in June 2023 and thereafter the median of the remaining comparator group was tracked instead.
The table below shows the number of nil cost options awarded on 25 April 2023 that will vest on 25 April 2026 and their value as at 31 December 2025. Jonathan Copus did not have a 2023 PSP award.
| Director | Number of shares held | Vesting outcome (% max.) | Number of shares vesting | Valuation share price (£) | Value at 31 Dec 25 (£) |
|---|---|---|---|---|---|
| Amjad Bseisu | 8,102,723 | 0.0% | 0 | n/a | £0 |
Scheme interests awarded during the year ended 31 December 2025
April 2025 PSP award grant
After due consideration of Business performance in 2024, the Remuneration and Social Responsibility Committee awarded the Executive Directors the following performance shares on 16 April 2025. As set out in last year's report, in order to reflect the volatility of the Company's share price and ensure Executive Directors do not benefit from potential future 'windfall gains', the grant level was maintained at 185% of salary (scaled back from the normal award level of 250% of salary).
| Director | Face value awarded (% salary^{2}) | Face value at grant (£) | Number of shares granted^{3} |
|---|---|---|---|
| Amjad Bseisu | 185% | £1,110,000 | 8,453,922 |
| Jonathan Copus | 185% | £740,000 | 5,635,948 |
Notes:
1. PSP awards are calculated with reference to the salary in effect at the end of the previous financial year, where available
2. Based on the average middle market quote for the three days preceding the date of grant on 28 April 2025 of 13.13 pence
Performance measures, weightings and targets applying to the 2025 PSP share awards are set out below. The performance period for the award is 1 January 2025 to 31 December 2027, with any shares vesting thereafter subject to a mandatory two-year holding period.
| Measure | Weight | Threshold (25% vesting) | Maximum (100% vesting) |
|---|---|---|---|
| Relative TSR^{1} | 40% | 50th percentile | 75th percentile or higher |
| Absolute TSR^{3} | 40% | 17.0p | 22.0p or higher |
| Emission reduction^{3} | 20% | 25.0% reduction | 41.3% reduction or more |
Notes:
Straight-line vesting between Threshold and Maximum.
- The TSR comparators for the 2025 PSP cycle are Capricorn Energy, Energeon, Gulf Keystone Petroleum, Harbour Energy, Hibiscus Petroleum, Ithaca Energy, Jersey Oil & Gas, Kistos, Serica Energy and Tullow Oil
- Average share price over the period 1 October 2027 to 31 December 2027, plus any dividends paid FY25-FY27
- Reduction at the end of 2027 relative to 2018 baseline
114-115
Directors' Remuneration Report continued
Statement of Directors' shareholding and share interests
The interests of the Directors in the share capital of the Company as at 31 December 2025 are shown below. The table shows for unvested awards the maximum number of shares that could be released if awards were to vest in full. These awards first vest on the third anniversary of the award date, subject to the achievement of performance conditions (as described elsewhere in this or previous reports). Awards granted to Executive Directors are subject to an additional two-year holding period which, unless the Committee determines otherwise, will apply up to the fifth anniversary of the date of grant.
| Director | 31 Dec 2023 | Granted | Lapsed | 31 Dec 2024 | Vesting period | Expiry date |
|---|---|---|---|---|---|---|
| Amjad Bseisu | 3,343,689 | - | 3,343,689 | - | 25 Apr 2022 – 24 Apr 2025 | 24 Apr 2032 |
| 8,102,723 | - | - | 8,102,723 | 25 Apr 2023 – 24 Apr 2026 | 25 Apr 2033 | |
| 6,054,872 | - | - | 6,054,872 | 24 Apr 2024 – 23 Apr 2027 | 24 Apr 2034 | |
| - | 8,453,922 | - | 8,453,922 | 17 Apr 2025 – 16 Apr 2028 | 17 Apr 2035 | |
| Jonathan Copus | 4,718,390 | - | - | 4,718,390 | 24 Apr 2024 – 23 Apr 2027 | 24 Apr 2034 |
| - | 5,635,948 | - | 5,635,948 | 17 Apr 2025 – 16 Apr 2028 | 17 Apr 2035 |
Statement of Directors' shareholdings and share interests
Executive Directors are currently required to build up and hold shares in the Company worth 200% of salary and are expected to retain 50% of shares from vested awards under the PSP (other than sales to settle any tax or social security withholdings due) until they hold at least 200% of salary in shares (this includes shares which are beneficially owned directly or indirectly by family members of an Executive Director).
| Director | Legally Owned shares | Value of Legally Owned shares^{13} | Unvested and subject to PSP perl. conditions | Vested but not exercised under the PSP | Sharesave | Executive deferrals | Total at 31 Dec 2025 | Value of holding^{12} |
|---|---|---|---|---|---|---|---|---|
| Amjad Bseisu^{3} | 234,732,857 | 4276% | 22,611,517 | 6,791,760 | - | 72,475 | 264,208,609 | 4339% |
| Jonathan Copus | 0 | - | 10,354,338 | - | - | - | 10,354,388 | 0% |
| Gareth Penny^{4} | 62,500 | - | - | - | - | - | 62,500 | - |
| Farina Khan | 211,235 | - | - | - | - | - | 211,235 | - |
| Michael Borrell | 129,829 | - | - | - | - | - | 129,829 | - |
| Rosalind Kainyah | 0 | - | - | - | - | - | 0 | - |
| Marianne Daryabegui | 168,160 | - | - | - | - | - | 168,160 | - |
Notes:
1. Shares are valued by taking the average closing share price on each trading day of the period 1 October 2025 to 31 December 2025
2. The value of shareholding as a percentage of salary is calculated by combining the number of legally owned shares with the net of tax value of vested PSP awards and executive deferrals
3. As at 31 December 2025, 301,881,058 shares were held by Double A Limited, a company beneficially owned by the extended family of Amjad Bseisu. 32,674,840 shares were also held by The Amjad and Suha Bseisu Foundation and the remaining 176,959 shares were held by Amjad Bseisu directly
4. 62,500 shares are held by Gareth Penny. As disclosed on page 120, 74,547 shares are separately held by Kate Penny, his wife
Exit payments and payments to past Directors
There have been no exit payments during the year ended 31 December 2025. Former Director, Salman Malik retained 5,253,939 shares under the 2023 PSP cycle which will lapse in full on 25 April 2026. He retains a further 2,018,422 shares in the 2024 PSP cycle.
Information not subject to audit
Total Shareholder Return and Chief Executive total remuneration
The following graph shows the Company's performance, measured by TSR, compared with the performance of the FTSE AIM All-Share Oil & Gas, also measured by TSR. The FTSE AIM All-Share Oil & Gas index has been selected for this comparison as it is the index whose constituents most closely reflect the size and activities of EnQuest.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Historical Chief Executive pay – 'single figure' history
The table below sets out details of the Chief Executive's pay for 2025 and the previous nine years and the payout of incentive awards as a proportion of the maximum opportunity for each period. The Chief Executive's pay is calculated as per the 'single figure' of remuneration shown elsewhere in this report. During this time, Amjod Bseisu's total remuneration has been:
| 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | |
|---|---|---|---|---|---|---|---|---|---|---|
| CEO 'single figure' (£000) | 941 | 998 | 1,306 | 1,276 | 1,244 | 1,668 | 1,782 | 1,221 | 1,030 | 1,162 |
| Annual bonus (% of max.) | 33 | 57 | 79 | 81 | 60 | 65 | 74 | 67 | 50 | 67 |
| PSP vesting (% max.) | 56 | 11 | 56 | 50 | 64 | 44 | 75 | 20 | 0 | 0 |
CEO pay ratio
The CEO pay ratio has been calculated using the 'Option A' methodology which compares the single total figure of remuneration of the CEO to UK employees for the 12 months ending 31 December 2025 on a full-time equivalent basis. This methodology has been chosen as it offers the most accurate and preferred approach for companies to apply based on institutional investor guidelines.
| Financial year¹ | Methodology | P25 (lower quartile) | P50 (median) | P75 (upper quartile) |
|---|---|---|---|---|
| 2025² | A | 12:1 | 10:1 | 9:1 |
| 2024 | A | 11:1 | 9:1 | 8:1 |
| 2023 | A | 13:1 | 11:1 | 9:1 |
| 2022 | A | 25:1 | 20:1 | 17:1 |
| 2021 | A | 15:1 | 13:1 | 11:1 |
| 2020 | A | 14:1 | 12:1 | 10:1 |
| 2019 | A | 23:1 | 14:1 | 11:1 |
Notes:
1 For 2019-2024, the pay ratios shown are as disclosed in the relevant year's report
2 For 2025, the single figure of total remuneration of the individuals at P25, P50 and P75 was £98,194, £119,259 and £134,668 respectively. The base salaries of the same individuals were £82,592, £97,339 and £113,834 respectively
Total remuneration is as defined in the single total figure of remuneration for Executive Directors. EnQuest has determined the P25, P50 and P75 individuals with reference to a ranking of total remuneration and by identifying those employees with the most typical pay structure of a UK-based employee. All employees have been included as at 31 December 2025, with remuneration of part-time employees and those employees on statutory leave included on a full-time equivalent basis. The increase in the CEO pay ratio in 2025 can be attributed to a higher bonus outcome.
In setting both the CEO remuneration and the remuneration structures for the wider UK workforce, EnQuest has adopted a remuneration structure which includes the same elements for employees at all levels (base pay, benefits, pension, cash bonus and share awards). While all employees receive a base salary that is market competitive for their role and communicate with our business size, differences exist in the quantum of variable pay that is achievable by the senior executive team and by individuals at senior management levels within the Group. At these levels, where there is a greater opportunity to influence Group performance, there is a greater emphasis on aligning executives with shareholders. Based on this distinction, the Group believes that the median pay ratio is consistent with the wider pay, reward and progression policies impacting UK employees.
Relative spend on pay
The table below shows the actual expenditure of the Group on total employee pay, as well as profitability and distributions to shareholders, and the change between the current and previous years:
| 2024 (£m) | 2025 (£m) | Change | |
|---|---|---|---|
| Adjusted EBITDA³ | 673 | 504 | (25)% |
| EnQuest net debt | 386 | 434 | 12% |
| Distribution to shareholders | 9 | 15 | 67% |
| Total employee pay | 91 | 88 | (3)% |
Notes:
1 Adjusted EBITDA has been chosen as an appropriate measure of return to shareholders and net debt as a measure of EnQuest's commitment to its lenders (see Glossary - Non-UAAF measures on page 192 for how these are calculated)
116-117
Directors' Remuneration Report continued
Change in Directors' pay relative to the workforce
These tables show the percentage change in remuneration of EnQuest Directors and employees over time. Executive Director remuneration includes base salary, benefits (including employer pension contribution and/or allowance) and annual bonus. Non-Executive Director remuneration includes base fee and any additional fees paid, and any other benefits. Data is shown on a full-time equivalent basis. UK employees have been chosen as the most appropriate comparator group as the majority of the EnQuest workforce is UK based and their pay structure is comparable to the Directors' pay based on annualised amounts paid in 2024 and 2025.
| Director^{1} | Base salary/fees | Benefits | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 to 2025 | 2023 to 2024 | 2022 to 2023 | 2021 to 2022 | 2020 to 2021 | 2024 to 2025 | 2023 to 2024 | 2022 to 2023 | 2021 to 2022 | 2020 to 2021 | |
| Amjad Bseisu | 0 | 17 | 4 | 3 | 5 | 0 | 0 | 10 | 0 | 0 |
| Jonathan Copus | 0 | n/a | n/a | n/a | n/a | 0 | n/a | n/a | n/a | n/a |
| Gareth Penny | 0 | 0 | 0 | n/a | n/a | n/a | n/a | n/m | n/a | n/a |
| Farina Khan | 2 | 20 | (23) | 42 | 0 | n/a | n/a | n/a | n/a | n/a |
| Michael Borrell | 6 | 13 | n/a | n/a | n/a | n/a | n/a | n/a | n/a | n/a |
| Rosalind Kainyah | 0 | n/a | n/a | n/a | n/a | n/a | n/a | n/a | n/a | n/a |
| Marianne Daryabegui | 0 | n/a | n/a | n/a | n/a | n/a | n/a | n/a | n/a | n/a |
| UK employees (avg) | 0 | 4 | 4 | 3 | 0 | 0 | 0 | 10 | 0 | 0 |
| Bonus^{2} | Bonus^{3} | |||||||||
| --- | --- | --- | --- | --- | --- | |||||
| 2024 to 2025 | 2023 to 2024 | 2022 to 2023 | 2021 to 2022 | 2020 to 2021 | ||||||
| Amjad Bseisu | 32 | (12) | (7) | 17 | 9 | |||||
| Jonathan Copus | 32 | n/a | n/a | n/a | n/a | |||||
| UK employees (avg) | (34) | 2 | 10 | (7) | 3 |
Notes:
n/a - not applicable; n/m - not meaningful
-
Changes in Directors and responsibilities during the 2024 and 2025 financial years which are relevant to the calculations above are as follows:
a. Michael Borrell was appointed as Chair of the Sustainability and Risk Committee on 31 May 2024
b. Rosalind Kainyah was appointed to the Board and as Chair of the Remuneration and Social Responsibility Committee on 30 May 2024
c. Marianne Daryabegui was appointed to the Board on 30 May 2024 -
Jonathan Copus' percentage change in bonus is calculated on a full year proforma basis with respect to the 2024 bonus value. The vast majority of UK-based employees directly support the North Sea business and have a proportion of their bonus based on the performance of the business unit reflected in their annual bonus payment. The figures shown are reflective of any bonus earned during the respective financial year. Non-Executive Directors are not eligible to participate in the annual bonus scheme and therefore no data is shown for them in the annual bonus table
Statement of implementation of the Remuneration Policy for the year ending 31 December 2026
Base salaries and 2026 pay review
As stated in the annual statement to this report, the remuneration for the Executive Directors is geared towards variable pay linked to long-term performance targets, with base salaries currently set in relation to benchmarks for the energy industry and comparable sized companies. In the view of the Committee, it is therefore important to ensure that the base salaries of the Executive Directors are reviewed annually and that any increase reflects the change in scale and complexity of the role, as well as the performance of the Executive Director. Following its latest review, the Committee approved a 4.0% increase for both Amjad Bseisu and Jonathan Copus with effect from 1 January 2026:
| Salary for 2025 | Salary for 2026 | Increase | |
|---|---|---|---|
| Amjad Bseisu | £600,000 | £624,000 | 4.0% |
| Jonathan Copus | £400,000 | £416,000 | 4.0% |
The budgeted salary uplift for Group employees was 4%, although individual uplifts varied according to individual experience and performance.
Pension and other benefits
The Group will continue to pay a cash benefit in lieu of pension of the lesser of 10% of salary or £50,000 (the CEO receives the pension benefit at the capped level). The Group will also continue to pay private medical insurance, life assurance and personal accident insurance, the costs of which are determined by third-party providers.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Annual bonus
For the year ended 31 December 2026, annual bonus opportunities for the Executive Directors will remain unchanged and in line with the Policy of 75% of salary at target and 125% of salary at maximum. Any amount of bonus earned above 100% of salary will be deferred into EnQuest shares for two years, subject to continued employment.
As in previous years, annual bonuses will be based on a combination of financial and operational results and the achievement of key accountability objectives. The bonus for both Executive Directors will continue to be based wholly on achievement against the Company Performance Contract ('CPC').
CPC metric categories and weightings are set out in the table below. Reflecting concerns around commercial sensitivity, precise targets have not been disclosed in advance; to the extent that the targets are no longer commercially sensitive, they will be disclosed in next year's report. Each specific metric will have threshold, target and stretch performance levels defined.
| Metric category | Weight |
|---|---|
| Production | 17.5% |
| Expenditure | 10.0% |
| Regulatory, ESG and culture | 6.0% |
| Liquidity management | 7.5% |
| Balance sheet management | 15.0% |
| Growth | 44.0% |
Performance in HSEA is central to EnQuest's overall results and so, as in previous years, this category may be used as an overlay on overall Group performance.
Performance share awards
Amjad Bseisu and Jonathan Copus will each receive a 2026 PSP award of 185% of salary, lower than the normal award of 250%, recognising the current share price relative to historic levels. Consistent with last year, the 2026 PSP will be based on a blend of relative TSR, absolute TSR and emissions reduction targets weighted 40%, 40% and 20%, respectively, as shown in the table below. The Committee, at its 3 February 2026 meeting, determined that the Absolute TSR targets should be consistent with those set for the 2025 award noting that EnQuest's three-month average share price to 31 December 2025 is similar to that when the Committee set targets last year. The Committee is aware that, at the time of finalising this report, certain global events had impacted the oil price with some benefits to the Company's share price; the Committee will take this into account at the time of vest to ensure overall PSP vesting is reflective of underlying company performance. The emission reduction targets have been increased and reflect the trajectory implied by the North Sea Transition Deal and a more stretching target of 55% emissions reduction by 2030.
| Measure | Weight | Threshold (25% vesting) | Maximum (100% vesting) |
|---|---|---|---|
| Relative TSR^{1} | 40% | 50th percentile | 75th percentile or higher |
| Absolute TSR^{2} | 40% | 17.0p | 22.0p or higher |
| Emission reduction^{3} | 20% | 33.3% reduction | 45.8% reduction or more |
Notes:
Straight-line vesting between Threshold and Maximum.
- The TSR comparators for the 2026 PSP cycle are Capricorn Energy, Energean, Gulf Keystone Petroleum, Harbour Energy, Hibiscus Petroleum, Khaca Energy, Jersey Oil & Gas, Kidas, Senica Energy and Tallow Oil
- Average share price over the period 1 October 2028 to 31 December 2028, plus any dividends paid FY26–FY28
- Reduction at the end of 2028 relative to 2018 baseline
Non-Executive Director fees
The fees for the Non-Executive Directors with effect from 1 January 2026 are as follows:
| Fee for 2025 | Fee for 2026 | Increase | |
|---|---|---|---|
| Chairman | £200,000 | £208,000 | 4% |
| Director | £60,400 | £62,400 | 4% |
| Senior Independent Director additional fee | £10,000 | £10,000 | 0% |
| Committee Chair additional fee | £10,000 | £10,000 | 0% |
Rosalind Kainyah
Chair of the Remuneration and Social Responsibility Committee
24 March 2026
118–119
Sustainability and Risk Committee report
As our portfolio expands globally, our commitment to safe, sustainable and well-governed growth remains unchanged.
Chair of the Sustainability and Risk Committee
Michael Borrell
Dear shareholders
On behalf of the Board and my fellow Committee members, I am pleased to present the report for the Sustainability and Risk Committee.
Providing rigorous oversight of risk and sustainability remains central to the Committee's mandate. It ensures that the Group operates within an appropriate controls framework and sustainability initiatives are robust, forward-thinking, and capable of withstanding challenges. During the year, the Committee continued to provide oversight of the Group's risk management framework, with focus on emerging and strategic risks. The Committee reviewed the Group's progress toward its net zero pathway, including the appropriateness of interim decarbonisation milestones, their linkage to Executive Directors' targets, supporting near-term action and investment plans and the proposed material controls framework to mitigate principal risks.
The Group also has several processes in place to provide effective internal control, including reviews of fraud, anti-bribery and whistleblowing policies and a risk management framework under which controls, and their effectiveness, are managed and evaluated.
Climate, new energy and decarbonisation
During 2025, the Committee continued to focus on climate change and EnQuest's alignment with current and upcoming sustainability disclosure requirements. Key areas of attention included development of EnQuest's TPT roadmap to support IFRS-aligned disclosures, approaches to comply with the import requirements associated with EU import requirements and ongoing discussions surrounding the evolution of EnQuest's wider sustainability strategy.
EnQuest continues to make strong progress in reducing operational emissions. Under the UK Government's North Sea Transition Deal, the industry is required to achieve reductions of 10% by 2025, 25% by 2027, and 50% by 2030 relative to a 2018 baseline. EnQuest has already surpassed the 2025 and 2027 milestones, with 2025 operational emissions achieving a 46% reduction in combined Scope 1 and Scope 2 emissions against the 2018 baseline, comfortably outperforming the interim NSTA targets and demonstrating sustained delivery of the Group's emissions-reduction initiatives. To maintain integrity and comparability in its emissions reporting trajectory, the Group's emissions-reduction baseline has been adjusted to account for the Vietnam acquisition being added to EnQuest's operational asset base.
Over the year, the Committee also reviewed progress on asset-level decarbonisation, assessed both short and medium-term opportunities within the decarbonisation pipeline, and monitored developments in evolving UK governance and sustainability reporting requirements to ensure the Group remains fully prepared for future regulatory expectations.
HSE & Asset integrity ('HSEA')
The health and safety of our personnel remains a key priority for the Group. Throughout 2025, the Committee continued to undertake detailed analysis of specific risk areas to ensure that asset integrity and the safety of our personnel are not compromised.
The Committee believes that significant progress has been made in relation to this risk focus area. Asset integrity management within the Group is risk based, proportionate and focused and relevant risks are considered as part of the budget process. Engagement with the Health and Safety Executive ('HSE') and Offshore Petroleum Regulator for Environment and Decommissioning ('OPRED') remained
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
positive throughout 2025 with no enforcement action following an active inspection programme. The same positive relationship extends to the regulators in South East Asia. The business has continued to build on its Process Safety Leadership foundations in terms of people, process and plant.
Personal safety performance was excellent in Malaysia with zero lost time incidents in 2025. However, performance was challenged in the North Sea and Vietnam, particularly in respect of logging indicators associated with routine tasks at site. The Committee and Board spent considerable time reviewing the performance to understand the underlying trends and improvement plans and the Committee considers that the learning culture within the Group ensures that the causes of incidents are established, shared and action plans adequately implemented to prevent recurrence. Reflecting the desire for improved performance, the Group's integrated HSEA Continuous Improvement Plan focuses on the key areas to drive enhanced performance during 2026 and future years.
Risk Management Framework
The Group has a robust Risk Management Framework, which the Committee reviews regularly to ensure that it reflects the full extent of risks and controls in a rapidly evolving sector. In 2025, the Committee discussed the evolved treatment of risk and other upcoming changes in the Financial Reporting Council's 2024 Corporate Governance Code, specifically provision 29, and approved enhancements to specific risk areas. In 2025, the Committee held several joint meetings with the Audit Committee to prepare for the Directors' 2026 Annual Report declaration on the effectiveness of material controls. Together, the Committees refined the Group's principal risks to ensure appropriate strategic focus and have progressed documentation of the Controls Framework for material controls identified. This documentation, including an updated assurance plan aligned with the existing assurance framework, will support the Board in making the declaration in line with the Corporate Governance Code.
Technical and reserves
During the year, the Committee reviewed several business development opportunities and the technical assumptions underpinning them and was satisfied with both the process and outcome.
It has been an exciting year in South East Asia, with the expansion of the Seligi gas agreement in Malaysia, and three new country entries via completion of the Vietnam acquisition in early July 2025 to being awarded an operated production sharing agreement for Block C in Brunei. EnQuest also signed Production Sharing Contracts for the Goea and Goea II exploration blocks, located in Papua Barat, Indonesia with the bp-led Tongguh partnership that entrusted EnQuest with operatorship of these important blocks. These exciting portfolio additions provide a clear pathway for EnQuest to grow in the region and reinforce its strong operational delivery.
I am confident that this Committee will continue to make a very positive impact with regard to the Group's asset strategy, risk management framework, investment opportunities and net zero ambition.
Michael Borrell
Chair of the Sustainability and Risk Committee
24 March 2026
Sustainability and Risk Committee membership
The Committee having appointed new members, provides its membership in the table below:
| Member | Date appointed
Committee member | Attendance at
meetings during
the year |
| --- | --- | --- |
| Michael Borrell | 30 August 2023 | 3/3 |
| Rosalind Kainyah | 30 May 2024 | 3/3 |
| Marianne Daryabegui | 30 May 2024 | 3/3 |
Committee responsibilities
The main responsibilities of the Committee are to:
- conduct in-depth analysis of Company risks as requested by the Board or identified by the Committee;
- support and enhance the Group's Risk Management framework;
- conduct detailed reviews of key non-financial risks not reviewed within the Audit Committee; and
- undertake additional actions as directed by the Board in relation to technical, reserves, business development, HSE, risk and sustainability issues.
The Committee's full terms of reference can be found on the Group's website, www.enquest.com/investors/corporate-governance.
Committee activities during the year
Over the year, the Sustainability and Risk Committee covered the following matters:
- Reviewed HSEA processes and culture and the Group's Risk Management Framework; including continuous improvement planning
- Assessed the Group Risk Register, assurance map and Risk Report, ensuring climate-related risks were appropriately integrated
- Received routine updates on the Group's HSEA performance, emission reduction progress and targets and contributions to the United Nations SDG 12
- Received routine updates on the Group's reserves, business development efforts and business planning; and broader market opportunities to promote the Group's strategy
For further information on these risks, please see the Risks and uncertainties section on pages 65 to 73.
Priorities for the coming year
In 2026, the Committee will continue to focus on core risk areas, technical and reserves matters, business development, HSE and sustainability. Key priorities include improving personal safety performance of contractors, deliver a process safety competency roadmap and progress emission reduction commitments. The Committee will continue to ensure alignment with the Group's long-term value and growth ambitions.
170-171
Directors' report
The Directors of EnQuest present their Annual Report together with the Group and Company audited financial statements.
Company Secretary
Kate Christ
Corporate governance statement
The Group's corporate governance statement is set out on pages 96 to 99 and the Audit Committee report is set out on pages 103 to 109. Both are incorporated into the Directors' report by reference.
Directors
The biographical details of all persons who served as Directors of the Company during the financial year ended 31 December 2025 are set out on pages 92 to 93.
Directors' indemnity provisions
Under the Company's Articles, the Directors of the Company may be indemnified out of the assets of the Company against certain costs, charges, expenses, losses or liabilities which may be sustained or incurred in or about the execution of their duties. Such qualifying third-party indemnity provisions were in force during the financial year ended 31 December 2025 and remain in force as at the date of approving this Directors' report. Former Directors also received indemnities for the period for which they were Directors of the Company. Such indemnities are in a form consistent with the limitations imposed by law.
Substantial interests in shares
The table below shows the holdings in the Company's issued share capital at 31 December 2025, which had been notified to the Company in accordance with Chapter 5 of the Disclosure Guidance and Transparency Rules ('DTR'). Between 31 December 2025 and the date of this report, the Company received notification from Cobas Asset Management disclosing an interest of 6.98%:
| Name | % of issued share capital held at 31 December 2025^{2} |
|---|---|
| Bseisu consolidated interests^{1} | 12.45 |
| Aberforth Partners LLP | 11.25 |
| Cobas Asset Management | 9.12 |
| Hargreaves Lansdown Asset | 5.66 |
| Schroders Plc | 6.01 |
| Avanza Bank AB (SE) | 3.20 |
Notes:
1. See Directors' interests on below for breakdown of holding
2. Rounding applies
Directors' interests
The interests of the Directors and their connected persons in the Ordinary shares of the Company, which are unchanged between 31 December 2025 and 26 March 2026, are shown below:
| Name | Shares owned outright 24 March 2026 |
|---|---|
| Amjad Bseisu^{1} | 234,732,857 |
| Jonathan Copus | – |
| Gareth Penny^{3} | 137,047 |
| Michael Borrell | 129,829 |
| Rosalind Kainyah | – |
| Marianne Daryabegui | 168,160 |
| Farina Khan | 211,235 |
Notes:
1. 201,881,058 shares are held by Double A Limited, a company beneficially owned by the extended family of Amjad Bseisu. 32,674,840 shares are also held by The Amjad and Suha Bseisu Foundation and 176,959 shares are held directly by Amjad Bseisu
2. 62,500 shares are held directly by Gareth Penny, with a further 74,547 shares held by his wife, Kate Penny
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Share capital
The Company's share capital during the year consisted of Ordinary shares of £0.05 each ('Ordinary shares'). Each Ordinary share carries one vote. At the start of 2025, there were 1,885,029,503 Ordinary shares in issue. The Company confirms that there are no specific limitations on the holding of its securities.
At the 2025 Annual General Meeting ('AGM') an ordinary resolution was passed authorising the Directors to allot new Ordinary shares up to a nominal value of £30,997,392, equivalent to one-third (33.33%) of the issued share capital of the Company. This resolution also authorised the Directors to allot up to two-thirds (66.67%) of the total issued share capital of the Company, although only in the case of a rights issue. A further special resolution was passed to effect a disapplication of pre-emption rights for a maximum of 20% of the issued share capital of the Company. These authorities are valid until the 2026 AGM or 30 June 2026, whichever is sooner. The Directors propose to renew each of these authorities at the 2026 AGM to be held on 22 May 2026.
The Company was also authorised by shareholders at the 2025 AGM to purchase its own Ordinary shares in the market of up to a limit of 10% of its issued share capital, subject to certain conditions laid out in the authorising resolution. At the 2026 AGM, shareholders will be asked to renew authorities relating to the issue and purchase of Company shares. Details of the resolutions are contained in the Notice of AGM, which can be found on the Company's website at https://www.enquest.com/investors/shareholder-information/annual-general-meetings.
At 31 December 2025 there were 1,885,029,503 Ordinary shares in issue, with 20,000,000 being held in Treasury. All of the Company's issued Ordinary shares have been fully paid up. Further information regarding the rights attaching to the Company's Ordinary shares can be found in note 19 to the financial statements on page 168. No person has any special rights with respect to control of the Company.
The Company's Ordinary shares are listed on the London Stock Exchange.
Company share schemes
Shares are held in an employee benefit trust ('EBT') for the purpose of satisfying awards made under the various employee share plans. In 2025, the EBT was allotted 5,000,000 Ordinary shares, which had been held in Treasury for the purpose of satisfying the EBT. At year end, the EBT held 0.21% of the issued share capital of the Company for the benefit of employees and their dependants. 20,000,000 Ordinary shares are being held in Treasury, to be issued to the EBT as required. The voting rights in relation to these shares are exercised by the Trustees, who may vote the shares they hold at their discretion. In addition, as required to be disclosed in accordance with Listing Rule 6.6.1.6, the Trustees of the EBT have waived its rights to receive dividends on the shares it holds.
Employee engagement
The Board recognises the importance of maintaining an open dialogue with employees and understands that effective engagement supports the long-term success of the Company. Employees are informed about noteworthy business issues and other matters of concern via country-level town hall meetings, Global Town Hall meetings (whereby staff in all geographic locations are invited to attend), email and other in-person and electronic communications, particularly the Company's intranet and internal 'Viva Engage' channel. During the year, employee engagement was primarily undertaken through regular Company-wide town hall meetings, which provided an opportunity for senior management to communicate business performance, strategic priorities and key developments, and for employees to ask questions and provide feedback.
Face-to-face briefing meetings are used along with virtual communications to ensure all employees have the opportunity to participate. Appropriate consultations take place with employees when business change is undertaken. Rosalind Kainyah remained the Designated Director for Employee Engagement in 2025 and continues to meet with global employees via the Employee Forum. As a Designated Director, Rosalind has the responsibility to ensure the Board gets a clear understanding of the views of employees in accordance with the requirement of the Corporate Governance Code.
The Board will continue to keep its approach to employee engagement under review.
Staff have historically had access to the HMBC-approved Save As You Earn ('SAYE') Scheme as part of its wider approach to share ownership. However, no SAYE invitation was operated during 2025. Participation in the Performance Share Plan is limited to eligible senior employees.
Articles of Association
The Company's Articles of Association may only be amended by special resolution at a General Meeting of shareholders. The Company's Articles, found on the Company's website at https://www.enquest.com/investors/corporate-governance, contain provisions on the appointment, retirement and removal of Directors, along with their powers and duties.
Directors are submitted for re-election at every AGM and appointments are made by a separate resolution. The Company also reserves the right to remove a Director before expiration of their term by special resolution.
The rights and obligations relating to the Company's Ordinary shares are set out in the Articles of Association. Holders of Ordinary shares are entitled to attend, speak and vote at general meetings. In a vote on a show of hands, every member present in person or every proxy present, who has been duly appointed by a member, will have one vote and on a poll every member present in person or by proxy shall have one vote for every ordinary share held. These rights are subject to any special terms as to voting upon which any shares may be issued or may at the relevant time be held and to any other provisions of the Company's Articles of Association. Under the Companies Act 2006 and the Articles of Association, directors have the power to suspend voting rights and, in certain circumstances, the right to receive dividends in respect of shares where the holder of those shares fails to comply with a notice issued under section 793 of the Companies Act 2006.
Subject to the provisions of the Companies Act 2006, all or any of the rights attaching to an existing class of shares may be varied from time to time, either with the consent in writing of the holders of not less than three-quarters in nominal value of the issued shares of that class (excluding any treasury shares) or with the sanction of a special resolution passed at a separate general meeting of the holders of those shares.
Annual General Meeting
The Company's AGM will be held at Ashurst LLP, London Fruit & Wool Exchange, 1 Duval Square, London, E1 6PW, United Kingdom on 22 May 2026. Formal notice of the AGM, including details of special business, is set out in the Notice of AGM which accompanies this Annual Report. It is available on the Group's website at https://www.enquest.com/investors/shareholder-information/annual-general-meetings.
Registrar
The Company's Ordinary shares are traded on the London Stock Exchange. The Company's share registrar is MUFG Corporate Markets, details of which can be found in the Company information section on the inside back cover of the Annual Report.
122-123
Directors' report continued
Political donations
At the 2025 AGM, a resolution was passed giving the Company authority to make political donations and/or incur political expenditure as defined in Sections 362 to 379 of the Companies Act 2006. Although the Company does not make and does not intend to make political donations or to incur political expenditure, the legislation is very broadly drafted and may catch such activities as funding seminars or functions to which politicians are invited, or may extend to bodies concerned with policy review, law reform and representation of the business community that the Company and its subsidiaries might wish to support.
No political donations were made in 2025 by the Company, or any of its subsidiaries (2024: no donations).
Dividends
The Company declared a final ordinary dividend of 0.616 pence per share (equivalent to c.$15 million) in 2025. In 2026, the Board of Directors are proposing a final ordinary dividend of 0.801 pence per share (equivalent to c.$20 million), see note 8 on page 157.
Any future shareholder distributions will be reviewed in the context of the Company's expected future cash flows and the Board's aims of preserving a balanced programme of value-led and growth-focused organic and inorganic investment. Future distributions remain subject to the earnings and financial condition of the Company meeting the conditions for shareholder distributions which the Company has agreed with its lenders and such other factors as the Board of Directors of the Company consider appropriate, including the requirements of the Companies Act.
Change of control agreements
The Company (or other members of the Group) are not party to any significant agreements which take effect, alter or terminate upon a change of control of the Company following a takeover bid, except in respect of:
(a) the secured Reserve Based Lending facilities agreement, which includes provisions that, upon a change of control, permit each lender not to provide certain funding under that facility and to cancel its commitment to provide that facility and to require repayment of the credit which may already have been advanced to the Company and the other borrowers under the facility;
(b) the deeds of indemnity, pursuant to which the sureties have agreed to consider requests to issue, procure or participate in surety bonds, each include provisions that, upon a change of control, permit each surety to require the indemnitors to provide cash cover in respect of the liability assumed by the sureties (and costs and fees of the sureties) in relation to the Company and the other indemnitors under the deeds; and
(c) the indenture governing the Company's high yield notes originally due 2027, which at the date of this report have an aggregate nominal amount of approximately $465.0 million, under which if the Company undergoes certain events defined as constituting a change of control, each holder of the high yield notes may require the Company to repurchase all or a portion of its notes at 101% of their principal amount, plus any accrued and unpaid interest.
Research and Development
The Company did not undertake any research and development activities during the financial year (2024: nil).
Directors' statement of disclosure of information to auditor
The Directors in office at the date of the approval of this Directors' report have each confirmed that, so far as they are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the Company's auditor is unaware, and each of the Directors has taken all the steps they ought to have taken as a Director to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information. This confirmation is given and should be interpreted in accordance with the provisions of Section 418 of the Companies Act 2006.
Responsibility statements under the DTR
The Directors who held office at the date of the approval of the Directors' report confirm that, to the best of their knowledge, the financial statements, prepared in accordance with UK-adopted IFRS, 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 a whole; and the Directors' report, Operating review and Financial review, which together constitute the management report (for the purposes of DTR 4.1.8R), include 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.
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.
Independent auditor
Having reviewed the independence and effectiveness of the auditor, the Audit Committee has recommended to the Board that the existing auditor, Deloitte, be reappointed. Deloitte has expressed its willingness to continue as auditor. An ordinary resolution to reappoint Deloitte as auditor of the Company and authorising the Directors to set its remuneration will be proposed at the forthcoming AGM. Information on the Company's policy on audit tendering and rotation is on page 109.
Going concern
The Group's business activities, together with the factors likely to affect its future development, performance and position, are set out in the Strategic report on pages 02 to 88. The financial position of the Group, its cash flow, liquidity position and borrowing facilities are described in the financial review on pages 36 to 41. The Board's assessment of going concern and viability for the Group is set out on pages 40 and 41. In addition, note 27 to the financial statements on page 174 includes: the Group's objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and hedging activities; and its exposures to credit risk and liquidity risk.
Greenhouse gas ('GHG') emissions
EnQuest has reported on all of the emission sources within its operational control required under the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 and The Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018. These sources fall within the EnQuest consolidated financial statements. EnQuest has used the principles of the GHG Protocol Corporate Accounting and Reporting Standard (revised edition), ISO 14064-1 and data gathered to fulfil the requirements under the 'Environmental Reporting Guidelines: including streamlined energy and carbon reporting guidance March 2019'. The Streamlined Energy & Carbon Reporting ('SECR') report includes assets which are in the operational control of EnQuest.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
| Emissions | 2025^{a} SECR | 2024^{a} SECR | 2018^{b} baseline |
|---|---|---|---|
| Total emissions tCO_{2}e^{2} | 6,900,362 | 6,622,087 | 1,704,893 |
| Scope 1 Total emissions tCO_{2}e | 1,032,517 | 996,749 | 1,617,366 |
| Scope 2 Total emissions tCO_{2}e | 35,846 | 71,603 | 87,526 |
| Scope 1 Extraction emissions tCO_{2}e^{2} | 964,971 | 890,175 | 1,562,507 |
| Scope 2 Extraction emissions tCO_{2}e^{3} | 603 | 419 | 1,515 |
| Extraction intensity ratio kgCO_{2}e/Boe^{2} | 45.67 | 46.28 | 47.54 |
| Scope 1 Terminal (SVT) emissions tCO_{2}e^{2,3} | 67,546 | 106,573 | 54,859 |
| Scope 2 Terminal (SVT) emissions tCO_{2}e^{2,3} | 35,243 | 71,184 | 86,011 |
| Terminal (SVT) intensity ratio kgCO_{2}e/Boe^{2} throughput^{2,3,7} | 3.30 | 5.03 | 4.65 |
| Scope 3 Emissions tCO_{2}e (All Operations)^{b} | 5,831,999 | 5,553,735 | N/A |
| Energy Consumption^{c} | 2025 SECR 2024 SECR | ||
| Total kWh | 4,417,894,541 4,442,944,699 | ||
| Scope 1 Extraction kWh | 3,971,537,095 3,651,965,090 | ||
| Scope 2 Extraction kWh | 1,298,641 925,516 | ||
| Extraction intensity ratio kWh/Boe^{2} | 187.90 189.84 | ||
| Scope 1 Terminal (SVT) kWh^{2,3} | 244,374,246 401,045,291 | ||
| Scope 2 Terminal (SVT) kWh^{2,3} | 200,684,558 389,008,803 | ||
| Terminal (SVT) intensity ratio kgCO_{2}e/Boe^{2} throughput^{2,3,7} | 14.30 22.38 | ||
| UK and Overseas Breakdown | 2025 SECR (operational control) scope 2024 SECR (operational control) scope | ||
| Scope 1 UK onshore tCO_{2}e^{2} | 67,551 | 106,578 | |
| UK offshore tCO_{2}e^{2} | 602,973 | 606,184 | |
| Non-UK tCO_{2}e | 361,993 | 283,987 | |
| Scope 2 UK onshore tCO_{2}e^{2} | 35,355 | 71,289 | |
| UK offshore tCO_{2}e^{2} | 0 | 0 | |
| Non-UK tCO_{2}e | 490.59 | 314 | |
| Scope 3 UK onshore tCO_{2}e^{2,5} | 976 | 14,170 | |
| UK offshore tCO_{2}e^{2,5} | 4,230,011 | 4,412,646 | |
| Non-UK tCO_{2}e^{2,5} | 1,601,013 | 1,126,920 | |
| Scope 1 UK onshore kWh | 244,401,405 | 401,066,953 | |
| UK offshore kWh | 2,408,693,829 | 2,414,152,936 | |
| Non-UK kWh | 1,562,816,107 | 1,237,790,492 | |
| Scope 2 UK onshore kWh | 201,317,272 | 389,515,744 | |
| UK offshore kWh | 0 | 0 | |
| Non-UK kWh | 665,927 | 418,575 |
Notes:
1 When it is considered that the portfolio of assets under a company's operational control has changed significantly, the baseline, which is based on verified scope data, is recalculated to an appropriate comparative period for which good data is available. As such, the baseline is currently 2018
2 tCO₂e = tonnes of CO₂ equivalent. kgCO₂e = kilogrammes of CO₂ equivalent. Boe = barrel of oil equivalent. EnQuest is required to report the aggregate gross (100%) emissions for those assets over which it has operational control. As such, the extraction intensity ratio is calculated by taking the aggregate gross (100%) reported Scope 1 and 2 kgCO₂e from those assets divided by the aggregate gross (100%) hydrocarbon production from the same assets. The throughput ratio is calculated by taking the aggregate gross (100%) reported Scope 1 and 2 kgCO₂e from SVT divided by the aggregate total throughput at the terminal
3 Note on uncertainty: The uncertainty for total emissions within the verified scope is calculated as 1.54%. SVT emissions in isolation are not within 5% due to the steam and electricity meters for SVT not having supportable uncertainties
4 60a-watt hour (kWh) data is reported on a net calorific value basis throughput
5 EnQuest's Scope 3 emissions breakdown for 2025 includes Category 5 'waste generated in operations' (467 tCO₂e), Category 6 'business travel' (6,370 tCO₂e), Category 7 'commuting emissions' (367 tCO₂e) and Category 11 'use of sold product' (5,824,796 tCO₂e). This is consistent with EnQuest's Scope 3 emissions breakdown from 2024.
6 2022 was the first year that the PME/Seligi (Malloyson) asset was included within the verified scope due to availability of supportable metering uncertainty documentation. The 2018 baseline figures in the tables above are quoted for all assets in the operational control of EnQuest but it is declared for transparency that the PME/Seligi asset contribution was not verified for the 2018 baseline
7 Intensity ratios are calculated against Scope 1 and Scope 2 emissions only and, as such, exclude Scope 3 emissions
124-125
Directors' report continued
Energy efficiency strategy
EnQuest recognises that industry, alongside other key stakeholders such as governments, regulators and consumers, must contribute to reducing the impact on climate change of carbon-related emissions. The Group is committed to playing its part in the achievement of national emission-reduction targets and the drive to net zero. EnQuest aims to reduce emissions generated through its operations by utilising a detailed project delivery process. The status of emission-reduction opportunities and projects is discussed at regular Emissions Reduction Workshops and reviewed at Board level via the Sustainability and Risk Committee.
Emission-reduction projects managed through this established process include compressor re-mapping at the Greater Kittiwake Area, the commissioning of waste heat recovery units on Kraken and the delivery of both a flare purge reduction and a flare passing valve replacement programme on Magnus. In the longer term, Veri Energy, EnQuest's wholly owned subsidiary, is developing cost-effective and efficient plans to repurpose the terminal site and connected offshore infrastructure to fulfil its ambition of creating a new energy and decarbonisation hub at the Sullom Voe Terminal ('SVT').
SECR (operational control) scope
EnQuest has a number of financial interests (for example, joint ventures and joint investments), as covered in this Annual Report for which it does not have operational control. In line with SECR and ISO 14064-1 guidance, only those assets where EnQuest has operational control greater than 50% are captured within the SECR reporting boundary. Where EnQuest has less than 50% operational control of an asset, it is not included within the SECR reporting boundary. Hence, the SECR operational control boundary is different to EnQuest's financial boundary. In line with SECR guidance, this is fully disclosed.
ISO-14064 verified scope
EnQuest has voluntarily opted to have emissions reported within the SECR scope verified to the internationally recognised ISO 14064-1 standard by a UKAS accredited verification body. This increases the robustness of the reported emissions and provides the reader with more confidence in the stated figures. This goes beyond the minimum requirements of the SECR guidance.
Further disclosures
The Company has set out disclosures in the Strategic report in accordance with Section 414C(11) of the Companies Act (2006) – information required by Schedule 7 to the Accounting Regulations to be contained in the Directors' report. These disclosures and any further disclosure requirements as required by the Companies Act 2006; Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008; The Companies (Miscellaneous Reporting) Regulations 2018; the FCA's Listing Rules; and DTR are found on the following pages of the Company's Annual Report and are incorporated into the Directors' report by reference.
| Disclosure number | Page |
|---|---|
| Future developments | 10-17 |
| Acquisitions and disposal | 24-27 |
| Fair treatment of disabled employees | 60 |
| Anti-slavery disclosure | 43 |
| Corporate governance statement | 96 |
| Gender diversity | 61, 102 |
| Financial risk and financial instruments | 176 |
| Important events subsequent to year end | 182 |
| Branches outside of the UK | 180 |
| Stakeholder engagement | 86 |
| Related party transactions | 176 |
| Dividend waiver | 124 |
The Directors' report was approved by the Board and signed on its behalf by the Company Secretary on 24 March 2026.
Kate Christ
Company Secretary
EnQuest PLC Annual Report and Accounts 2025
126-127
Statement of Directors' Responsibilities for the Group Financial Statements
The Directors are responsible for preparing the Annual Report and the Group financial statements in accordance with applicable United Kingdom law and regulations. Company law requires the Directors to prepare Group financial statements for each financial year. Under that law, the Directors are required to prepare Group financial statements under United Kingdom international accounting standards ('IFRS').
Under Company law, the Directors must not approve the Group financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and of the profit or loss of the Group for that period. In preparing the Group financial statements, International Accounting Standard 1 ('IAS') requires that the Directors:
- properly select and apply accounting policies;
- present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
- provide additional disclosures when compliance with the specific requirements in IFRS is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the Group's financial position and financial performance; and
- make an assessment of the Group's ability to continue as a going concern.
Strategic Report Corporate Governance Financial Statements
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 Group financial statements comply with the Companies Act 2006 and Article 4 of the IAS Regulation. 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.
The Directors are also responsible for preparing the Strategic Report, Directors' report, the Directors' Remuneration Report and the Corporate governance statement in accordance with the Companies Act 2006 and applicable regulations, including the requirements of the Listing Rules and the Disclosure and Transparency Rules.
Fair, balanced and understandable
In accordance with the principles of the UK Corporate Governance Code, the Directors are responsible for establishing arrangements to evaluate whether the information presented in the Annual Report, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group's position and performance, business model and strategy, and making a statement to that effect. This statement is set out on page 104 of the Annual Report.
Independent auditor's report
Report on the audit of the financial statements
1. Opinion
In our opinion:
- the financial statements of EnQuest PLC (the 'parent company') and its subsidiaries (the 'Group') give a true and fair view of the state of the Group's and of the parent company's affairs as at 31 December 2025 and of the Group's profit for the year then ended;
- the Group financial statements have been properly prepared in accordance with United Kingdom adopted international accounting standards;
- the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 101 Reduced Disclosure Framework; and
- the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements which comprise:
- the Group Income Statement;
- the Group Balance Sheet;
- the Group Statement of Changes in Equity;
- the Group Statement of Cash Flows;
- the related notes 1 to 31 to the Group financial statements;
- the parent company Balance Sheet;
- the parent company Statement of Changes in Equity; and
- the related notes 1 to 13 to the parent company financial statements
The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and United Kingdom adopted international accounting standards. The financial reporting framework that has been applied in the preparation of the parent company financial statements is applicable law and United Kingdom Accounting Standards, including FRS 101 "Reduced Disclosure Framework" (United Kingdom Generally Accepted Accounting Practice).
2. Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report.
We are independent of the Group and the parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council's (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. The non-audit services provided to the Group and parent company for the year are disclosed in note 4(f) to the financial statements. We confirm that we have not provided any non-audit services prohibited by the FRC's Ethical Standard to the Group or the parent company.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
3. Summary of our audit approach
| Key audit matters | The key audit matters that we identified in the current year were: - Valuation of oil and gas related assets and liabilities - Valuation of decommissioning liability Within this report, key audit matters are identified as follows:
☑ Newly identified
☐ Increased level of risk
☐ Similar level of risk
☐ Decreased level of risk |
| --- | --- |
| Materiality | The materiality that we used for the Group financial statements was $16.8m which was determined on the basis of 3.3% of adjusted EBITDA (the Group have presented a reconciliation of profit from operations before tax and finance costs to adjusted EBITDA in the glossary to the financial statements on page 192). |
| Scoping | EnQuest PLC has three components, being the North Sea, Malaysia and Vietnam. They account for 100% of the Group's revenue, 100% of its adjusted EBITDA and 100% of its net assets, therefore account balances of all components were scoped in. |
| Significant changes in our approach | During the current year, our Group audit scope was expanded to include the newly acquired Vietnam business as a material component, with the results of this component subject to a full scope audit by a component team based in Vietnam. |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
4. Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Our evaluation of the Directors' assessment of the Group's and parent company's ability to continue to adopt the going concern basis of accounting included:
- assessing the reasonableness of the assumptions used in the cash flow forecasts, in particular commodity prices, production profiles and cash costs, by comparison to those used in the Group's impairment tests, as outlined in section 5.1, and obtaining an understanding of any differences
- assessing the historical accuracy of forecasts prepared by management across production, operating expenditure and capital expenditure;
- considering whether the going concern period considered by the Directors, being 12 months from the date of approval of the financial statements, is appropriate and takes into consideration the maturity of the Group's bonds in the 4th quarter of 2027;
- assessing the financing facilities throughout the going concern period, including repayment terms and financial covenants;
- considering the levels of cash and covenant headroom throughout the going concern period, including sensitivity analysis and reverse stress testing;
- assessing the mathematical accuracy of the forecasts and the going concern model; and
- assessing the appropriateness of the Group's and parent company's going concern related financial statement disclosures.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
In relation to the reporting on how the Group has applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the Directors' statement in the financial statements about whether the Directors considered it appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.
5. Key audit matters
Key audit matters are those matters that, in our professional judgement, 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) that we identified. These matters included 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.
128-129
Independent auditor's report continued
5.1. Valuation of oil and gas related assets and liabilities
Key audit matter description
The Group is required to assess the carrying value of oil and gas related assets and liabilities, in line with the relevant accounting standard, at each balance sheet date. In order to appropriately value these assets and liabilities, management is required to forecast future cash flows. These forecast cash flows are used consistently across the:
- Impairment assessment of oil and gas assets;
- Impairment assessment of goodwill;
- Impairment assessment of the parent company investments; and
- Valuation of the deferred tax asset.
The forecast future cash flows contain a high level of management judgement and estimation, particularly in relation to the following significant assumptions:
- Forecast commodity prices;
- Discount rate applied; and
- Reserve estimates and production profiles.
Commodity prices, reserve estimates and production profiles are also impacted by climate-related risks, which increases the level of estimation uncertainty.
Given the level of management judgement and estimation applied in determining the recoverable value of the oil and gas related assets and liabilities, including estimation uncertainty within the significant assumptions outlined above, we consider this to be a key audit matter related to the potential risk of fraud. Our work in this area in respect of the Group was focused on the oil and gas related assets in the North Sea, as these represent 90% of the Group's property, plant and equipment and goodwill.
Impairment assessment of oil and gas assets, goodwill and parent company investments
The Group has performed an impairment assessment for oil and gas assets and goodwill carrying value, by reference to IAS 36 Impairment of Assets. As at 31 December 2025, the net book value of property, plant and equipment, which primarily relates to oil and gas assets, was $2,370 million (2024: $2,298 million) and the Group has recorded a pre-tax impairment reversal of $6 million (2024: impairment charge of $71 million) against certain oil and gas assets, including related right of use assets, as disclosed in note 9.
As at 31 December 2025, the net book value of goodwill was $140 million (2024: $134 million) with the increase in the year relating to the acquisition of Block 12W in Vietnam, as disclosed in note 10. No goodwill impairment charge has been recorded in 2025 (2024: nil).
The Group has also performed an assessment of the carrying value of the parent company's investment in subsidiaries by reference to IAS 36 Impairment of Assets and IFRS 9 Financial Instruments. As at 31 December 2025, the net book value of investments recognised in the parent company balance sheet was $374 million (2024: $372 million) and an impairment reversal of $2 million (2024: $71 million) has been recorded, as disclosed in note 3 of the parent company financial statements.
In 2025, revisions were made to the key assumptions used in impairment tests for oil and gas assets. These revisions included updated oil and gas price assumptions and a change in the Group's post-tax discount rate for these assets from 10% to 9% compared to the prior year. Further details of these assumptions are set out in Note 2.
Valuation of Magnus contingent consideration
The Magnus contingent consideration was valued at $60 million as at 31 December 2025 (2024: $451 million), resulting in a pre-tax gain of $391 million being recognised. In previous years the valuation was based on the estimated future cash flows of the Magnus oil and gas asset. In the current year the valuation was based on the price agreed with bp plc of $60 million to settle this profit share arrangement, in line with IFRS 13 Fair Value Measurements. As this agreement was not finalised until February 2026, judgement was applied by the Directors in concluding that all key terms of the settlement agreement had been finalised with bp prior to year end and hence that the settlement price represented the fair value of the arrangement as of 31 December 2025. Further details of this judgement are provided in note 2 and note 21.
Valuation of the deferred tax asset
As at 31 December 2025, a deferred tax asset of $271 million (2024: $506 million) was recognised, in line with IAS 12 Income Taxes, and based on expected utilisation of both historical tax losses, underpinned by forecasts of future profits, and other temporary differences including that relating to the Magnus contingent consideration arrangement outlined above. The forecast cash flows used to value the deferred tax asset are consistent with the cash flows used for impairment purposes. Further details of the deferred tax asset are disclosed in note 6(c).
Given the interrelated nature of the key areas noted above, management have applied consistent assumptions across all of these valuations where appropriate.
Further details on this matter have been disclosed in the audit committee report on page 103 to 108 and in the "critical accounting judgements and key sources of estimation uncertainty" section of note 2.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
5.1. Valuation of oil and gas related assets and liabilities (C) continued
How the scope of our audit responded to the key audit matter
Our procedures comprised the following:
Procedures on internal controls, valuation models and disclosures
- obtaining an understanding of relevant controls over management's process for identifying indicators of impairment and for performing their impairment assessment and related valuations;
- assessing management's forecasting accuracy through a retrospective review of previous forecasts;
- assessing whether forecast cash flows were consistent with board approved forecasts and budgets, and forecasts used elsewhere, including for going concern and viability purposes;
- assessing, with input from our tax specialists, whether the models appropriately incorporate tax cash flows;
- working with our modelling specialists to evaluate the arithmetical accuracy of the models;
- challenging management's determination of oil and gas cash generating units for impairment purposes, in comparison to the requirements of IAS 36;
- assessing the reasonableness of the various valuations on an aggregate basis, as part of our stand-back procedures;
- evaluating compliance with the relevant accounting standards, including IAS 12 Income Taxes, IAS 36 Impairment of Assets and IFRS 13 Fair Value Measurements; and
- evaluating the adequacy of management's disclosures in relation to impairment and related valuations, including related sensitivity analyses and climate-related disclosures.
Procedures related to the key assumptions used for valuation purposes
Our procedures related to the key assumptions in this key audit matter are:
Forecast commodity prices
- assessing the appropriateness of management's forecast commodity prices, through benchmarking against forward curves, peer information, market data and climate aligned price scenarios;
- performing sensitivity analysis on the pricing assumptions to determine the impact on the valuation conclusions of reasonably possible changes;
- evaluating whether management's pricing assumptions have adequately considered the impact of the risk of lower oil and gas demand due to climate change; and
- assessing future commodity price differentials applied relative to observed differentials experienced from liftings from 2025.
Discount rate
- evaluating, with input from our valuations specialists, the Group's discount rates used in impairment tests and valuations;
- comparing to discount rates of peer UK Continental Shelf upstream companies; and
- assessing whether country risks are appropriately reflected in the Group's discount rates.
Reserves estimates and production profiles
- comparing management's reserves estimates and production profiles to those of their independent reserves expert;
- assessing the technical competence, capabilities and objectivity of management's internal and external experts;
- evaluating, with involvement from our oil and gas reserves specialist, the reasonableness of reserves estimates and production profiles; and
- working with our oil and gas reserves specialist to challenge management on significant changes in the reserves estimates and production profiles.
Magnus contingent consideration valuation
Our audit procedures to challenge management's judgment that the year end fair value was equal to the post-year-end settlement price included:
- obtaining and evaluating evidence of the status of negotiations with bp plc as at 31 December 2025, including reading the latest draft of the settlement agreement at that date and related correspondence with bp plc;
- understanding the extent and significance of changes made to the draft settlement agreement subsequent to year end, based on discussions with the Directors and a comparison to the terms in the final agreement;
- assessing whether the significant difference between the settlement price and previous cash flow forecasts for the Magnus oil and gas asset has any impact on the reliability of the cash flow forecasts used in the impairment test for this asset.
130-131
Independent auditor's report continued
5.1. Valuation of oil and gas related assets and liabilities (C3) continued
| Key observations | We are satisfied with the Group's conclusions in respect of the valuation of oil and gas related assets and liabilities, including the reversal of impairment and the fair value gain recognised in respect of the Magnus consideration arrangement.
In reaching this conclusion, we observed that:
• Future commodity price assumptions are within our acceptable range for all years;
• Impairment discount rates are within the independent range calculated by our valuations specialist;
• Reserves estimates and production profiles were concluded as reasonable, based on estimates from management’s reserves expert;
• The carrying value of the investment in subsidiaries, including the related impairment reversal, is reasonable;
• The carrying value of the Magnus contingent consideration is within a reasonable range; and
• The deferred tax asset recognition is appropriate and the carrying value is a reasonable estimate.
We are also satisfied that the disclosures in the financial statements are appropriate. |
| --- | --- |
5.2. Valuation of decommissioning liability (C3)
| Key audit matter description | The Group is required by law to decommission the oil and gas assets and associated infrastructure at the end of their operating life. An estimate of the future cost of decommissioning is required to be provided for in accordance with IAS 37 ‘Provisions, Contingent Liabilities and Contingent Assets’.
The decommissioning provision at 31 December 2025 is $931 million (2024: $760 million). The provision represents the present value of decommissioning costs which are expected to be incurred during the decommissioning period, which is assumed to run to 2050, assuming no further development of the Group’s assets. Further details on the key sources of estimation uncertainty underpinning the valuation of decommissioning provisions can be found in Note 2. We consider this to be a key audit matter related to the potential risk of fraud.
Decommissioning liabilities are inherently judgemental areas, particularly in relation to cost estimates and the related assumptions. The key management estimates containing the most estimation uncertainty, and therefore the focus of our key audit matter, are:
• internal well cost estimates included in the decommissioning model in respect of oil and gas assets operated by the Group;
• the extent to which management’s estimates for non-operated oil and gas assets should be aligned with the latest estimates provided by the operator; and
• discount rate applied, calculated as a risk-free rate using an average of year-end 5-, 10- and 20-year UK Gilts, weighted to reflect the expected timing profile of future decommissioning spend.
The Group maintained the discount rate used in calculating its decommissioning provisions at 4.5% as at 31 December 2025.
In deriving its cost estimates the Group used internal and external experts, including its own in-house engineering team as well as, for certain elements of the cost estimate, an external engineering firm.
Further details on this matter have been disclosed in the audit committee report on page 103 to 108 and in note 22. |
| --- | --- |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
5.2. Valuation of decommissioning liability (1) continued
How the scope of our audit responded to the key audit matter
Our procedures comprised the following:
Procedures on internal controls, the decommissioning model and disclosures
- obtaining an understanding of the relevant controls relating to the decommissioning provision;
- assessing the technical competence, capabilities and objectivity of management's internal and external experts;
- assessing the decommissioning provision for compliance with IAS 37 Provisions, Contingent Liabilities and Contingent Assets;
- working with our modelling specialists to evaluate the arithmetical accuracy of the decommissioning model;
- assessing available benchmarking reports for indications of developments in industry practice and prevailing cost trends;
- challenging the cost reduction factors applied to the decommissioning model, through comparison with available evidence for the factors applied including industry benchmarking reports;
- testing a sample of actual decommissioning spend incurred during the period, by agreeing to invoices and payments from bank statements;
- assessing the historical forecasting accuracy of management for decommissioning expenditure, by comparing actual spend with historical estimates;
- re-calculating the closing decommissioning provision from the gross decommissioning cost estimate, and agreeing this to the Group's financial records; and
- evaluating the adequacy of the Group's disclosures, including the key sources of estimation uncertainty and associated sensitivity analysis of decommissioning assumptions.
Procedures on cost estimates and related assumptions
Internal well cost estimates
- challenging the Group's assumptions within the cost estimate by comparing to available third-party data and benchmarking to industry publications, peer and market rates; and
- assessing the assumed durations for plug and abandonment of wells, by comparison to available benchmarking data and potential contradictory evidence available from active decommissioning projects or other operator estimates.
Estimates for non-operated oil and gas assets
- comparing management's estimates for non-operated assets to those of the most recent operator estimate; and
- to the extent management's estimates are significantly different, understanding the basis for this difference and the evidence available to either corroborate or contradict management's estimate, including comparison to industry publications, market data and evidence available from active decommissioning projects.
Discount rate
- evaluating the Group's discount rates used in valuing the decommissioning liability with reference to external risk free market rates; and
- recalculating the discount rate by agreeing key inputs, being the year-end 5, 10- and 20-year UK Gilt rates and expected timing profile of future decommissioning spend, to supporting evidence and confirming the calculations are applied in accordance with the method and are mathematically accurate.
Key observations
We are satisfied that the Group's decommissioning provision is reasonable and prepared in accordance with the requirements of IAS 37 Provisions, Contingent Liabilities and Contingent Assets.
In reaching this conclusion we observed that:
- The key assumptions within the well cost estimates for operated oil and gas assets are reasonable;
- The estimates used for non-operated oil and gas assets are not materially misstated; and
- The decommissioning discount rate is reasonable.
We are also satisfied the disclosures in the financial statements are appropriate.
132-133
Independent auditor's report continued
6. Our application of materiality
6.1. Materiality
We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in evaluating the results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
| Group financial statements | Parent company financial statements | |
|---|---|---|
| Materiality | $16.8 million (2024: $20.3 million) | $10.6 million (2024: $16.8 million) |
| Basis for determining materiality | 3.3% of adjusted EBITDA (2024: 3% of adjusted EBITDA). The directors have presented a reconciliation of profit from operations before tax and finance costs to adjusted EBITDA in the glossary to the financial statements on page 192. | 1.9% of net assets (2024: 2.9% of net assets) |
| Rationale for the benchmark applied | Adjusted EBITDA was considered to be the most relevant benchmark as it is a key performance measure used by the Group and by investors. It represents a consistent profit measure used widely by stakeholders. | The parent company acts primarily as a holding company and therefore net assets is the most appropriate benchmark to use. |
6.2. Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected misstatements exceed the materiality for the financial statements as a whole.
| Group financial statements | Parent company financial statements | |
|---|---|---|
| Performance materiality | 70% (2024: 70%) of Group materiality | 70% (2024: 70%) of parent company materiality |
| Basis and rationale for determining performance materiality | In determining performance materiality, we considered the following factors: | |
| • our risk assessment, including our assessment of the Group’s overall control environment and whether we are able to rely on controls; | ||
| • our past experience of the audit, which has indicated a low number of corrected and uncorrected misstatements identified in prior periods; | ||
| • management’s willingness to correct errors identified in the prior year and current year; and | ||
| • macro-economic factors such as commodity price volatility and geo-political instability. |
6.3. Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of $0.84 million (2024: $1.02 million), as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit Committee on disclosure matters that we identified when assessing the overall presentation of the financial statements.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
7. An overview of the scope of our audit
7.1. Identification and scoping of components
Our audit was scoped by obtaining an understanding of the Group and its environment, including Group-wide controls, and assessing the risks of material misstatement at the Group level. In the current year, we performed an audit of one or more account balances of the North Sea, Malaysia and Vietnam components. The Group audit team conducted audit procedures for the North Sea component, whilst the Malaysia and Vietnam components were audited by their respective component teams with oversight from the Group audit team.
The performance materiality applied for the Malaysia component was $5.9 million (2024: $7.1 million). The performance materiality applied for the Vietnam component was $5.9m million (2024: not applicable). The performance materiality applied for the North Sea component was $10.6 million (2024: $12.8 million).
The North Sea, Malaysia and Vietnam components, where we performed an audit of one or more account balances, accounted for 100% of the Group's revenue, 100% of the Group's adjusted EBITDA and 100% of the Group's net assets, consistent with the prior year.
7.2. Our consideration of the control environment
We obtained an understanding of relevant controls in relation to a number of key business cycles, including impairment, decommissioning, financial reporting and close, and revenue, as well as IT systems that were relevant to the audit, being the financial reporting system. Additionally, we tested relevant controls relating to revenue cut-off. Progress continues to be made in addressing the control weaknesses that were identified in relation to the general IT control environment in the prior year, but we did not place reliance on these IT controls for the purposes of our audit testing. Overall, we did not plan to take a control reliance approach in the current year, other than in respect of revenue as outlined above.
7.3. Our consideration of climate-related risks
We performed enquiries of management to understand the impact of climate-related risks and controls relevant to the Group. We performed a review of the climate change risk assessment and related documentation prepared by management and considered the completeness and accuracy of the climate-related risks identified and summarised in the Task Force on Climate-related Financial Disclosures report from page 76 to 85.
As disclosed in note 2, management identified key judgements and estimates with elevated climate-related risk, relating to property, plant and equipment and goodwill and deferred tax as well as the timing (and hence valuation) of the decommissioning provision.
We considered whether the risks identified by management within their climate change risk assessment and related documentation are complete and challenged assumptions impacting the financial statements. The key piece of climate-related regulation enacted to date and impacting the Group continues to relate to carbon costs and emission allowances. The key market-related matter which could have a material impact on the valuation of the items noted above is in respect of future demand for, and pricing of, oil and gas as the energy mix evolves in response to climate change risk and other matters. There continues to be a climate-related risk relating to the early cessation of production of oil and gas assets, which would impact all of the judgements and estimates outlined above. This is disclosed in the annual report on page 65.
We performed a review of the climate disclosures within the Annual Report, including the climate-related financial disclosures referred to in note 2, with the involvement of our climate specialists. We considered whether these were materially consistent with the financial disclosures and consistent with our understanding of the climate-related risks, assumptions and judgements during the year. Both of our key audit matters are considered to contain climate-related risks, being the risks to commodity prices and cessation of production, which could have a material impact on the valuation of oil and gas related assets and liabilities and valuation of the decommissioning provision. The procedures performed for these key audit matters are discussed in detail in the key audit matters section above.
7.4. Working with other auditors
We engaged Deloitte Malaysia and Deloitte Vietnam as our component auditors, directed and supervised by the Group engagement team in the UK. Detailed referral instructions were sent to the component audit team as part of planning procedures.
The Group engagement team directed and supervised the component teams throughout the year via attendance at planning meetings, regular communication between the teams and attendance at closing meetings. The Group engagement team reviewed and challenged the reporting deliverables and audit file as part of concluding procedures.
We are satisfied that the level of involvement of the lead audit partner and team in the component audit has been appropriate and has enabled us to conclude that sufficient appropriate audit evidence has been obtained in support of our opinion on the Group financial statements as a whole.
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Independent auditor's report continued
8. 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 financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated.
If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
9. Responsibilities of Directors
As explained more fully in the Directors' responsibilities statement, the Directors are responsible for the preparation of the 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 financial statements, the Directors are responsible for assessing the Group's and the parent company's ability to continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or the parent company or to cease operations, or have no realistic alternative but to do so.
10. 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.
A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
11. Extent to which the audit was considered capable of detecting irregularities, including fraud
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.
11.1. Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
- the nature of the industry and sector, control environment and business performance including the design of the Group's remuneration policies, key drivers for Directors' remuneration, bonus levels and performance targets;
- the Group's own assessment of the risks that irregularities may occur either as a result of fraud or error that was approved by the board;
- results of our enquiries of management, internal audit, the Directors and the Audit Committee about their own identification and assessment of the risks of irregularities, including those that are specific to the Group's sector;
- any matters we identified having obtained and reviewed the Group's documentation of their policies and procedures relating to:
- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; and
- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;
- the matters discussed among the audit engagement team including the component audit teams and relevant internal specialists, including tax, valuations, IT, modelling and oil and gas reserves specialists, regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:
- valuation of oil and gas related assets and liabilities;
- valuation of decommissioning liability; and
- Vietnam revenue recognition.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.
We also obtained an understanding of the legal and regulatory framework that the Group operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act 2006 and the Listing Rules of the UK Listing Authority and the relevant tax compliance regulations in the jurisdictions in which the Group operates.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the Group's ability to operate or to avoid a material penalty. These included environmental laws and regulations in the countries in which the Group operates as well as licence terms for the Group's oil and gas assets.
136-137
Independent auditor's report continued
11.2. Audit response to risks identified
As a result of performing the above, we identified the valuation of oil and gas related assets and liabilities and the valuation of the decommissioning provision as key audit matters related to the potential risk of fraud. The key audit matters section of our report explains the matters in more detail and also describes the specific procedures we performed in response to those key audit matters.
In addition to the above, our procedures to respond to risks identified included the following:
- reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
- enquiring of management, the Audit Committee and in-house legal counsel concerning actual and potential litigation and claims;
- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
- reading minutes of meetings of those charged with governance, reviewing internal audit reports and reviewing correspondence with relevant authorities;
- in addressing the risk of fraud in Vietnam's revenue recognition, we tested the crude oil transactions during the year by sampling from the sales transactional listing and agreeing to supporting documentation; and
- in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including internal specialists and component audit teams, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
Report on other legal and regulatory requirements
12. Opinions on other matters prescribed by the Companies Act 2006
In our opinion the part of the Directors' remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the parent company and their environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the Directors' report.
13. Corporate Governance Statement
The Listing Rules require us to review the Directors' statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the Group's compliance with the provisions of the UK Corporate Governance Code specified for our review.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is materially consistent with the financial statements and our knowledge obtained during the audit:
- the Directors' statement with regards to the appropriateness of adopting the going concern basis of accounting and any material uncertainties identified set out on page 40;
- the Directors' explanation as to its assessment of the Group's prospects, the period this assessment covers and why the period is appropriate set out on page 41;
- the Directors' statement on fair, balanced and understandable set out on page 104;
- the board's confirmation that it has carried out a robust assessment of the emerging and principal risks set out on pages 62 to 74;
- the section of the annual report that describes the review of effectiveness of risk management and internal control systems set out on page 108; and
- the section describing the work of the audit committee set out on pages 103 to 109.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
14. Matters on which we are required to report by exception
14.1. Adequacy of explanations received and accounting records
Under the Companies Act 2006 we are required to report to you if, in our opinion:
- we have not received all the information and explanations we require for our audit; or
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
14.2. Directors’ remuneration
Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of Directors’ remuneration have not been made or the part of the Directors’ remuneration report to be audited is not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
15. Other matters which we are required to address
15.1. Auditor tenure
Following the recommendation of the audit committee, we were appointed by shareholders on 21 May 2020 to audit the financial statements for the year ending 31 December 2020 and subsequent financial periods. The period of total uninterrupted engagement including previous renewals and reappointments of the firm is six years, covering the years ending 31 December 2020 to 31 December 2025.
15.2. Consistency of the audit report with the additional report to the audit committee
Our audit opinion is consistent with the additional report to the audit committee we are required to provide in accordance with ISAs (UK).
16. Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule (DTR) 4.1.15R – DTR 4.1.18R, these financial statements will form part of the Electronic Format Annual Financial Report filed on the National Storage Mechanism of the FCA in accordance with DTR 4.1.15R – DTR 4.1.18R. This auditor’s report provides no assurance over whether the Electronic Format Annual Financial Report has been prepared in compliance with DTR 4.1.15R – DTR 4.1.18R.
David Paterson ACA (Senior statutory auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London, United Kingdom
24 March 2026
138–139
Financial Statements
Group Income Statement
For the year ended 31 December 2025
| | Notes | 2025
$'000 | 2024
$'000 |
| --- | --- | --- | --- |
| Revenue and other operating income | 4(a) | 1,118,300 | 1,180,709 |
| Cost of sales | 4(b) | (837,540) | (787,383) |
| Gross profit/(loss) | | 280,760 | 393,326 |
| Net impairment reversal/(charge) to oil and gas assets | 9 | 5,819 | (71,414) |
| General and administration expenses | 4(c) | (7,482) | (5,702) |
| Other income/(expenses) | 4(d) | 369,697 | (4,682) |
| Profit/(loss) from operations before tax and finance income/(costs) | | 648,794 | 311,528 |
| Finance costs | 5 | (164,591) | (159,422) |
| Finance income | 5 | 9,224 | 14,508 |
| Profit/(loss) before tax | | 493,427 | 166,614 |
| Income tax(1) | 6 | (491,865) | (72,841) |
| Profit/(loss) for the year attributable to owners of the parent | 13 | 1,562 | 93,773 |
| Total comprehensive profit/(loss) for the year, attributable to owners of the parent | | 1,562 | 93,773 |
There is no comprehensive income attributable to the shareholders of the Group other than the profit/(loss) for the period. Revenue and operating profit/(loss) are all derived from continuing operations.
| Notes | $ | $ | |
|---|---|---|---|
| Earnings per share | 7 | ||
| Basic | 0.001 | 0.050 | |
| Diluted | 0.001 | 0.049 |
The attached notes I to 31 form part of these Group financial statements.
(i) Inclusive of a deferred tax charge of $374.7 million (2024: $60.7 million) which includes a one-off non-cash impact of $123.9 million from the two-year extension to the UK Energy Profits Levy enacted in March 2025 (2024: $42.2 million from the change in Energy Profits Levy tax rate to 38% and removal of investment allowances)
EnQuest PLC Annual Report and Accounts 2025
Financial Statements
Group Balance Sheet
At 31 December 2025
Strategic Report Corporate Governance Financial Statements
| | Notes | 2025
$'000 | 2024
$'000 |
| --- | --- | --- | --- |
| ASSETS | | | |
| Non-current assets | | | |
| Property, plant and equipment | 9 | 2,370,131 | 2,297,954 |
| Goodwill | 10 | 139,510 | 134,400 |
| Intangible assets | 11 | 24,615 | 20,563 |
| Deferred tax assets | 6(c) | 271,375 | 506,481 |
| Other receivables | 15 | 128,166 | 2,102 |
| Other financial assets | 18 | 50,818 | 38,459 |
| | | 2,984,615 | 2,999,959 |
| Current assets | | | |
| Intangible assets | 11 | 1,110 | 1,138 |
| Inventories | 12 | 32,759 | 48,976 |
| Trade and other receivables | 15 | 245,469 | 230,971 |
| Current tax receivable | | 2,021 | 1,256 |
| Cash and cash equivalents | 13 | 268,846 | 280,239 |
| Other financial assets | 18 | 59,491 | 69 |
| | | 609,696 | 562,649 |
| TOTAL ASSETS | | 3,594,311 | 3,562,608 |
| EQUITY AND LIABILITIES | | | |
| Equity | | | |
| Share capital and premium | 19 | 392,054 | 392,054 |
| Treasury shares | 19 | (3,540) | (4,425) |
| Share-based payments reserve | 19 | 12,395 | 13,949 |
| Capital redemption reserve | 19 | 2,006 | 2,006 |
| Retained earnings | 19 | 125,144 | 138,882 |
| TOTAL EQUITY | | 528,059 | 542,466 |
| Non-current liabilities | | | |
| Loans and borrowings | 17 | 638,211 | 621,440 |
| Lease liabilities | 23 | 285,767 | 288,262 |
| Contingent consideration | 21 | 34,302 | 452,891 |
| Provisions(1) | 22 | 877,954 | 710,976 |
| Deferred income | 24 | 138,095 | 138,095 |
| Deferred tax liabilities | 6(c) | 250,364 | 104,698 |
| | | 2,214,693 | 2,316,362 |
| Current liabilities | | | |
| Loans and borrowings | 17 | 69,253 | 43,417 |
| Lease liabilities | 23 | 86,323 | 46,994 |
| Contingent consideration | 21 | 60,318 | 20,403 |
| Provisions(1) | 22 | 54,082 | 55,130 |
| Trade and other payables | 16 | 454,650 | 414,390 |
| Other financial liabilities | 18 | 10,391 | 21,580 |
| Current tax payable | | 116,542 | 101,866 |
| | | 851,559 | 703,780 |
| TOTAL LIABILITIES | | 3,066,252 | 3,020,142 |
| TOTAL EQUITY AND LIABILITIES | | 3,594,311 | 3,562,608 |
(1) Decommissioning provision includes UnQuest's share of the total stock 12W decommissioning liability, noting $92.1 million has been pre-funded through an abandonment fund held in Vietnam which is disclosed within non-current other receivables.
The attached notes I to 31 form part of these Group financial statements.
The financial statements were approved by the Board of Directors and authorised for issue on 24 March 2026 and signed on its behalf by:
Jonathan Copus
Chief Financial Officer
140-141
Financial Statements
Group Statement of Changes in Equity
For the year ended 31 December 2025
| Notes | Share capital $'000 | Share premium $'000 | Treasury shares $'000 | Share-based payments reserve $'000 | Capital redemption reserve $'000 | Retained earnings $'000 | Total $'000 | |
|---|---|---|---|---|---|---|---|---|
| Balance at 1 January 2024 | 133,285 | 260,546 | – | 13,195 | – | 49,702 | 456,728 | |
| Profit for the year | – | – | – | – | – | 93,773 | 93,773 | |
| Total comprehensive income for the year | – | – | – | – | – | 93,773 | 93,773 | |
| Issue of shares to Employee Benefit Trust | 229 | – | – | (229) | – | – | – | |
| Repurchase and cancellation of shares | (2,006) | – | (4,425) | – | 2,006 | (4,593) | (9,018) | |
| Share-based payment | – | – | – | 983 | – | – | 983 | |
| Balance at 31 December 2024 | 131,508 | 260,546 | (4,425) | 13,949 | 2,006 | 138,882 | 542,466 | |
| Profit for the year | – | – | – | – | – | 1,562 | 1,562 | |
| Total comprehensive income for the year | – | – | – | – | – | 1,562 | 1,562 | |
| Transfer of shares to Employee Benefit Trust | 19 | – | – | 885 | (885) | – | – | – |
| Share-based payment | 20 | – | – | – | (669) | – | – | (669) |
| Dividend paid | – | – | – | – | – | (15,300) | (15,300) | |
| Balance at 31 December 2025 | 131,508 | 260,546 | (3,540) | 12,395 | 2,006 | 125,144 | 528,059 |
The attached notes 1 to 31 form part of these Group financial statements.
EnQuest PLC Annual Report and Accounts 2025
Financial Statements
Group Statement of Cash Flows
For the year ended 31 December 2025
Strategic Report Corporate Governance Financial Statements
| | Notes | 2025
$'000 | 2024
$'000 |
| --- | --- | --- | --- |
| CASH FLOW FROM OPERATING ACTIVITIES | | | |
| Cash generated from operations | 29 | 497,819 | 685,946 |
| Cash received/(paid) on sale/(purchase) of financial instruments | | 9,075 | (10,306) |
| Net cash received for trading of other intangible assets | | 26,829 | - |
| Cash paid for purchase of other intangible assets | | (6,472) | (1,138) |
| Cash paid in relation to amounts previously provided for | | (481) | (9,063) |
| Decommissioning spend | | (56,810) | (60,544) |
| Income taxes paid | | (107,235) | (97,264) |
| Net cash flows from/(used in) operating activities | | 362,725 | 507,631 |
| INVESTING ACTIVITIES | | | |
| Purchase of property, plant and equipment | | (175,025) | (249,165) |
| Proceeds from farm-down | | - | 1,263 |
| Vendor financing facility repaid | 18(f), 24 | - | 107,518 |
| Purchase of intangible oil and gas assets | 11 | (4,225) | (3,686) |
| Payment of Magnus contingent consideration – Profit share | 21 | - | (48,465) |
| Acquisition | 30 | (20,278) | - |
| Interest received | | 5,286 | 10,100 |
| Net cash flows (used in)/from investing activities | | (194,242) | (182,435) |
| FINANCING ACTIVITIES | | | |
| Proceeds from loans and borrowings | | 152,432 | 31,662 |
| Repayment of loans and borrowings | | (146,451) | (162,304) |
| Payment for repurchase of shares | | - | (9,018) |
| Payment of obligations under financing leases | 23 | (83,061) | (130,065) |
| Dividend paid | 8 | (15,300) | - |
| Interest paid | | (96,997) | (83,162) |
| Other finance expenses paid | | (3,606) | - |
| Net cash flows (used in)/from financing activities | | (192,983) | (352,887) |
| NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS | | (24,500) | (27,691) |
| Net foreign exchange on cash and cash equivalents | | 13,107 | (5,642) |
| Cash and cash equivalents at 1 January | | 280,239 | 313,572 |
| CASH AND CASH EQUIVALENTS AT 31 DECEMBER | | 268,846 | 280,239 |
| Reconciliation of cash and cash equivalents | | | |
| Total cash at bank and in hand | 13 | 265,886 | 226,317 |
| Restricted cash | 13 | 2,960 | 53,922 |
| Cash and cash equivalents per balance sheet | | 268,846 | 280,239 |
The attached notes 1 to 31 form part of these Group financial statements.
142-143
Financial Statements
Notes to the Group Financial Statements
For the year ended 31 December 2025
1. Corporate information
EnQuest PLC ('EnQuest' or the 'Company') is a public company limited by shares incorporated in the United Kingdom under the Companies Act and is registered in England and Wales and listed on the London Stock Exchange. The address of the Company's registered office is shown on the inside back cover of the Group Annual Report and Accounts.
EnQuest PLC is the ultimate controlling party. The principal activities of the Company and its subsidiaries (together the 'Group') are to responsibly optimise production, leverage existing infrastructure, deliver a strong decommissioning performance and explore new energy and decarbonisation opportunities.
The Group's financial statements for the year ended 31 December 2025 were authorised for issue in accordance with a resolution of the Board of Directors on 24 March 2026.
A listing of the Group's companies is contained in note 2B to these Group financial statements.
2. Basis of preparation
The consolidated financial statements have been prepared in accordance with United Kingdom international accounting standards ('IFRS') in conformity with the requirements of the Companies Act 2006. The accounting policies which follow set out those policies which apply in preparing the financial statements for the year ended 31 December 2025.
The Group continues to present various Alternative Performance Measures ('APMs') when assessing and discussing the Group's financial performance, balance sheet and cash flows that are not defined or specified under IFRS but consistent with the measurement basis applied to the financial statements. The Group uses these APMs, which are not considered to be a substitute for, or superior to, IFRS measures, to provide stakeholders with additional useful information to aid the understanding of the Group's underlying financial performance, balance sheet and cash flows by adjusting for certain items which impact upon IFRS measures or, by defining new measures. See the Glossary – Non-GAAP Measures on page 192 for more information.
The Group financial information has been prepared on a historical cost basis, except for the fair value remeasurement of certain financial instruments, including derivatives and contingent consideration, as set out in the accounting policies. The presentation currency of the Group financial information is US Dollars ('$') and all values in the Group financial information are rounded to the nearest thousand ($'000) except where otherwise stated.
Going concern
The financial statements have been prepared on the going concern basis.
During 2025, EnQuest has continued to focus on optimisation of its capital structure and the maximisation of its available transactional capacity.
In November, EnQuest signed a new six-year senior secured reserve-based lending facility which replaced the previous RBL, providing the Group with an enhanced capital structure that is simple, flexible and aligned with its growth ambitions. Details of the amended facility are provided in note 17. In February 2026, the Group made final settlement for the Magnus profit share contingent consideration, securing 100% of future Magnus cash flows while maintaining its limited exposure to future decommissioning expenditure at the asset. This credit-enhancing settlement, simplifies the Group's balance sheet, unlocks the full upside of one of EnQuest's core assets, and further secures longer term capacity under its RBL.
EnQuest closely monitors and manages its funding position and liquidity requirements throughout the year, including forecast covenant results. Cash forecasts are regularly produced and discussed, with sensitivities considered for, but not limited to, changes in crude oil prices (adjusted for hedging undertaken by the Group), production rates and costs. These forecasts and sensitivity analyses allow management to mitigate liquidity or covenant compliance risks in a timely manner. Management have considered the impact of the situation in the Middle East, particularly on future oil prices. Reflecting the uncertainty as to how long the conflict and the period of elevated oil prices will last, management have assumed in the Base Case that the average oil price for the going concern period will be $70.0/bbl. Although this is slightly higher than that used in its impairment assessment (see note 2) to reflect post year-end pricing trends, it is considerably below current spot prices.
The Group's latest approved budget and long term plan underpins management's base case ('Base Case'), upon which a reverse stress test has been performed. This indicates that an oil price of c.$45.0/bbl is required to maintain covenant compliance over the going concern period. The low level of this required price reflects the Group's strong liquidity position.
The Base Case has also been subjected to further testing through a scenario that explores the impact of the following plausible downside risks (the 'Downside Case'):
- 10% discount to Base Case prices resulting in Downside Case prices of $63.0/bbl for 2026 and 2027;
- Production risking of 5.0%; and
- 2.5% increase in operating costs.
The Base Case and Downside Case indicate that the Group is able to operate as a going concern and remain covenant compliant for 12 months from the date of publication of its full-year results (the 'going concern period').
After making appropriate enquiries and assessing the progress against the forecast, the Directors have a reasonable expectation that the Group will continue in operation and meet its commitments as they fall due over the going concern period. Accordingly, the Directors continue to adopt the going concern basis in preparing these financial statements.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
2. Basis of preparation continued
New standards and interpretations
The following new standards became applicable for the current reporting period. No material impact was recognised upon application:
- Lack of Exchangeability (Amendments to IAS 21)
Standards issued but not yet effective
At the date of authorisation of these financial statements, the Group has not applied the following new and revised IFRS Standards that have been issued but are not yet effective:
- IFRS 9 and IFRS 7: Amendments to the Classification and Measurement of Financial Instruments
- IFRS 18: Presentation and disclosure in Financial Statements
- IFRS 19: Subsidiaries without Public Accountability: Disclosures
Other than IFRS 18, the Directors do not expect that the adoption of the Standards listed above will have a material impact on the financial statements of the Group in future periods. The Directors noted IFRS 18 may change the presentation and disclosure information in the financial statements when effective, which is for periods commencing on or after 1 January 2027.
Basis of consolidation
The consolidated financial statements incorporate the financial statements of EnQuest PLC and entities controlled by the Company (its subsidiaries) made up to 31 December each year. Control is achieved when the Company:
- has power over the investee;
- is exposed, or has rights, to variable returns from its involvement with the investee; and
- has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above. Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Specifically, the results of subsidiaries acquired or disposed of during the year are included in profit or loss from the date the Company gains control until the date the Company ceases to control the subsidiary.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with the Group's accounting policies. All intra-Group assets and liabilities, equity, income, expenses and cash flows relating to transactions between the members of the Group are eliminated on consolidation.
Joint arrangements
Oil and gas operations are usually conducted by the Group as co-licensees in unincorporated joint operations with other companies. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require the consent of the relevant parties sharing control. The joint operating agreement is the underlying contractual framework to the joint arrangement, which is historically referred to as the joint venture. The Annual Report and Accounts therefore refers to 'joint ventures' as a standard term used in the oil and gas industry, which is used interchangeably with joint operations.
Most of the Group's activities are conducted through joint operations, whereby the parties that have joint control of the arrangement have the rights to the assets, and obligations for the liabilities relating to the arrangement. The Group recognises its share of assets, liabilities, income and expenses of the joint operation in the consolidated financial statements on a line-by-line basis. During 2025, the Group did not have any material interests in joint ventures or in associates as defined in IAS 28.
Foreign currencies
Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates ('functional currency'). The Group's financial statements are presented in US Dollars, the currency which the Group has elected to use as its presentation currency.
In the financial statements of the Company and its individual subsidiaries, transactions in currencies other than a company's functional currency are recorded at the prevailing rate of exchange on the date of the transaction. At the year end, monetary assets and liabilities denominated in foreign currencies are retranslated at the rates of exchange prevailing at the balance sheet date. Non-monetary assets and liabilities that are measured at historical cost in a foreign currency are translated using the rate of exchange at the dates of the initial transactions. Non-monetary assets and liabilities measured at fair value in a foreign currency are translated using the rate of exchange at the date the fair value was determined. All foreign exchange gains and losses are taken to profit and loss in the Group income statement.
Emissions liabilities
The Group operates in an energy intensive industry and is therefore required to partake in emission trading schemes ('ETS'). The Group recognises an emission liability in line with the production of emissions that give rise to the obligation. To the extent the liability is covered by allowances held, the liability is recognised at the cost of these allowances held and if insufficient allowances are held, the remaining uncovered portion is measured at the spot market price of allowances at the balance sheet data. The expense is presented within 'production costs' under 'cost of sales' and the accrual is presented in 'trade and other payables'. Any allowance purchased to settle the Group's liability is recognised on the balance sheet as an intangible asset. Both the emission allowances and the emission liability are derecognised upon settling the liability with the respective regulator.
144-145
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
2. Basis of preparation continued
Use of judgements, estimates and assumptions
The preparation of the Group's consolidated financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, at the date of the consolidated financial statements. Estimates and assumptions are continuously evaluated and are based on management's experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
The accounting judgements and estimates that have a significant impact on the results of the Group are set out below and should be read in conjunction with the information provided in the Notes to the financial statements. The Group does not consider deferred taxation (including EPL) to represent a significant estimate or judgement as the estimates and assumptions relating to projected earnings and cash flows used to assess deferred taxation are the same as those applied in the Group impairment process as described below in Recoverability of asset carrying values. Judgements and estimates, not all of which are significant, made in assessing the impact of climate change and the transition to a lower carbon economy on the consolidated financial statements are also set out below. Where an estimate has a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year, this is specifically noted.
Climate change and energy transition
As covered in the Group's principal risks on Price and Foreign Exchange Risk on page 70, the Group recognises that the energy transition is likely to impact the demand, and hence the future prices, of commodities such as oil and natural gas. This in turn may affect the recoverable amount of property, plant and equipment and goodwill and deferred tax, as well as an acceleration of cessation of production and subsequent decommissioning expenditure, in the oil and gas industry. The Group acknowledges that there are a range of possible energy transition scenarios that may indicate different outcomes for oil prices. There are inherent limitations with scenario analysis and it is difficult to predict which, if any, of the scenarios might eventuate.
The Group has assessed the potential impacts of climate change and the transition to a lower carbon economy in preparing the consolidated financial statements, including the Group's current assumptions relating to demand for oil and natural gas and their impact on the Group's long-term price assumptions. See Recoverability of asset carrying values: Oil prices.
While the pace of transition to a lower carbon economy is uncertain, oil and natural gas demand is expected to remain a key element of the energy mix for many years based on stated policies, commitments and announced pledges to reduce emissions. Therefore, given the useful lives of the Group's current portfolio of oil and gas assets, a material adverse change is not expected to the carrying values of EnQuest's assets and liabilities within the next financial year as a result of climate change and the transition to a lower carbon economy.
Management will continue to review price assumptions as the energy transition progresses and this may result in impairment charges or reversals in the future.
Critical accounting judgements and key sources of estimation uncertainty
The Group has considered its critical accounting judgements and key sources of estimation uncertainty, and these are set out below.
Recoverability of asset carrying values
Judgements: The Group assesses each asset or cash-generating unit ('CGU') (excluding goodwill, which is assessed annually regardless of indicators) in each reporting period to determine whether any indication of impairment or impairment reversal exists. Assessment of indicators of impairment or impairment reversal and the determination of the appropriate grouping of assets into a CGU or the appropriate grouping of CGUs for impairment purposes require significant management judgement. For example, individual oil and gas properties may form separate CGUs, whilst certain oil and gas properties with shared infrastructure may be grouped together to form a single CGU. Alternative groupings of assets or CGUs may result in a different outcome from impairment testing. See note 10 for details on how these groupings have been determined in relation to the impairment testing of goodwill.
Estimates: Where an indicator of impairment exists, a formal estimate of the recoverable amount is made, which is considered to be the higher of the fair value less costs to dispose ('FVLCD') and value in use ('VIU'). The assessments require the use of estimates and assumptions, such as the effects of inflation and deflation on operating expenses, cost profile changes including those related to emission reduction initiatives such as alternative fuel provision at Kraken, discount rates, capital expenditure, production profiles, reserves and resources, and future commodity prices, including the outlook for global or regional market supply-and-demand conditions for crude oil and natural gas. Such estimates reflect management's best estimate of the related cash flows based on management's plans for the assets and their future development.
As described above, the recoverable amount of an asset is the higher of its VIU and its FVLCD. When the recoverable amount is measured by reference to FVLCD, in the absence of quoted market prices or binding sale agreement, estimates are made regarding the present value of future post-tax cash flows. These estimates are made from the perspective of a market participant and include prices, life of field production profiles based on reserves and resources to which it is considered probable that a market participant would attribute value to them, operating costs, capital expenditure, decommissioning costs, tax attributes, risking factors applied to cash flows, and discount rates.
Details of impairment charges and reversals recognised in the income statement and details on the carrying amounts of assets are shown in note 9, note 10 and note 11.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
2. Basis of preparation continued
The estimates for assumptions made in impairment tests in 2025 relating to discount rates and oil prices are discussed below. Changes in the economic environment or other facts and circumstances may necessitate revisions to these assumptions and could result in a material change to the carrying values of the Group's assets within the next financial year.
Discount rates
For discounted cash flow calculations, future cash flows are adjusted for risks specific to the CGU. FVLCD discounted cash flow calculations use the post-tax discount rate. The discount rate is derived using the weighted average cost of capital methodology. The discount rates applied in impairment tests are reassessed each half-year and, in 2025, the post-tax discount rate was estimated at 9.0% (2024: 10.0%) reflecting the impact from the Group's reduced debt position and clarity over the UK fiscal system.
Oil prices
The price assumptions used for FVLCD impairment testing were based on latest internal forecasts as at 31 December 2025. These price forecasts reflect EnQuest's views of global supply and demand, including the potential financial impacts on the Group of climate change and the transition to a low carbon economy as outlined in the Basis of Preparation, and are benchmarked with external sources of information such as analyst forecasts. The Group's price forecasts are reviewed and approved by management, the Audit Committee and the Board of Directors.
EnQuest revised its oil price assumptions for FVLCD impairment testing compared to those used in 2024, with nearer-term prices reflecting current market dynamics and external forecasts. A summary of the Group's revised price assumptions is provided below. These assumptions, which represent management's best estimate of future prices, sit within the range of external forecasts. Discounts or premiums are applied to price assumptions based on the characteristics of the oil produced and the terms of the relevant sales contracts.
When compared to the latest available Paris-consistent climate scenario modelling data released by the World Business Council of Sustainable Development ('WBCSD') in May 2024, EnQuest's assumption is broadly aligned with the top end of a range of Paris-consistent scenarios. When compared to the International Energy Agency's ('IEA') forecast prices under its Net Zero Emissions by 2050 Scenario ('NZE'), published in November 2025, which is also considered a Paris-consistent scenario and maps out a pragmatic but ambitious global pathway for the energy sector to achieve net zero CO2 emissions by 2050 and is consistent with a long-term goal of limiting the rise in global average temperatures to 1.5°C (with a 50% probability), EnQuest's short-term assumptions are below those assumed under the NZE, while its medium and longer-term prices are significantly higher. As further considered later in this note, management believes a 10% reduction in crude oil price assumptions to be a reasonably possible change and has provided an impairment sensitivity on this basis. However, the potential impact of applying the IEA NZE Scenario, which is just one view of the possible impact of climate change, would result in a materially higher impairment charge.
An inflation rate of 2% (2024: 2%) is applied from 2030 onwards to determine the price assumptions in nominal terms (see table below).
The price assumptions used in 2024 were $75.0/bbl (2025), $75.0/bbl (2026), $75.0/bbl (2027) and $76.5/bbl roal thereafter, inflated at 2.0% per annum from 2028.
| Note | 2026 | 2027 | 2028 | 2029^{(a)} |
|---|---|---|---|---|
| Brent oil ($/bbl) | 65.0 | 67.5 | 72.5 | 75.0 |
(i) Inflated at 2% from 2030
Oil and natural gas reserves
Hydrocarbon reserves are estimates of the amount of hydrocarbons that can be economically and legally extracted from the Group's oil and gas properties. The business of the Group is to responsibly optimise production, leverage existing infrastructure, deliver a strong decommissioning performance and explore new energy and decarbonisation opportunities. Factors such as the availability of geological and engineering data, reservoir performance data, acquisition and divestment activity, and drilling of new wells all impact on the determination of the Group's estimates of its oil and gas reserves and result in different future production profiles affecting prospectively the discounted cash flows used in impairment testing, the anticipated date of decommissioning and the depletion charges in accordance with the unit of production method, as well as the going concern assessment. Economic assumptions used to estimate reserves change from period to period as additional technical and operational data is generated. This process may require complex and difficult geological judgements to interpret the data.
The Group uses proven and probable ('2P') reserves (see page 34) and, for the Kraken CGU, 2C resources associated with the Bressay gas well as an alternative fuel provision for the Kraken FP6O as the basis for calculations of expected future cash flows from underlying assets because this represents the reserves and resources management intends to develop and it is probable that a market participant would attribute value to them. Third-party audits of EnQuest's reserves and resources are conducted annually.
146-147
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
2. Basis of preparation continued
Sensitivity analyses
Changes in price and its consequential impact on impairment and deferred tax along with the discount rate impact on impairment and decommissioning are considered to be the only key sources of estimation uncertainty, although other sensitivities that the Group believes are useful for users of these accounts but are not considered to have a significant risk of resulting in material changes to carrying amounts in the next 12 months, may also be provided.
Management tested the impact of a change in cash flows in FVLCD impairment testing arising from a 10% reduction in crude price assumptions, which it believes to be a reasonably possible change given the prevailing macroeconomic environment.
Price reductions of this magnitude in isolation could indicatively lead to a further reduction in the carrying amount of EnQuest's oil and gas properties by approximately $198.7 million, which is approximately 8% of the net book value of property, plant and equipment as at 31 December 2025.
The oil price sensitivity analysis above does not, however, represent management's best estimate of any impairments that might be recognised as it does not fully incorporate consequential changes that may arise, such as reductions in costs and changes to business plans, phasing of development, levels of reserves and resources, and production volumes. As the extent of a price reduction increases, the more likely it is that costs would decrease across the industry. The oil price sensitivity analysis therefore does not reflect a linear relationship between price and value that can be extrapolated.
Management also tested the impact of a one percentage point change in the discount rate of 9.0% used for FVLCD impairment testing of oil and gas properties, which is considered a reasonably possible change given the prevailing macroeconomic environment. If the discount rate was one percentage point higher across all tests performed, the net impairment charge in 2025 would have been approximately $51.9 million higher. If the discount rate was one percentage point lower, the net impairment reversal would have been approximately $24.3 million higher.
Goodwill
Irrespective of whether there is any indication of impairment, EnQuest is required to test annually for impairment of goodwill acquired in business combinations. The Group carries goodwill of approximately $139.5 million on its balance sheet (2024: $134.4 million), principally relating to the acquisitions of the Magnus oil field (acquired in 2018) in the UK and Block 12W in Vietnam (acquired in 2025). Sensitivities and additional information relating to impairment testing of goodwill are provided in note 10.
Deferred tax
The Group assesses the recoverability of its deferred tax assets at each period end. Sensitivities and additional information relating to deferred tax assets/liabilities are provided in note 6(d).
75% Magnus acquisition contingent consideration
Judgement: During 2025, management commenced discussions with bp to settle the 75% Magnus contingent consideration arrangement. Management assessed that the agreement to settle the Magnus contingent consideration, signed and concluded in February 2026, was substantially agreed with bp at 31 December 2025. Therefore the agreement price of $60.0 million was deemed to be a reasonable fair value in line with IFRS 13, for the contingent consideration as at 31 December 2025, resulting in a pre-tax gain of $391.3 million. If management had concluded the agreement was not substantially complete at year end, the contingent consideration would have continued to be valued based on the present value of the future expected cash flows from the Magnus field, which at 30 June 2025 resulted in a provision of $432.9 million being recorded.
Provisions
Estimates: Decommissioning costs will be incurred by the Group at the end of the operating life of some of the Group's oil and gas production facilities and pipelines. The Group assesses its decommissioning provision at each reporting date. The ultimate decommissioning costs are uncertain and cost estimates can vary in response to many factors, including changes to relevant legal requirements, estimates of the extent and costs of decommissioning activities, the emergence of new restoration techniques and experience at other production sites. The expected timing, extent and amount of expenditure may also change, for example, in response to changes in oil and gas reserves or changes in laws and regulations or their interpretation. Therefore, significant estimates and assumptions are made in determining the provision for decommissioning. As a result, there could be significant adjustments to the provisions established which would affect future financial results.
The timing and amount of future expenditures relating to decommissioning and environmental liabilities are reviewed annually. The rate used in discounting the cash flows is reviewed half-yearly. The Group assesses discount rates in each geography in which it operates using an appropriate benchmark, usually government bonds. As such, the nominal discount rate used to determine the balance sheet obligations ranged from 3.1% to 4.5% (2024: 3.1% to 4.5%). Costs at future prices are determined by applying inflation rates. The inflation rates applied are usually management's estimate based on relevant in-country benchmarking, but in certain circumstances inflation is applied in accordance with the relevant operating agreement. As such, where inflation has been applied to decommissioning costs, it has ranged between 1.0% and 2.0% per annum thereafter (2024: 1.0% to 2.0%). The weighted average period over which North Sea decommissioning costs are generally expected to be incurred is estimated to be approximately 12 years.
Further information about the Group's provisions is provided in note 22. Changes in assumptions could result in a material change in their carrying amounts within the next financial year. A sensitivity has only been run for the UK North Sea segment given its materiality compared to Malaysia and Vietnam. A one percentage point decrease in the nominal discount rate applied, which is considered a reasonably possible change given the prevailing macroeconomic environment, could increase the Group's provision balances by approximately $58.6 million (2024: $59.4 million). The pre-tax impact on the Group income statement would be a charge of approximately $57.5 million (2024: $58.7 million).
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
2. Basis of preparation continued
Business combination
Judgement: The Group determined that the acquisition of Block 12W in Vietnam during the year was the acquisition of a business, due to the acquired set of activities and assets including inputs and processes critical to the ability to continue producing outputs.
Estimates: While the risk that the acquisition fair value of Block 12W in Vietnam materially changes in the next 12 months is low and so is not considered a key source of estimation uncertainty, for business combinations the Group determines the fair value of property, plant and equipment acquired based on the discounted cash flows at the time of acquisition from the proven and probable reserves. In assessing the discounted cash flows, the estimated future cash flows attributable to the asset are discounted to their present value using a discount rate that reflects the market assessments of the time value of money and the risks specific to the asset at the time of the acquisition. In calculating the asset fair value, the Group will apply oil price assumptions representing management's view of the long-term oil price.
3. Segment information
The Group's organisational structure reflects the various activities in which EnQuest is engaged. Management has considered the requirements of IFRS B Operating Segments in regard to the determination of operating segments and concluded that at 31 December 2025, the Group had two significant operating segments: the North Sea and Malaysia. The Vietnam, Indonesia and Brunei operations, which are new for 2025, are not yet deemed significant in accordance with the quantitative thresholds for separate disclosure under IFRS B, and so these operations have been aggregated into one reporting group, alongside other Corporate activities. Operations are managed by location and all information is presented per geographical segment. The Group's segmental reporting structure remained in place throughout 2025. The North Sea's activities include Upstream, Midstream, Decommissioning and Veri Energy. Veri Energy is not considered a separate operating segment as it does not yet earn revenues and is not yet a material part of the Group from a capital and human resources allocation perspective. Malaysia's activities include Upstream and Decommissioning. The Group's reportable segments may change in the future depending on the way that resources may be allocated and performance assessed by the Chief Operating Decision Maker, who for EnQuest is the Chief Executive. The information reported to the Chief Operating Decision Maker does not include an analysis of assets and liabilities, and accordingly this information is not presented, in line with IFRS B paragraph 23.
| Year ended 31 December 2025 | ||||||
|---|---|---|---|---|---|---|
| 9'000 | North Sea | Malaysia | All other segments | Total segments | Total eliminations(2), (3) | Consolidated |
| Revenue and other operating income: | ||||||
| Revenue from contracts with customers | 895,313 | 114,110 | 52,842 | 1,062,265 | - | 1,062,265 |
| Other operating income/(expense) | 1,770 | - | 343 | 2,113 | 53,922 | 56,035 |
| Total revenue and other operating income/(expense) | 897,083 | 114,110 | 53,185 | 1,064,378 | 53,922 | 1,118,300 |
| Income/(expenses) line items: | ||||||
| Depreciation and depletion | (244,937) | (18,183) | (9,308) | (272,428) | - | (272,428) |
| Net impairment reversal/(charge) to oil and gas assets | 5,819 | - | - | 5,819 | - | 5,819 |
| Exploration write-off and impairments | (173) | - | - | (173) | - | (173) |
| Segment profit/(loss)(a), (b) | 489,959 | 43,770 | 9,090 | 542,819 | 106,975 | 648,794 |
| Other disclosures: | ||||||
| Capital expenditure(b) | 148,814 | 63,214 | 1,328 | 213,356 | - | 213,356 |
| Year ended 31 December 2024 | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| 9'000 | North Sea | Malaysia | All other segments | Total segments | Adjustments and eliminations(2), (3) | Consolidated |
| Revenue and other operating income: | ||||||
| Revenue from contracts with customers | 1,063,829 | 123,728 | - | 1,187,557 | - | 1,187,557 |
| Other operating income/(expense) | 2,709 | - | 260 | 2,969 | (9,817) | (6,646) |
| Total revenue and other operating income/(expense) | 1,066,538 | 123,728 | 260 | 1,190,526 | (8,817) | 1,180,700 |
| Income/(expenses) line items: | ||||||
| Depreciation and depletion | (252,208) | (17,042) | (41) | (269,291) | - | (260,291) |
| Net impairment (charge)/reversal to oil and gas assets | (71,414) | - | - | (71,414) | - | (71,414) |
| Exploration write-off and impairments | - | (183) | - | (183) | - | (183) |
| Segment profit/(loss)(a), (b) | 274,354 | 45,536 | 9,013 | 328,903 | (17,375) | 311,528 |
| Other disclosures: | ||||||
| Capital expenditure(b) | 313,557 | 32,774 | 15 | 346,346 | - | 346,346 |
(1) Finance income and costs and gains and losses on derivatives are not allocated to individual segments as the underlying instruments are managed on a Group basis
(2) The consolidated profit/(loss) figure reconciles with Profit/(loss) from operations before tax and finance income/(costs) in the income statement. Tax is not included as this is not disclosed to the Chief Operating Decision Maker within the segment profit/(loss)
(a) Inter-segment revenues are eliminated on consolidation. All other adjustments are part of the reconciliations presented further below
(b) Capital expenditure consists of property, plant and equipment and intangible exploration and appraisal assets
148-149
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
3. Segment information continued
Reconciliation of profit/(loss):
| | Year ended
31 December
2025
$'000 | Year ended
31 December
2024
$'000 |
| --- | --- | --- |
| Segment profit/(loss) before tax and finance income/(costs) | 542,819 | 328,903 |
| Finance costs | (164,591) | (159,422) |
| Finance income | 9,224 | 14,508 |
| Gain/(loss) on derivatives(1) | 105,975 | (17,375) |
| Profit/(loss) before tax | 493,427 | 166,614 |
(i) Includes $28.5 million realised gains on derivatives (2024: $17.6 million realised losses) and $77.5 million unrealised gains on derivatives (2024: $0.3 million). See note 18(b) for further detail
Revenue from three customers each exceeds 10% of the Group's consolidated revenue arising from sales of crude oil, with amounts of $414.3 million, $103.6 million and $93.0 million per each single customer (2024: three customers; $394.8 million, $156.0 million, and $115.7 million per each single customer).
4. Revenue and expenses
(a) Revenue and other operating income
Accounting policy
Revenue from contracts with customers
The Group generates revenue through the sale of crude oil, gas and condensate to third parties, and through the provision of infrastructure to its customers for tariff income. Revenue from contracts with customers is recognised when control of the goods or services is transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. The Group has concluded that it is the principal in its revenue arrangements because it typically controls the goods or services before transferring them to the customer. The normal credit term is 30 days or less upon performance of the obligation.
Sale of crude oil, gas and condensate
The Group sells crude oil, gas and condensate directly to customers. The sale represents a single performance obligation, being the sale of barrels equivalent to the customer on taking physical possession or on delivery of the commodity into an infrastructure. At this point the title passes to the customer and revenue is recognised. The Group principally satisfies its performance obligations at a point in time; the amounts of revenue recognised relating to performance obligations satisfied over time are not significant. Transaction prices are referenced to quoted prices, plus or minus an agreed fixed premium or discount rate to an appropriate benchmark, if applicable.
Tariff revenue for the use of Group infrastructure
Tariffs are charged to customers for the use of infrastructure owned by the Group. The revenue represents the performance of an obligation for the use of Group assets over the life of the contract. The use of the assets is not separable as they are interdependent in order to fulfil the contract and no one item of infrastructure can be individually isolated. Revenue is recognised as the performance obligations are satisfied over the period of the contract, generally a period of 12 months or less, on a monthly basis based on throughput at the agreed contracted rates.
Other operating income
Other operating revenue is recognised to the extent that it is probable economic benefits will flow to the Group and the revenue can be reliably measured.
The Group enters into commodity derivative trading transactions which can be settled net in cash. Accordingly, any gains or losses are not considered to constitute revenue from contracts with customers in accordance with the requirements of IFRS 15, rather are accounted for in line with IFRS 9 and included within other operating income (see note 18).
| | Year ended
31 December
2025
$'000 | Year ended
31 December
2024
$'000 |
| --- | --- | --- |
| Revenue from contracts with customers: | | |
| Revenue from crude oil sales | 858,166 | 1,020,266 |
| Revenue from gas and condensate sales(1) | 200,526 | 164,647 |
| Tariff revenue | 3,573 | 2,644 |
| Total revenue from contracts with customers | 1,062,265 | 1,187,557 |
| Realised gains/(losses) on commodity derivative contracts (see note 18) | 8,744 | (12,907) |
| Unrealised gains/(losses) on commodity derivative contracts (see note 18) | 45,178 | 3,090 |
| Other | 2,113 | 2,969 |
| Total revenue and other operating income | 1,118,300 | 1,180,709 |
(i) Includes onward sale of third-party gas purchases not required for injection activities at Magnus (see note 4(b))
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
4. Revenue and expenses continued
Disaggregation of revenue from contracts with customers
| Year ended 31 December 2025 | Year ended 31 December 2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| North Sea | Malaysia | Vietnam | Total | North Sea | Malaysia | Vietnam | Total | |
| Revenue from contracts with customers: | ||||||||
| Revenue from crude oil sales | 703,071 | 103,299 | 51,796 | 858,166 | 900,310 | 119,956 | - | 1,020,266 |
| Revenue from gas and condensate sales(1) | 192,074 | 7,406 | 1,046 | 200,526 | 162,951 | 1,696 | - | 164,647 |
| Tariff revenue | 168 | 3,405 | - | 3,573 | 568 | 2,076 | - | 2,644 |
| Total revenue from contracts with customers | 895,313 | 114,110 | 52,842 | 1,062,265 | 1,063,829 | 123,728 | - | 1,187,557 |
(1) Includes onward sale of third-party gas purchases not required for injection activities at Magnus (see note 4(b))
(b) Cost of sales
Accounting policy
Production imbalances, movements in under/over-lift and movements in inventory are included in cost of sales. The over-lift liability is recorded at the cost of the production imbalance to represent a provision for production costs attributable to the volumes sold in excess of entitlement. The under-lift asset is recorded at the lower of cost and net realisable value ('NRV'), consistent with IAS 2, to represent a right to additional physical inventory. An under-lift of production from a field is included in current receivables and an over-lift of production from a field is included in current liabilities.
| Year ended 31 December 2025 | Year ended 31 December 2024 | |
|---|---|---|
| $'000 | $'000 | |
| Production costs | 344,580 | 307,634 |
| Tariff and transportation expenses | 69,189 | 70,449 |
| Realised (gain)/loss on derivative contracts related to operating costs (see note 18) | (19,711) | 4,735 |
| Unrealised (gains)/losses on derivative contracts related to operating costs (see note 18) | (32,342) | 2,823 |
| Other non-cash UKA losses | 11,490 | 1,335 |
| Change in lifting position | 3,350 | 3,528 |
| Crude oil inventory movement | 14,057 | (1,356) |
| Depletion of oil and gas assets(1) | 267,299 | 263,251 |
| Other cost of operations(1) | 179,628 | 134,984 |
| Total cost of sales | 837,540 | 787,383 |
(1) Includes $29.2 million (2024: $27.9 million) Kraken and Vietnam FPSO right-of-use asset depreciation charge and $26.3 million (2024: $23.5 million) of other right-of-use assets depreciation charge.
(2) Includes $166.2 million (2024: $125.7 million) of purchases and associated costs of third-party gas not required for injection activities at Magnus, which is sold on
(c) General and administration expenses
| Year ended 31 December 2025 | Year ended 31 December 2024 | |
|---|---|---|
| $'000 | $'000 | |
| Staff costs (see note 4(e)) | 73,634 | 75,833 |
| Depreciation(1) | 5,129 | 6,040 |
| Other general and administration costs | 26,359 | 26,748 |
| Recharge of costs to operations and joint venture partners | (97,640) | (102,919) |
| Total general and administration expenses | 7,482 | 5,702 |
(1) Includes $3.7 million (2024: $3.4 million) right-of-use assets depreciation charge on buildings
150-151
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
4. Revenue and expenses continued
(d) Other income/(expenses)
| | Year ended
31 December
2025
$'000 | Year ended
31 December
2024
$'000 |
| --- | --- | --- |
| Net foreign exchange (losses)/gains | (28,330) | 9,975 |
| Rental income from office sublease | 1,893 | 2,201 |
| Fair value changes in contingent consideration (see note 21) | 387,145 | (15,904) |
| Change in decommissioning provisions (see note 22) | (9,727) | (6,666) |
| Change in Thistle decommissioning provision (see note 22) | (4,772) | (412) |
| Drilling rig contract cancellation costs(i) | - | (14,629) |
| Write-down of relinquished assets/unsuccessful exploration expenditure (see note 11) | (173) | (183) |
| Insurance income | (53) | 1,663 |
| Reversal of provisions | 4,685 | - |
| Other | 19,029 | 19,273 |
| Total other income/(expenses) | 369,697 | (4,682) |
(i) In 2024, drilling rig contract at Kraken was terminated due to a deferral of infill drilling
(e) Staff costs
Accounting policy
Short-term employee benefits, such as salaries, social premiums and holiday pay, are expensed when incurred.
The Group's pension obligations consist of defined contribution plans. The Group pays fixed contributions with no further payment obligations once the contributions have been paid. The amount charged to the Group income statement in respect of pension costs reflects the contributions payable in the year. Differences between contributions payable during the year and contributions actually paid are shown as either accrued liabilities or prepaid assets in the balance sheet.
| | Year ended
31 December
2025
$'000 | Year ended
31 December
2024
$'000 |
| --- | --- | --- |
| Wages and salaries | 62,286 | 66,700 |
| Social security costs | 6,202 | 5,899 |
| Defined contribution pension costs | 5,932 | 5,265 |
| (Credit)/expense of share-based payments (see note 20) | (669) | 983 |
| Other staff costs | 13,969 | 12,300 |
| Total employee costs | 87,720 | 91,147 |
| Contractor costs | 46,529 | 37,493 |
| Total staff costs | 134,249 | 128,640 |
| General and administration staff costs (see note 4(c)) | 73,634 | 75,833 |
| Non-general and administration costs | 60,615 | 52,807 |
| Total staff costs | 134,249 | 128,640 |
The monthly average number of persons, excluding contractors, employed by the Group during the year was 694, with 359 in the general and administration staff costs and 335 directly attributable to assets (2024: 673 of which 336 in general and administration and 337 directly attributable to assets). Compensation of key management personnel is disclosed in note 26.
(f) Auditor's remuneration
The following amounts for the year ended 31 December 2025 and for the comparative year ended 31 December 2024 were payable by the Group to Deloitte:
| | Year ended
31 December
2025
$'000 | Year ended
31 December
2024
$'000 |
| --- | --- | --- |
| Fees payable to the Company's auditor for the audit of the parent company and Group financial statements | 1,476 | 1,367 |
| The audit of the Company's subsidiaries | 303 | 173 |
| Total audit | 1,779 | 1,540 |
| Audit-related assurance services(i) | 694 | 589 |
| Total audit and audit-related assurance services | 2,473 | 2,129 |
| Total auditor's remuneration | 2,473 | 2,129 |
(i) Audit-related assurance services in both years primarily include the review of the Group's interim results, G&A assurance review and the provision of customary comfort letters in respect of the Group's refinancing activities. Included within 2025 is £30,000 (2024: nil) related to other services that are not assurance related
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
5. Finance costs/income
Accounting policy
Borrowing costs are recognised as interest payable within finance costs at amortised cost using the effective interest method.
| Year ended 31 December 2025 $ 000 | Year ended 31 December 2024 $ 000 | |
|---|---|---|
| Finance costs: | ||
| Loan interest payable | 6,027 | 18,524 |
| Bond interest payable | 69,269 | 54,971 |
| Unwinding of discount on decommissioning provisions (see note 22) | 35,912 | 30,290 |
| Unwinding of discount on other provisions (see note 22) | 755 | 911 |
| Debt refinancing fees (see note 17) | - | 4,809 |
| Finance charges payable under leases (see note 23) | 25,100 | 27,673 |
| Finance fees on loans and bonds including amortisation of capitalised fees | 15,337 | 14,473 |
| Other financial expenses | 12,191 | 7,771 |
| Total finance costs | 164,591 | 159,422 |
| Finance income: | ||
| Bank interest receivable | 6,535 | 11,110 |
| RockRose loan interest (see note 18(f)) | 2,639 | 3,263 |
| Other financial income | 50 | 135 |
| Total finance income | 9,224 | 14,508 |
6. Income tax
(a) Income tax
Accounting policy
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities, based on tax rates and laws that are enacted or substantively enacted by the balance sheet date.
The Group's operations are subject to a number of specific tax rules which apply to exploration, development and production. In addition, the tax provision is prepared before the relevant companies have filed their tax returns with the relevant tax authorities and, significantly, before these have been agreed. As a result of these factors, the tax provision process necessarily involves the use of a number of estimates and judgements, including those required in calculating the effective tax rate.
Deferred tax is provided in full on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Group financial statements. However, deferred tax is not accounted for if a temporary difference arises from initial recognition of other assets or liabilities in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred tax is measured on an undiscounted basis using tax rates (and laws) that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised.
Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.
The carrying amount of deferred income tax assets is reviewed at each balance sheet date. Deferred income tax assets and liabilities are offset only if a legal right exists to offset current tax assets against current tax liabilities, the deferred income taxes relate to the same taxation authority and that the Group intends to make a single net payment.
The Group has applied the mandatory exception to recognising and disclosing information about the deferred tax assets and liabilities relating to Pillar Two income taxes in accordance with the amendments to IAS 12 published by the International Accounting Standards Board ('IASB') on 23 May 2023.
Production taxes
In addition to corporate income taxes, the Group's financial statements also include and disclose production taxes on net income determined from oil and gas production.
Production tax relates to Petroleum Revenue Tax ('PRT') within the UK and is accounted for under IAS 12 Income Taxes since it has the characteristics of an income tax as it is imposed under government authority and the amount payable is based on taxable profits of the relevant fields. Current and deferred PRT is provided on the same basis as described above for income taxes.
Investment allowance
The UK taxation regime provides for a reduction in ring-fence supplementary charge tax where investment in new or existing UK assets qualify for a relief known as investment allowance. Investment allowance must be activated by commercial production from the same field before it can be claimed. The Group has both unactivated and activated investment allowances which could reduce future supplementary charge taxation. The Group's policy is that investment allowance is recognised as a reduction in the charge to taxation in the years claimed.
152-153
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
6. Income tax continued
Energy Profits Levy
The Energy (Oil & Gas) Profits Levy Act 2022 ('EPL') applies an additional tax on the profits earned by oil and gas companies from the production of oil and gas on the United Kingdom Continental Shelf until 31 March 2030. This is accounted for under IAS 12 Income Taxes since it has the characteristics of an income tax as it is imposed under government authority and the amount payable is based on taxable profits of the relevant UK companies. Current and deferred tax is provided on the same basis as described above for income taxes.
The major components of income tax expense/(credit) are as follows:
| | Year ended
31 December
2025
$'000 | Year ended
31 December
2024
$'000 |
| --- | --- | --- |
| Current UK income tax | | |
| Current income tax charge | 1,051 | - |
| Current overseas income tax | | |
| Current income tax charge | 12,351 | 11,432 |
| Adjustments in respect of current income tax of previous years | 307 | (746) |
| UK Energy Profits Levy | | |
| Current year charge | 84,069 | 10,262 |
| Adjustments in respect of current charge of previous years(1) | 19,378 | (8,803) |
| Total current income tax | 117,156 | 12,145 |
| Deferred UK income tax | | |
| Relating to origination and reversal of temporary differences | 222,897 | 42,745 |
| Adjustments in respect of deferred income tax of previous years(1) | 12,209 | (9,103) |
| Deferred overseas income tax | | |
| Relating to origination and reversal of temporary differences | 7,581 | 7,071 |
| Adjustments in respect of deferred income tax of previous years | (363) | 31 |
| Deferred UK Energy Profits Levy | | |
| Relating to origination and reversal of temporary differences | 134,985 | 11,156 |
| Adjustments in respect of changes in tax rates | - | 6,889 |
| Adjustments in respect of deferred charge of previous years | (2,600) | 1,907 |
| Total deferred income tax | 374,709 | 60,696 |
| Income tax expense reported in profit or loss | 491,865 | 72,841 |
(1) Adjustments in respect of previous years arose upon finalisation of various UK tax returns and include an additional EPL current tax liability of $19.4 million and an additional deferred tax liability of $7.8 million. These adjustments reflect corrections to the amount of tax relief accrued in the 2024 financial year end Group tax position arising as a result of reclassifications made during that year from inventory to property, plant and equipment as part of a review of well supplies.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
6. Income tax continued
(b) Reconciliation of total income tax charge
A reconciliation between the income tax charge and the product of accounting profit multiplied by the UK statutory tax rate is as follows:
| Year ended 31 December 2025 $'000 | Year ended 31 December 2024 $'000 | |
|---|---|---|
| Profit/(loss) before tax | 493,427 | 166,614 |
| UK statutory tax rate applying to North Sea oil and gas activities of 40% (2024: 40%) | 197,371 | 66,646 |
| Supplementary corporation tax non-deductible expenditure | 4,383 | 5,809 |
| Non-deductible expenditure(1) | 8,537 | 26,114 |
| Non-taxable gain on sale of assets | - | 505 |
| Petroleum revenue tax (net of income tax benefit) | (363) | (8,938) |
| Tax in respect of non-ring-fence trade | 13,776 | 7,298 |
| Deferred tax asset not recognised in respect of non-ring-fence trade | 21,426 | 12,243 |
| Deferred tax asset recognised on previously unrecognised losses | - | (48,115) |
| UK Energy Profits Levy(2) | 95,179 | (13,921) |
| UK Energy Profits Levy - changes in tax rates (a) | - | 6,889 |
| UK Energy Profits Levy - abolishment of Investment Allowance (a) | - | 35,339 |
| UK Energy Profits Levy - extension to March 2030(a) | 123,875 | - |
| Adjustments in respect of prior years | 28,931 | (16,713) |
| Overseas tax rate differences | (1,323) | 2,045 |
| Share-based payments | (132) | (1,407) |
| Other differences | 205 | (953) |
| At the effective income tax rate of 100% (2024: 44%) | 491,865 | 72,841 |
(i) Predominantly in relation to non-qualifying expenditure relating to the initial recognition exemption utilised under IAS 12 upon acquisition of Golden Eagle given that at the time of the transaction, it affected neither accounting profit nor taxable profit
(ii) This consists of an Energy Profits Levy current tax charge of $84.1 million (2024: $10.30 million) and deferred Energy Profits Levy charge of $11.1 million (2024: $18.0 million). The 2025 charge was impacted by the higher rate of 38% which applied from 1 November 2024 (Period to 31 October 2024: 35%) and the removal of investment allowances
(iii) Refers to the impact of the increased rate and removal of investment allowances that were substantially enacted in 2024
(iv) Reflects the impact of the substantively enacted two-year extension referred to in part (a) below
(c) Deferred income tax
Deferred income tax relates to the following:
| Group balance sheet | Charge/(credit) for the year recognised in profit or loss | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| $'000 | $'000 | $'000 | $'000 | |
| Deferred tax liability | ||||
| Accelerated capital allowances | 1,039,396 | 911,501 | 126,945 | 33,701 |
| 1,039,396 | 911,501 | |||
| Deferred tax asset | ||||
| Losses | (627,124) | (717,900) | 90,777 | (22,012) |
| Decommissioning liability | (296,069) | (263,705) | (33,047) | 2,095 |
| Other temporary differences(1) | (137,214) | (331,879) | 190,034 | 48,912 |
| (1,060,407) | (1,313,284) | 374,709 | 60,686 | |
| Net deferred tax (assets)(a) | (21,011) | (401,783) | ||
| Reflected in the balance sheet as follows: | ||||
| Deferred tax assets | (271,375) | (506,481) | ||
| Deferred tax liabilities | 250,384 | 104,688 | ||
| Net deferred tax (assets) | (21,011) | (401,783) |
(i) Predominantly includes $617.7 million on deferred income in note 24 and $17.5 million Petroleum Revenue Tax refunds
(ii) The total amounts for EPL included in net deferred assets are $278.3 million for accelerated capital allowances offset by $56.7 million for other items, which predominantly includes $52.5 million related to deferred income (note 24)
154-155
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
6. Income tax continued
Reconciliation of net deferred tax assets/(liabilities)
| | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| At 1 January | 401,783 | 462,479 |
| Tax expense during the period recognised in profit or loss | (374,709) | (60,696) |
| Deferred taxes acquired in business combinations (see note 30) | (6,063) | - |
| At 31 December | 21,011 | 401,783 |
(d) Tax losses
The Group's deferred tax assets at 31 December 2025 are recognised to the extent that taxable profits are expected to arise in the future against which tax losses and allowances in the UK can be utilised. In accordance with IAS 12 Income Taxes, the Group assesses the recoverability of its deferred tax assets at each period end. Sensitivities have been run on the oil price assumption, with a 10% change being considered a reasonable possible change for the purposes of sensitivity analysis (see note 2). The Group is currently recognising all UK tax losses (with the exception of those noted below) and neither a 10% increase or 10% decrease in oil price would result in any change to the full recognition.
The Group has unused UK mainstream corporation tax losses of $578.4 million (2024: $496.1 million) and ring-fence tax losses of $1,117.5 million (2024: $1,117.5 million) associated with EnQuest Progress Limited, for which no deferred tax asset has been recognised at the balance sheet date as recovery of these losses is to be established. In addition, the Group has not recognised a deferred tax asset for the adjustment to bond valuations on the adoption of IFRS 9. The benefit of this deduction is taken over ten years, with a deduction of $2.2 million being taken in the current period and the remaining benefit of $4.2 million (2024: $6.3 million) remaining unrecognised.
The Group has unused Malaysian income tax losses of $16.3 million (2024: $14.7 million) arising in respect of the Tanjong Baram RSC for which no deferred tax asset has been recognised at the balance sheet date due to uncertainty of recovery of these losses.
No deferred tax has been provided on unremitted earnings of overseas subsidiaries. The Finance Act 2009 exempted foreign dividends from the scope of UK corporation tax where certain conditions are satisfied.
(e) Changes in legislation
On 29 July 2024, the UK Government announced various changes to the EPL including an extension to 31 March 2030 (previously 31 March 2028) to which the EPL applies. This extension was substantively enacted on 3 March 2025, with the impact on the current period financial statements tax charge and deferred tax for EPL being $123.9 million.
7. Earnings per share
The calculation of basic earnings per share is based on the profit after tax and on the weighted average number of Ordinary shares in issue during the period. Diluted earnings per share is adjusted for the effects of Ordinary shares granted under the share-based payment plans, which are held in the Employee Benefit Trust, unless it has the effect of increasing the profit or decreasing the loss attributable to each share.
At 31 December 2025, the Group held 20,000,000 Ordinary shares (2024: 25,000,000 Ordinary shares) which were classified in the balance sheet as Treasury shares. The Treasury shares have been excluded for the purposes of calculating the basic and diluted earnings per share at 31 December 2025.
Basic and diluted earnings per share are calculated as follows:
| | Profit/(loss)
after tax | | Weighted average number of
Ordinary shares | | Earnings
per share | |
| --- | --- | --- | --- | --- | --- | --- |
| | Year ended 31 December | | Year ended 31 December | | Year ended 31 December | |
| | 2025
$'000 | 2024
$'000 | 2025
million | 2024
million | 2025
$ | 2024
$ |
| Basic | 1,562 | 93,773 | 1,859.9 | 1,891.9 | 0.001 | 0.050 |
| Dilutive potential of Ordinary shares granted under share-based incentive schemes | - | - | 24.2 | 24.3 | - | (0.001) |
| Diluted | 1,562 | 93,773 | 1,884.1 | 1,916.2 | 0.001 | 0.049 |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
8. Distributions paid and proposed
The Company paid dividends of 0.616 pence per share during the year ended 31 December 2025 (2024: none).
Following the successful implementation of its capital discipline strategy, EnQuest remains committed to delivering sustainable shareholder returns. Building on the inaugural dividend paid last year, the Board is pleased to propose a second final ordinary dividend of 0.801 pence per share (equivalent to approximately $20.0 million). This proposed dividend is subject to approval by shareholders at the Annual General Meeting scheduled for 22 May 2026, and accordingly has not been recognised as a liability as at 31 December 2025. If approved, the dividend will be paid on 5 June 2026 to shareholders on the register at 8 May 2026, with shares trading ex-dividend from 7 May 2026.
9. Property, plant and equipment
Accounting policy
Property, plant and equipment is stated at cost less accumulated depreciation and accumulated impairment charges.
Cost
Cost comprises the purchase price or cost relating to development, including the construction, installation and completion of infrastructure facilities such as platforms, pipelines and development wells and any other costs directly attributable to making that asset capable of operating as intended by management. The purchase price or construction cost is the aggregate amount paid and the fair value of any other consideration given to acquire the asset.
The carrying amount of an item of property, plant and equipment is derecognised on disposal or when no future economic benefits are expected from its use. The gain or loss arising from the derecognition of an item of property, plant and equipment is included in the other operating income or expense line item in the Group income statement when the asset is derecognised.
Development assets
Expenditure relating to development of assets, including the construction, installation and completion of infrastructure facilities such as platforms, pipelines and development wells, is capitalised within property, plant and equipment.
Carry arrangements
Where amounts are paid on behalf of a carried party, these are capitalised. Where there is an obligation to make payments on behalf of a carried party and the timing and amount are uncertain, a provision is recognised. Where the payment is a fixed monetary amount, a financial liability is recognised.
Borrowing costs
Borrowing costs directly attributable to the construction of qualifying assets, which are assets that necessarily take a substantial period of time to prepare for their intended use, are capitalised during the development phase of the project until such time as the assets are substantially ready for their intended use.
Depletion and depreciation
Oil and gas assets are depleted, on a field-by-field basis, using the unit of production method based on entitlement to proven and probable reserves, taking account of estimated future development expenditure relating to those reserves. Changes in factors which affect unit of production calculations are dealt with prospectively. Depletion of oil and gas assets is taken through cost of sales.
Depreciation on other elements of property, plant and equipment is provided on a straight-line basis, and taken through general and administration expenses, at the following rates:
| Office furniture and equipment | Five years |
|---|---|
| Fixtures and fittings | Ten years |
| Right-of-use assets(2) | Lease term |
(2) Excludes Kraken and Vietnam FPSOs which are depleted using the unit of production method in accordance with the related oil and gas assets
Each asset’s estimated useful life, residual value and method of depreciation is reviewed and adjusted if appropriate at each financial year end. Any changes in estimate are accounted for on a prospective basis.
156-157
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
9. Property, plant and equipment continued
Impairment of tangible (excluding goodwill)
At each balance sheet date, discounted cash flow models comprising asset-by-asset life-of-field projections and risks specific to assets, using Level 3 inputs (based on IFRS 13 fair value hierarchy), have been used to determine the recoverable amounts for each CGU. The life of a field depends on the interaction of a number of variables; see note 2 for further details. Estimated production volumes and cash flows up to the date of cessation of production on a field-by-field basis, including operating and capital expenditure, are derived from the Group's business plan. Oil price assumptions and discount rate assumptions used were as disclosed in note 2. If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the asset (or CGU) is reduced to its recoverable amount. An impairment loss is recognised immediately in the Group income statement.
Where an impairment loss subsequently reverses, the carrying amount of the asset (or CGU) is increased to the revised estimate of its recoverable amount, but only so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or CGU) in prior years. A reversal of an impairment loss is recognised immediately in the Group income statement.
| Oil and gas assets $'000 | Office furniture, fixtures and fittings $'000 | Right-of-use assets (note 23) $'000 | Total $'000 | |
|---|---|---|---|---|
| Cost: | ||||
| At 1 January 2024 | 9,243,807 | 68,578 | 904,994 | 10,217,379 |
| Additions | 325,813 | 394 | 16,453 | 342,660 |
| Change in decommissioning provision | (741) | - | - | (741) |
| At 1 January 2025 | 9,568,879 | 68,972 | 921,447 | 10,559,298 |
| Additions | 176,552 | 277 | 32,302 | 209,131 |
| Acquisition (see note 30) | 24,716 | - | 33,002 | 57,718 |
| Disposals | (1,672) | - | (37,881) | (39,553) |
| Change in decommissioning provision (note 22) | 77,862 | - | - | 77,862 |
| At 31 December 2025 | 9,846,337 | 69,249 | 948,870 | 10,864,456 |
| Accumulated depreciation, depletion and impairment: | ||||
| At 1 January 2024 | 7,364,063 | 59,314 | 497,262 | 7,920,639 |
| Charge for the year | 211,873 | 2,683 | 54,735 | 269,291 |
| Net impairment charge/(reversal) for the year | 75,428 | - | (4,014) | 71,414 |
| At 1 January 2025 | 7,651,364 | 61,997 | 547,983 | 8,261,344 |
| Charge for the year | 211,616 | 1,628 | 59,184 | 272,428 |
| Net impairment (reversal)/charge for the year | 23,019 | - | (28,838) | (5,819) |
| Disposal | - | - | (33,628) | (33,628) |
| At 31 December 2025 | 7,885,999 | 63,625 | 544,701 | 8,494,325 |
| Net carrying amount: | ||||
| At 31 December 2025 | 1,960,338 | 5,624 | 404,169 | 2,370,131 |
| At 31 December 2024 | 1,917,515 | 6,975 | 373,464 | 2,297,954 |
| At 1 January 2024 | 1,879,744 | 9,264 | 407,732 | 2,296,740 |
The amount of borrowing costs capitalised during the year ended 31 December 2025 was nil (2024: nil), reflecting the short-term nature of the Group's capital expenditure programmes.
Impairments
Impairments to the Group's producing assets and reversals of impairments are set out in the table below:
| Impairment reversal/(charge) | Recoverable amount^{(1)} | |||
|---|---|---|---|---|
| Year ended 31 December 2025 | ||||
| $'000 | Year ended 31 December 2024 | |||
| $'000 | 31 December 2025 | |||
| $'000 | 31 December 2024 | |||
| $'000 | ||||
| North Sea | 5,819 | (71,414) | 1,100,312 | 1,172,487 |
| Net pre-tax impairment reversal/(charge) | 5,819 | (71,414) |
(i) Recoverable amount has been determined on a fair value less costs of disposal basis (see note 2 for further details of judgements, estimates and assumptions made in relation to impairments). The amounts disclosed above are in respect of assets where an impairment (or reversal) has been recorded. Assets which did not have any impairment or reversal are excluded from the amounts disclosed
For information on judgements, estimates and assumptions made in relation to impairments, along with sensitivity analysis, see Use of judgements, estimates and assumptions: recoverability of asset carrying values within note 2.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
9. Property, plant and equipment continued
The 2025 net impairment reversal of $5.8 million relates to producing assets in the UK North Sea (an impairment reversal of $94.3 million at Kraken offset by charges of $33.5 million for GKA and Scolty/Crathes CGU, $43.5 million for Golden Eagle and $11.5 million for Alba). Impairment reversals/charges were primarily driven by a combination of lower discount rate, changes in production and cost profiles, including the impact of weaker USD, and lower near-term oil price assumptions.
The 2024 net impairment charge of $71.4 million related to producing assets in the UK North Sea (charges of $2.0 million for GKA and Scolty/Crathes CGU, $62.5 million for Golden Eagle and $20.1 million for Alba offset by an impairment reversal of $13.2 million at Kraken). Impairment charges/reversals were primarily driven by EPL revisions, lower near-term oil price assumptions and changes in production profiles, partially offset by a lower discount rate.
10. Goodwill Accounting policy
Cost
Goodwill arising on a business combination is initially measured at cost, being the excess of the cost of the business combination over the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity at the date of acquisition. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group reassesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, the gain is recognised in profit or loss.
Impairment of goodwill
Following initial recognition, goodwill is stated at cost less any accumulated impairment losses. In accordance with IAS 36 Impairment of Assets, goodwill is reviewed for impairment annually or more frequently if events or changes in circumstances indicate the recoverable amount of the CGU (or group of CGUs) to which the goodwill relates should be assessed.
For the purposes of impairment testing, goodwill acquired is allocated to the CGU (or group of CGUs) that is expected to benefit from the synergies of the combination. Each unit or units to which goodwill is allocated represents the lowest level within the Group at which the goodwill is monitored for internal management purposes. Impairment is determined by assessing the recoverable amount of the CGU (or groups of CGUs) to which the goodwill relates. Where the recoverable amount of the CGU (or groups of CGUs) is less than the carrying amount of the CGU (or group of CGUs) containing goodwill, an impairment loss is recognised. Impairment losses relating to goodwill cannot be reversed in future periods. For information on significant estimates and judgements made in relation to impairments, see Use of judgements, estimates and assumptions: recoverability of asset carrying values within note 2.
A summary of goodwill is presented below:
| | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| Cost and net carrying amount | | |
| At 1 January | 134,400 | 134,400 |
| Acquisition (see note 30) | 5,110 | - |
| At 31 December | 139,510 | 134,400 |
The majority of the goodwill relates to the 75% acquisition of the Magnus oil field and associated interests. The remaining opening balance relates to the acquisition of the GKA and Scolty Crathes fields. During 2025, the Group acquired Block 12W in Vietnam (see note 30) resulting in goodwill recognised of $5.1 million.
Impairment testing of goodwill
Goodwill, which has been acquired through business combinations, has been allocated as appropriate to the UK North Sea segment grouping of CGUs and the Vietnam CGU, and these are therefore the lowest level at which goodwill is reviewed. The UK North Sea is a combination of oil and gas assets, as detailed within property, plant and equipment (note 9), while the Vietnam CGU relates to the Block 12W asset.
The recoverable amounts of the segment and fields have been determined on a fair value less costs of disposal basis. See notes 2 and 9 for further details. An impairment charge of nil was taken in 2025 (2024: nil) based on a fair value less costs to dispose valuation of the CGUs as described above.
Sensitivity to changes in assumptions
The Group's recoverable value of assets is highly sensitive, inter alia, to oil price achieved and production volumes. A sensitivity has been run on the oil price assumptions, with a 10% change being considered to be a reasonably possible change for the purposes of sensitivity analysis (see note 2). A 10% reduction in oil price would result in an impairment charge of $70.7 million (2024: 10% reduction would result in an impairment charge of $66.7 million). A 15% reduction in oil price would fully impair goodwill (2024: 17%), however Management do not consider this to be a reasonably possible change.
158-159
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
11. Intangible assets
Accounting policy
Exploration and appraisal assets
Exploration and appraisal assets have indefinite useful lives and are accounted for using the successful efforts method of accounting. Pre-licence costs are expensed in the period in which they are incurred. Expenditure directly associated with exploration, evaluation or appraisal activities is initially capitalised as an intangible asset. Such costs include the costs of acquiring an interest, appraisal well drilling costs, payments to contractors and an appropriate share of directly attributable overheads incurred during the evaluation phase. For such appraisal activity, which may require drilling of further wells, costs continue to be carried as an asset, whilst related hydrocarbons are considered capable of commercial development. Such costs are subject to technical, commercial and management review to confirm the continued intent to develop, or otherwise extract value. When this is no longer the case, the costs are written off as exploration and evaluation expenses in the Group income statement. When exploration licences are relinquished without further development, any previous impairment loss is reversed and the carrying costs are written off through the Group income statement. When assets are declared part of a commercial development, related costs are transferred to property, plant and equipment. All intangible oil and gas assets are assessed for any impairment prior to transfer and any impairment loss is recognised in the Group income statement.
During the year ended 31 December 2025, there was no impairment of historical exploration and appraisal expenditures (2024: nil).
Other intangibles
UK emissions allowances ('UKAs') purchased to settle the Group's liability related to emissions are recognised on the balance sheet as an intangible asset at cost. The UKAs will be derecognised upon settling the liability with the respective regulator.
| Exploration and appraisal assets $'000 | UK emissions allowances $'000 | Total $'000 | |
|---|---|---|---|
| Cost: | |||
| At 1 January 2024 | 127,476 | 876 | 128,352 |
| Additions | 3,686 | 1,138 | 4,824 |
| Write-off of unsuccessful exploration expenditure | (183) | - | (183) |
| Disposal | (1,263) | (876) | (2,139) |
| At 1 January 2025 | 129,716 | 1,138 | 130,854 |
| Additions | 4,225 | 6,472 | 10,697 |
| Write-off of relinquished licence | (173) | - | (173) |
| Disposal | - | (6,500) | (6,500) |
| At 31 December 2025 | 133,768 | 1,110 | 134,878 |
| Accumulated impairment: | |||
| At 1 January 2024, 1 January 2025 and 31 December 2025 | (109,153) | - | (109,153) |
| Net carrying amount: | |||
| At 31 December 2025 | 24,615 | 1,110 | 25,725 |
| At 31 December 2024 | 20,563 | 1,138 | 21,701 |
| At 1 January 2024 | 18,323 | 876 | 19,199 |
12. Inventories
Accounting policy
Inventories of consumable well supplies and inventories of hydrocarbons are stated at the lower of cost and NRV, cost being determined on an average cost basis.
| 2025 $'000 | 2024 $'000 | |
|---|---|---|
| Hydrocarbon inventories | 8,487 | 22,544 |
| Well supplies | 24,272 | 26,432 |
| 32,759 | 48,976 |
During 2025, a net charge of $16.9 million was recognised within cost of sales in the Group income statement relating to inventory, reflecting additional sales related to Magnus hydrocarbon stock (2024: net gain of $6.9 million).
The inventory valuation at 31 December 2025 is stated net of a provision of $22.5 million (2024: $28.5 million) to write-down well supplies to their estimated net realisable value.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
13. Cash and cash equivalents
Accounting policy
Cash and cash equivalents includes cash at bank, cash in hand, cash deposited in relation to decommissioning security arrangements and highly liquid interest-bearing securities with original maturities of three months or fewer.
| 2025 | 2024 | |
|---|---|---|
| $'000 | $'000 | |
| Available cash | 265,886 | 226,317 |
| Restricted cash | 2,960 | 53,922 |
| Cash and cash equivalents | 268,846 | 280,239 |
The carrying value of the Group's cash and cash equivalents is considered to be a reasonable approximation to their fair value due to their short-term maturities.
Restricted cash
Restricted cash at 31 December 2025 includes a residual $1.2 million in accounts relating to 2025 decommissioning security agreement obligations (31 December 2024: $53.4 million). The remaining $1.8 million of restricted cash relates to a Performance Bond in Indonesia (31 December 2024: $0.5 million related to bank guarantees for the Group's Malaysian assets).
14. Financial instruments and fair value measurement
Accounting policy
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Financial instruments are recognised when the Group becomes a party to the contractual provisions of the financial instrument.
Financial assets and financial liabilities are offset and the net amount is reported in the Group balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis.
Financial assets
Financial assets are classified, at initial recognition, as amortised cost, fair value through other comprehensive income ('FVOCI'), or fair value through profit or loss ('FVPL'). The classification of financial assets at initial recognition depends on the financial assets' contractual cash flow characteristics and the Group's business model for managing them. The Group does not currently hold any financial assets at FVOCI, i.e. debt financial assets.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred.
Financial assets at amortised cost
Trade receivables, other receivables and joint operation receivables are measured initially at fair value and subsequently recorded at amortised cost, using the effective interest rate ('EIR') method, and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired and EIR amortisation is included within finance costs.
The Group measures financial assets at amortised cost if both of the following conditions are met:
- The financial asset is held in a business model with the objective to hold financial assets in order to collect contractual cash flows; and
- The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Prepayments, which are not financial assets, are measured at historical cost.
160-161
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
14. Financial instruments and fair value measurement continued
Impairment of financial assets
The Group recognises a loss allowance for expected credit loss ('ECL'), where material, for all financial assets held at the balance sheet date. ECLs are based on the difference between the contractual cash flows due to the Group, and the discounted actual cash flows that are expected to be received. Where there has been no significant increase in credit risk since initial recognition, the loss allowance is equal to 12-month expected credit losses. Where the increase in credit risk is considered significant, lifetime credit losses are provided. For trade receivables, a lifetime credit loss is recognised on initial recognition where material.
The provision rates are based on days past due for groupings of customer segments with similar loss patterns (i.e. by geographical region, product type, customer type and rating) and are based on historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment. The Group evaluates the concentration of risk with respect to trade receivables and contract assets as low, as its customers are joint venture partners and there are no indications of change in risk. Generally, trade receivables are written off when they become past due for more than one year and are not subject to enforcement activity.
Financial liabilities
Financial liabilities are classified, at initial recognition, as amortised cost or at FVPL.
Financial liabilities are derecognised when they are extinguished, discharged, cancelled or they expire. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the Group income statement.
Financial liabilities at amortised cost
Loans and borrowings, trade payables and other creditors are measured initially at fair value net of directly attributable transaction costs and subsequently recorded at amortised cost, using the EIR method. Loans and borrowings are interest bearing. Gains and losses are recognised in profit or loss when the liability is derecognised and EIR amortisation is included within finance costs.
Financial instruments at FVPL
The Group holds derivative financial instruments classified as held for trading, not designated as effective hedging instruments. The derivative financial instruments include forward currency contracts and commodity contracts, to address the respective risks; see note 27. The Group also enters into forward contracts for the purchase of UKAs to manage its exposure to carbon emission credit prices. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.
Financial instruments at FVPL are carried in the Group balance sheet at fair value, with net changes in fair value recognised in the Group income statement.
Financial assets with cash flows that are not solely payments of principal and interest are classified and measured at FVPL, irrespective of the business model. All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVPL. Financial instruments with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.
The Group also holds contingent consideration (see note 21) and a listed equity investment (see note 18). The movements of both are recognised within the Group income statement.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
14. Financial instruments and fair value measurement continued
Fair value measurement
The following table provides the fair values and fair value measurement hierarchy of the Group's other financial assets and liabilities:
| 31 December 2025 | Notes | Carrying value
$'000 | Total
$'000 | Quoted prices in active markets
(Level 1)
$'000 | Significant observable inputs
(Level 2)
$'000 | Significant unobservable inputs
(Level 3)
$'000 |
| --- | --- | --- | --- | --- | --- | --- |
| Financial assets measured at fair value: | | | | | | |
| Derivative financial assets measured at FVPL | | | | | | |
| Commodity contracts | 18(a) | 36,754 | 36,754 | - | 36,754 | - |
| Forward foreign currency contracts | 18(a) | 932 | 932 | - | 932 | - |
| Forward UKA contracts | 18(a) | 28,721 | 28,721 | - | 28,721 | - |
| Other financial assets measured at FVPL | | | | | | |
| Quoted equity shares | | 6 | 6 | 6 | - | - |
| Total financial assets measured at fair value | | 66,413 | 66,413 | 6 | 66,407 | - |
| Financial assets measured at amortised cost: | | | | | | |
| Vendor financing facility | 18(f) | 43,896 | 43,896 | - | 43,896 | - |
| Total financial assets measured at amortised cost^{(i)} | | 43,896 | 43,896 | - | 43,896 | - |
| Liabilities measured at fair value: | | | | | | |
| Derivative financial liabilities measured at FVPL | | | | | | |
| Commodity contracts | 18(a) | 1,997 | 1,997 | - | 1,997 | - |
| Forward UKA contracts | 18(a) | 8,394 | 8,394 | - | 8,394 | - |
| Other financial liabilities measured at FVPL | | | | | | |
| Contingent consideration | 21 | 84,620 | 84,620 | - | - | 84,620 |
| Total liabilities measured at fair value | | 95,011 | 95,011 | - | 10,391 | 84,620 |
| Liabilities measured at amortised cost | | | | | | |
| Interest-bearing loans and borrowings^{(i)} | 17 | 60,324 | 60,324 | - | 60,324 | - |
| GBP retail bond 9.00%^{(ii)} | 17 | 181,812 | 180,892 | 180,892 | - | - |
| USD high yield bond 11.625%^{(iii)} | 17 | 465,328 | 470,878 | 470,878 | - | - |
| Total liabilities measured at amortised cost^{(iv)} | | 707,464 | 712,094 | 651,770 | 60,324 | - |
(i) Amortised cost is a reasonable approximation of the fair value, carrying value includes accrued interest
(ii) Carrying value includes accrued interest and related fees
(iii) Amounts included in the Total column, exclude related fees
162-163
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
14. Financial instruments and fair value measurement continued
| 31 December 2024 | Notes | Carrying Value
$'000 | Total
$'000 | Quoted prices in active markets (Level 1)
$'000 | Significant observable inputs (Level 2)
$'000 | Significant unobservable inputs (Level 2)
$'000 |
| --- | --- | --- | --- | --- | --- | --- |
| Financial assets measured at fair value: | | | | | | |
| Derivative financial assets measured at FVPL | | | | | | |
| Gas commodity contracts | 18(a) | 69 | 69 | – | 69 | – |
| Other financial assets measured at FVPL | | | | | | – |
| Quoted equity shares | | 6 | 6 | 6 | – | – |
| Total financial assets measured at fair value | | 75 | 75 | 6 | 69 | – |
| Financial assets measured at amortised cost: | | | | | | |
| Vendor financing facility | 18(f) | 38,453 | 38,453 | – | 38,453 | – |
| Total financial assets measured at amortised cost(c) | | 38,453 | 38,453 | – | 38,453 | – |
| Liabilities measured at fair value: | | | | | | |
| Derivative financial liabilities measured at FVPL | | | | | | |
| Commodity derivative contracts | 18(a) | 10,497 | 10,497 | – | 10,497 | – |
| Forward foreign currency contracts | 18(a) | 2,354 | 2,354 | – | 2,354 | – |
| Forward UKA contracts | 18(a) | 8,729 | 8,729 | – | 8,729 | – |
| Other financial liabilities measured at FVPL | | | | | | |
| Contingent consideration | 21 | 473,294 | 473,294 | – | – | 473,294 |
| Total liabilities measured at fair value | | 494,874 | 494,874 | – | 21,580 | 473,294 |
| Liabilities measured at amortised cost | | | | | | |
| Interest-bearing loans and borrowings(c) | 17 | 33,972 | 33,972 | – | 33,972 | – |
| GBP retail bond 9.00%(a) | 17 | 169,371 | 161,461 | 161,461 | – | – |
| USD high yield bond 11.625%(a) | 17 | 461,514 | 466,102 | 466,102 | – | – |
| Total liabilities measured at amortised cost(c) | | 664,857 | 661,535 | 627,563 | 33,972 | – |
(i) Amortised cost is a reasonable approximation of the fair value, carrying value includes accrued interest
(ii) Carrying value includes accrued interest and related fees
(iii) Amounts included in the Total column, exclude related fees
Fair value hierarchy
All financial instruments for which fair value is recognised or disclosed are categorised within the fair value hierarchy, based on the lowest level input that is significant to the fair value measurement as a whole, as follows:
Level 1: Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly (i.e. prices) or indirectly (i.e. derived from prices) observable; and
Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
Derivative financial instruments are valued by counterparties, with the valuations reviewed internally and corroborated with readily available market data (Level 2). Contingent consideration is measured at FVPL using the Level 3 valuation processes, details of which and a reconciliation of movements are disclosed in note 21. There have been no transfers between Level 1 and Level 2 during the period (2024: no transfers).
For the financial assets and liabilities measured at amortised cost but for which fair value disclosures are required, the fair value of the bonds classified as Level 1 was derived from quoted prices for that financial instrument, while interest-bearing loans and borrowings and the vendor financing facility were calculated at amortised cost using the effective interest method to capture the present value (Level 2). A reconciliation of movements is disclosed in note 29.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
15. Trade and other receivables
| 2025 | 2024 | |
|---|---|---|
| $'000 | $'000 | |
| Current | ||
| Trade receivables | 15,357 | 20,151 |
| Joint venture receivables | 104,608 | 106,963 |
| Under-lift position | 18,073 | 16,806 |
| VAT receivable | 12,377 | 7,574 |
| Vietnam lease receivable from joint venture partners | 5,122 | - |
| Other receivables(1) | 55,015 | 25,989 |
| Prepayments | 13,821 | 5,720 |
| Accrued income | 21,096 | 47,768 |
| Total current | 245,469 | 230,971 |
| Non-current | ||
| Vietnam abandonment fund | 92,079 | - |
| Vietnam lease receivable from joint venture partners | 19,473 | - |
| Other receivables | 16,614 | 2,102 |
| Total non-current | 128,166 | 2,102 |
(1) Predominantly relates to amounts charged to SVT owners and users.
The carrying values of the Group's trade, joint venture and other receivables as stated above are considered to be a reasonable approximation to their fair value largely due to their short-term maturities. Under-lift is valued at the lower of cost or NRV at the prevailing balance sheet date (note 4(b)).
Trade receivables are non-interest-bearing and are generally on 15 to 30-day terms. Joint venture receivables relate to amounts billable to, or recoverable from, joint venture partners. Receivables are reported net of any ECL with no losses recognised as at 31 December 2025 or 2024.
Non-current receivables mainly comprise the Group's share of cash contributions made into an abandonment fund which was established to ensure that sufficient funds exist to meet future abandonment obligations on Block 12W in Vietnam. The funds are maintained in a bank account by PetroVietnam and the joint venture partners retain the legal rights and obligations to all monies contributed to the abandonment funds, pending commencement of abandonment operations.
The lease receivable relates to the Group's lease of an FPSO used on Block 12W in Vietnam. The related liability is recorded on a gross basis as EnQuest is the sole signatory to the lease, with joint venture partners providing a parent company guarantee with respect to their share of the lease liability. The Group's share of this liability is recorded as a right of use asset (see note 23) with the remainder, representing the share of future payments to be reimbursed by the other partners in Block 12W in Vietnam, recorded as an 'other receivable', split between current and non-current based on the expected timing of reimbursement by the partners.
Other non-current receivables represents capitalised fees associated with the Group's Reserve Based Lending facility disclosed within trade and other receivables to better reflect the variable nature of drawings under the facility.
16. Trade and other payables
| 2025 | 2024 | |
|---|---|---|
| $'000 | $'000 | |
| Current | ||
| Trade payables | 124,806 | 138,822 |
| Accrued expenses | 287,408 | 209,225 |
| Over-lift position | 8,136 | 16,849 |
| Joint venture creditors | 25,750 | 46,187 |
| Other payables | 8,550 | 3,307 |
| Total current | 454,650 | 414,390 |
The carrying value of the Group's current trade and other payables as stated above is considered to be a reasonable approximation to their fair value largely due to the short-term maturities. Certain trade and other payables will be settled in currencies other than the reporting currency of the Group, mainly in Sterling. Trade payables are normally non-interest-bearing and settled on terms of between ten and 30 days.
Accrued expenses include accruals for capital and operating expenditure in relation to the oil and gas assets and interest accruals.
184-185
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
17. Loans and borrowings
| | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| Loans | 60,324 | 33,972 |
| Bonds | 647,140 | 630,885 |
| | 707,464 | 664,857 |
The Group's borrowings are carried at amortised cost as follows:
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| Principal | ||||||
| $'000 | Fees | |||||
| $'000 | Total | |||||
| $'000 | Principal | |||||
| $'000 | Fees | |||||
| $'000 | Total | |||||
| $'000 | ||||||
| SVT working capital facility | 36,331 | - | 36,331 | 33,972 | - | 33,972 |
| Vendor loan facility | 22,096 | - | 22,096 | - | - | - |
| USD high yield bond 11.625% | 465,000 | (6,156) | 458,844 | 465,000 | (10,661) | 454,339 |
| GBP retail bond 9.00% (GBP 133.3 million) | 179,367 | - | 179,367 | 167,101 | - | 167,101 |
| Accrued interest(1) | 10,826 | - | 10,826 | 9,445 | - | 9,445 |
| Total borrowings | 713,620 | (6,156) | 707,464 | 675,518 | (10,661) | 664,857 |
| Due within one year | 69,253 | 43,417 | ||||
| Due after more than one year | 638,211 | 621,440 | ||||
| Total borrowings | 707,464 | 664,857 |
(1) Accrued interest includes vendor loan facility interest accruals of $1.9 million (2024: $nil) and bond interest accruals of $8.9 million (2024: $9.4 million)
See liquidity risk – note 27 for the timing of cash outflows relating to loans and borrowings.
Reserve Based Lending facility ('RBL')
In November 2025, the Group agreed a new six-year Senior Secured Reserve Based Lending ('RBL') facility totalling $800.0 million comprising a $400.0 million multi-currency revolving loan facility, $400.0 million multi-currency revolving letter of credit facility and an accordion of up to $800.0 million which, although uncommitted, provides the potential to extend the secured revolving loan facility and the revolving letter of credit facility by up to $400.0 million each. The maturity of the facility is December 2031. Funds can only be drawn under the loan facility to a maximum amount of the lesser of: (i) the total commitments; and (ii) the borrowing base amount. Interest accrues at 4.00%, plus a combination of an agreed credit adjustment spread and the Secured Overnight Financing Rate ('SOFR'). The facility replaced the Group's previous reserve based lending facility, which was signed in October 2022 and accrued interest at 4.50%, plus a combination of an agreed credit adjustment spread and the SOFR.
Fees associated with the new RBL of $20.4 million were capitalised within trade and other receivables (note 15) and are being amortised over the period of the facility on a straight-line basis. The remaining unamortised fees relating to the previous RBL of $2.4 million were expensed within finance costs.
At 31 December 2025, there were no loan drawdowns under the RBL (2024: $nil), with $400.0 million remaining available for drawdown (2024: $176.4 million). At 31 December 2025, Letter of Credit utilisation was $381.5 million (2024: $54.1 million). The increased utilisation of Letters of Credit reflected their use in providing security under the Group's decommissioning security obligations, replacing the Group's prior period's use of surety bonds and cash.
SVT working capital facility
In 2024, EnQuest extended the £42.0 million revolving loan facility with a joint operations partner to fund the short-term working capital cash requirements of SVT and associated interests until April 2027. The facility is guaranteed by BP EOC Limited (joint operations partner) until the earlier of: a) the date on which production from Magnus permanently ceases; or b) if the operating agreements for both SVT and associated infrastructure are amended to allow for cash calling. The facility is able to be drawn down against, in instalments, and accrues interest at 2.05% per annum plus GBP Sterling Over Night Index Average ('SONIA').
Vendor Loan facility
In August 2024, the Group entered into a deferred payment facility agreement with a third-party vendor providing capacity based on certain qualifying invoices that EnQuest has paid up to an amount of £23.7 million, with interest payable monthly at a rate of 9.50% per annum. At 31 December 2025, $22.1 million had been drawn down on the facility (2024: $nil).
US Dollar high yield bond 11.625%
In October 2022, the Group concluded an offer of $305.0 million for a US Dollar high yield bond. In October 2024, the Group concluded a tap of an additional $160.0 million of the US Dollar high yield bond on the same terms and conditions as the existing bond. The notes accrue a fixed coupon of 11.625% payable semi-annually in arrears with a maturity date of November 2027.
The above carrying value of the bond as at 31 December 2025 is $458.8 million (2024: $454.3 million). This includes bond principal of $465.0 million (2024: $465.0 million) and unamortised issue premium on the tap of $1.0 million (2024: $1.4 million) less the unamortised original issue discount of $1.5 million (2024: $2.4 million) and unamortised fees of $5.8 million (2024: $9.7 million). The fair value of the US Dollar high yield bond is disclosed in note 14.
GBP retail bond 9.00%
On 27 April 2022, the Group issued a new 9.00% GBP retail bond following a successful partial exchange and cash offer. The principal of the GBP retail bond 9.00% raised by the partial exchange and cash offer totalled £133.3 million. The notes accrue a fixed coupon of 9.00% payable semi-annually in arrears and are due to mature in October 2027.
The above carrying value of the bond as at 31 December 2025 is $179.4 million (2024: $167.1 million). All fees associated with this offer were recognised in the income statement in 2022. The fair value of the GBP retail bond 9.00% is disclosed in note 14.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
- Other financial assets and financial liabilities
(a) Summary as at year end
| 2025 | 2024 | |||
|---|---|---|---|---|
| Assets $ 000 | Liabilities $ 000 | Assets $ 000 | Liabilities $ 000 | |
| Fair value through profit or loss: | ||||
| Derivative commodity contracts | 35,009 | 1,997 | 69 | 10,497 |
| Forward foreign currency contracts | 932 | - | - | 2,354 |
| Derivative UKA contracts | 23,550 | 8,394 | - | 8,729 |
| Total current | 59,491 | 10,391 | 69 | 21,580 |
| Fair value through profit or loss: | ||||
| Derivative commodity contracts | 1,745 | - | - | - |
| Derivative UKA contracts | 5,171 | - | - | - |
| Quoted equity shares | 6 | - | 6 | - |
| Amortised cost: | ||||
| Other receivables (Vendor financing facility) (notes 18(f), 24) | 43,896 | - | 38,453 | - |
| Total non-current | 50,818 | - | 38,459 | - |
| Total other financial assets and liabilities | 110,309 | 10,391 | 38,528 | 21,580 |
(b) Income statement impact
The income/(expense) recognised for derivatives are as follows:
| Year ended 31 December 2025 | Revenue and other operating income | Cost of sales | ||
|---|---|---|---|---|
| Realised $ 000 | Unrealised $ 000 | Realised $ 000 | Unrealised $ 000 | |
| Commodity options | (6,561) | 7,766 | - | - |
| Commodity swaps | 15,567 | 37,225 | - | - |
| Commodity futures | (262) | 187 | - | - |
| Foreign exchange contracts | - | - | 20,766 | 3,286 |
| UKA contracts | - | - | (1,055) | 29,056 |
| 8,744 | 45,178 | 19,711 | 32,342 | |
| Year ended 31 December 2024 | Revenue and other operating income | Cost of sales | ||
| --- | --- | --- | --- | --- |
| Realised $ 000 | Unrealised $ 000 | Realised $ 000 | Unrealised $ 000 | |
| Commodity options | (19,899) | 10,617 | - | - |
| Commodity swaps | 7,467 | (7,340) | - | - |
| Commodity futures | (475) | (187) | - | - |
| Foreign exchange contracts | - | - | 2,859 | (2,354) |
| UKA contracts | - | - | (7,594) | (469) |
| (12,907) | 3,090 | (4,735) | (2,823) |
(c) Commodity contracts
The Group uses derivative financial instruments to manage its exposure to the oil price, including put and call options, swap contracts and futures.
For the year ended 31 December 2025, gains totalling $53.9 million (2024: losses of $9.8 million) were recognised in respect of commodity contracts measured as FVPL. This included gains totalling $8.7 million (2024: losses of $12.9 million) realised on contracts that matured during the year, and mark-to-market unrealised gains totalling $45.2 million (2024: gains of $3.1 million).
The mark-to-market value of the Group's open commodity contracts as at 31 December 2025 was a net asset of $34.8 million (2024: net liability of $10.4 million).
166-167
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
18. Other financial assets and financial liabilities continued
(d) Foreign currency contracts
The Group enters into a variety of foreign currency contracts, primarily in relation to Sterling. During the year ended 31 December 2025, gains totalling $24.1 million (2025: gains of $0.5 million) were recognised in the Group income statement. This included realised gains totalling $20.8 million (2024: gains of $2.9 million) on contracts that matured in the year.
The mark-to-market value of the Group's open contracts as at 31 December 2025 was a net asset of $0.9 million (2024: net liability of $2.4 million).
(e) UK emissions allowance forward contracts
The Group enters into forward contracts for the purchase of UKAs to manage its exposure to carbon emission credit prices. During the year ended 31 December 2025, gains totalling $28.0 million (2024: losses of $8.1 million) were recognised in the Group income statement. This included realised losses totalling $1.1 million (2024: losses of $7.6 million) on contracts that matured in the year.
The mark-to-market value of the Group's open contracts as at 31 December 2025 was a net asset of $20.3 million (2024: net liability of $8.7 million).
(f) Other receivables
| | Other receivables
$’000 | Equity shares
$’000 | Total
$’000 |
| --- | --- | --- | --- |
| At 1 January 2024 | 145,103 | 6 | 145,109 |
| Interest | 3,263 | – | 3,263 |
| Repayments | (107,518) | – | (107,518) |
| Foreign Exchange | (2,395) | – | (2,395) |
| At 31 December 2024 | 38,453 | 6 | 38,459 |
| Interest | 2,639 | – | 2,639 |
| Foreign Exchange | 2,804 | – | 2,804 |
| At 31 December 2025 | 43,896 | 6 | 43,902 |
| Current | | | – |
| Non-current | | | 43,902 |
| | | | 43,902 |
Other receivables relate to a vendor financing facility entered into with RockRose Energy Limited on 29 December 2023 following the farm-down of a 15.0% share in the EnQuest Producer FPSO and capital items associated with the Bressay development. $107.5 million was repaid in the first quarter of 2024 with the remainder repayable through future net cash flows from the Bressay field. Interest on the outstanding amount accrues at 2.5% plus the Bank of England’s Base Rate.
19. Share capital and reserves
Accounting policy
Share capital and share premium
The balance classified as equity share capital includes the total net proceeds (both nominal value and share premium) on issue of registered share capital of the parent company. Share issue costs associated with the issuance of new equity are treated as a direct reduction of proceeds. The share capital comprises only one class of Ordinary share. Each Ordinary share carries an equal voting right and right to a dividend.
Treasury shares
Represents amounts transferred following purchase of the Company's own shares out of distributable profits, with those shares available for resale into the market, transfer to the Group's Employee Benefit Trust ('EBT') where they can be used to satisfy awards made under the Company's share-based incentive schemes, or cancelled.
Capital redemption reserve
Represents the par value of shares cancelled following the purchase of the Company's own shares out of distributable profits.
Retained earnings
Retained earnings contain the accumulated profits/(losses) of the Group.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
19. Share capital and reserves continued
Share-based payments reserve
Equity-settled share-based payment transactions are measured at the fair value of the services received, and the corresponding increase in equity is recorded. EnQuest PLC shares held by the Group in the EBT are recognised at cost and are deducted from the share-based payments reserve, as they are held to satisfy awards made under equity-settled share-based payment transactions. Consideration received for the sale of such shares is also recognised in equity, with any difference between the proceeds from the sale and the original cost being taken to reserves. No gain or loss is recognised in the Group income statement on the purchase, sale, issue or cancellation of equity shares.
| Authorised, issued and fully paid | Ordinary shares of £0.05 each number | Share capital $’000 | Share premium $’000 | Treasury shares $’000 | Capital redemption reserve $’000 | Total $’000 |
|---|---|---|---|---|---|---|
| At 1 January 2025 | 1,885,029,503 | 131,508 | 260,546 | (4,425) | 2,006 | 389,635 |
| Shares transferred to EBT | - | - | - | 885 | - | 885 |
| At 31 December 2025 | 1,885,029,503 | 131,508 | 260,546 | (3,540) | 2,006 | 390,520 |
At 31 December 2025, 20,000,000 (2024: 25,000,000) Ordinary shares were held in Treasury for issue in due course to the Company's EBT to satisfy the anticipated future exercise of options and awards made to employees and Executive Directors of EnQuest PLC pursuant to certain of the Company's existing share plans. During the year, 5,000,000 shares were transferred to the Company's EBT.
At 31 December 2025, there were 3,948,076 shares held by the EBT (2024: 972,269) which are included within the share-based payment reserve. The movement in the year was 2,975,807 shares used to satisfy awards made under the Company's share-based incentive schemes offset by a transfer of shares from Treasury.
20. Share-based payment plans
Accounting policy
Eligible employees (including Executive Directors) of the Group receive remuneration in the form of share-based payment transactions, whereby employees render services in exchange for shares or rights over shares of EnQuest PLC.
Information on these plans for Executive Directors is shown in the Directors' Remuneration Report on page 116.
The cost of these equity-settled transactions is measured by reference to the fair value at the date on which they are granted. The fair value of awards is calculated in reference to the scheme rules at the market value, being the average middle market quotation of a share for the three immediately preceding dealing days as derived from the Daily Official List of the London Stock Exchange, provided such dealing days do not fall within any period when dealings in shares are prohibited because of any dealing restriction.
The cost of equity-settled transactions is recognised over the vesting period in which the relevant employees become fully entitled to the award. The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group's best estimate of the number of equity instruments that will ultimately vest. The Group income statement charge or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period.
In valuing the transactions, no account is taken of any service or performance conditions, other than conditions linked to the price of the shares of EnQuest PLC (market conditions) or 'non-vesting' conditions, if applicable. No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a market or non-vesting condition, which are treated as vesting irrespective of whether or not the market or non-vesting condition is satisfied, provided that all other performance conditions are satisfied. Equity awards cancelled are treated as vesting immediately on the date of cancellation, and any expense not previously recognised for the award at that date is recognised in the Group income statement.
The Group operates a number of equity-settled employee share plans under which share units are granted to the Group's senior leaders and certain other employees. These plans typically have a three-year performance or restricted period. Leaving employment will normally preclude the conversion of units into shares, but special arrangements apply for participants that leave for qualifying reasons.
The share-based payment (income)/expense recognised for each scheme was as follows:
| | 2025
$’000 | 2024
$’000 |
| --- | --- | --- |
| Performance Share Plan | (806) | 511 |
| Other performance share plans | (8) | 64 |
| Sharesave Plan | 145 | 408 |
| | (669) | 983 |
168-169
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
20. Share-based payment plans continued
The following table shows the number of shares potentially issuable under the Group's various equity-settled employee share plans, including the number of options outstanding and the number of options exercisable at the end of each year.
| Share plans | 2025
Number | 2024
Number |
| --- | --- | --- |
| Outstanding at 1 January | 88,617,683 | 87,367,455 |
| Granted during the year | 27,138,555 | 35,353,664 |
| Exercised during the year | (1,493,821) | (7,291,023) |
| Forfeited during the year | (17,282,431) | (26,812,413) |
| Outstanding at 31 December | 96,979,986 | 88,617,683 |
| Exercisable at 31 December | 15,172,474 | 9,138,271 |
Within the Group's equity-settled employee share plans detailed above, the Group operates an approved savings-related share option scheme (the 'Sharesave Plan'). The plan is based on eligible employees being granted options and their agreement to opening a Sharesave account with a nominated savings carrier and to save over a specified period, either three or five years. The right to exercise the option is at the employee's discretion at the end of the period previously chosen, for a period of six months.
The following table shows the number of shares potentially issuable under equity-settled employee share option plans, including the number of options outstanding, the number of options exercisable at the end of each year and the corresponding weighted average exercise prices.
| Sharesave options | 2025 | 2024 | ||
|---|---|---|---|---|
| Number | Weighted average exercise price $ | Number | Weighted average exercise price $ | |
| Outstanding at 1 January | 9,956,017 | 0.15 | 18,658,144 | 0.16 |
| Exercised during the year | - | - | (5,478,693) | 0.13 |
| Forfeited during the year | (1,575,108) | 0.21 | (3,223,434) | 0.15 |
| Outstanding at 31 December | 8,380,909 | 0.15 | 9,956,017 | 0.15 |
| Exercisable at 31 December | 155,925 | 0.28 | 323,886 | 0.24 |
21. Contingent consideration
Accounting policy
When the consideration transferred by the Group in a business combination includes a contingent consideration arrangement, the contingent consideration is measured at its acquisition-date fair value and included as part of the consideration transferred in a business combination. Changes in fair value of the contingent consideration that qualify as measurement period adjustments are adjusted retrospectively, with corresponding adjustments against goodwill. Measurement period adjustments are adjustments that arise from additional information obtained during the 'measurement period' (which cannot exceed one year from the acquisition date) about facts and circumstances that existed at the acquisition date.
The subsequent accounting for changes in the fair value of the contingent consideration that do not qualify as measurement period adjustments depends on how the contingent consideration is classified. Contingent consideration depicted below is remeasured to fair value at subsequent reporting dates with changes in fair value recognised in profit or loss. Contingent consideration that is classified as equity if any, is not remeasured at subsequent reporting dates and its subsequent settlement is accounted for within equity.
Contingent consideration is discounted at a risk-free rate combined with a risk premium, calculated in alignment with IFRS 13 and the unwinding of the discount is presented as part of the overall fair value charge within other expenses/income.
Any contingent consideration included in the consideration payable for an asset acquisition is recorded at fair value at the date of acquisition and included in the initial measurement of cost.
Settlement of contingent consideration recorded at fair value through profit or loss is recorded as investing outflows in the cash flow statement to the extent cumulative amounts paid do not exceed the amount recognised at the date of acquisition, with any excess recorded as an operating cash outflow. Settlement of contingent consideration relating to an asset acquisition is recorded as an investing cash outflow.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
- Contingent consideration continued
| | Magnus 75%
₹ 000 | Magnus decommissioning-linked liability
₹ 000 | Total
₹ 000 |
| --- | --- | --- | --- |
| At 31 December 2024 | 451,333 | 21,961 | 473,294 |
| Unwinding of discount (see note 4(d)) | 51,002 | 2,645 | 53,647 |
| Other change in fair value (see note 4(d)) | (442,335) | 1,543 | (440,792) |
| Utilisation | – | (1,529) | (1,529) |
| At 31 December 2025 | 60,000 | 24,620 | 84,620 |
| Classified as: | | | |
| Current | 60,000 | 318 | 60,318 |
| Non-current | – | 24,302 | 24,302 |
| | 60,000 | 24,620 | 84,620 |
75% Magnus acquisition contingent consideration
On 1 December 2018, EnQuest completed the acquisition of the additional 75% interest in the Magnus oil field ('Magnus') and associated interests (collectively the 'Transaction assets') which was part funded through a profit share arrangement with bp whereby EnQuest and bp share the net cash flow generated by the 75% interest on a 50:50 basis, subject to a cap of $1.0 billion received by bp. This contingent consideration is a financial liability classified as measured at FVPL.
In February 2026, an agreement was concluded with bp for EnQuest to settle the profit share arrangement for $60.0 million, with payment made the same month. As the agreement was substantially agreed at 31 December 2025, this value has been used to fair value the contingent consideration which resulted in a decrease in fair value (excluding the impact of unwind of discount) of $442.3 million (2024: decrease of $43.4 million). The decrease in 2024 reflected a reduction in the Group's near-term oil price assumptions and changes in the assets cost and production profile. The overall fair value accounting effect relating to the contingent consideration, including the unwinding of discount, totalled income of $391.3 million (2024: charge of $11.8 million) which was recognised in the Group income statement. Within the statement of cash flows, the profit share element of the repayment is disclosed separately under investing activities. There were no profit share payments during the year (2024: $48.5 million). At 31 December 2025, the contingent consideration for Magnus was $60.0 million (31 December 2024: $451.3 million).
Magnus decommissioning-linked contingent consideration
As part of the Magnus and associated interests acquisition, bp retained the decommissioning liability in respect of the existing wells and infrastructure and EnQuest agreed to pay additional consideration in relation to the management of the physical decommissioning costs of Magnus. At 31 December 2025, the amount due to bp calculated on an after-tax basis by reference to 30% of bp's decommissioning costs on Magnus was $24.6 million (2024: $22.0 million). Any reasonably possible change in assumptions would not have a material impact on the provision.
170-171
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
22. Provisions
Accounting policy
Decommissioning
Provision for future decommissioning costs is made in full when the Group has an obligation: to dismantle and remove a facility or an item of plant; to restore the site on which it is located; and when a reasonable estimate of that liability can be made. The Group's provision primarily relates to the future decommissioning of production facilities and pipelines.
A decommissioning asset and liability are recognised within property, plant and equipment and provisions, respectively, at the present value of the estimated future decommissioning costs. The decommissioning asset is amortised over the life of the underlying asset on a unit of production basis over proven and probable reserves, included within depletion in the Group income statement. Any change in the present value of estimated future decommissioning costs is reflected as an adjustment to the provision and the oil and gas asset for producing assets. For assets that have ceased production, the change in estimate is reflected as an adjustment to the provision and the Group income statement, via other income or expense. The unwinding of the decommissioning liability is included under finance costs in the Group income statement.
These provisions have been created based on internal and third-party estimates. Assumptions based on the current economic environment have been made which management believes are a reasonable basis upon which to estimate the future liability. These estimates are reviewed regularly to take into account any material changes to the assumptions. However, actual decommissioning costs will ultimately depend upon future market prices for the necessary decommissioning works required, which will reflect market conditions at the relevant time. Furthermore, the timing of decommissioning liabilities is likely to depend on the dates when the fields cease to be economically viable. This in turn depends on future oil prices, which are inherently uncertain. See Use of judgements, estimates and assumptions: provisions within note 2.
Other
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and a reliable estimate can be made of the amount of the obligation.
| | Decommissioning provision
$’000 | Thistle decommissioning provision
$’000 | Other provisions
$’000 | Total
$’000 |
| --- | --- | --- | --- | --- |
| At 31 December 2024 | 741,565 | 18,348 | 6,193 | 766,106 |
| Acquisition (see note 30) | 89,052 | – | – | 89,052 |
| Additions during the year(1) | 46,721 | – | 461 | 47,182 |
| Changes in estimates(1) | 40,868 | 4,772 | (5,083) | 40,557 |
| Unwinding of discount | 35,912 | 755 | – | 36,667 |
| Utilisation(2) | (38,486) | (8,589) | (481) | (47,556) |
| Foreign exchange | – | – | 28 | 28 |
| At 31 December 2025 | 915,632 | 15,286 | 1,118 | 932,036 |
| Classified as: | | | | |
| Current | 48,853 | 4,915 | 314 | 54,082 |
| Non-current | 866,779 | 10,371 | 804 | 877,954 |
| | 915,632 | 15,286 | 1,118 | 932,036 |
(1) Includes $77.9 million related to producing assets disclosed in note 9 and $9.7 million relating to assets in decommissioning disclosed in note 4(d)
(2) Utilisation differs to amounts paid in the cash flow statement due to movements in accruals recognised within trade and other payables
Decommissioning provision
The Group's total provision represents the present value of decommissioning costs which are expected to be incurred up to 2050, assuming no further development of the Group's assets. The Group's decommissioning provision has increased by $174.0 million in the period. This primarily reflects the discounted decommissioning liability acquired as part of the Vietnam asset acquisition of $89.1 million (which is largely pre-funded as set out below), additional liability recognised in relation to Seligi Non-Associated Gas rights in Malaysia of $41.5 million and higher cost estimates of $40.9 million, predominantly due to a weaker US Dollar, offset partly by the ongoing decommissioning programmes utilisation of $38.5 million.
At 31 December 2025, an estimated $364.3 million is expected to be utilised between one and five years (2024: $281.1 million), $373.1 million within six to ten years (2024: $280.0 million), and the remainder in later periods. For sensitivity analysis see Use of judgements, estimates and assumptions within note 2.
The Vietnam PSC requires the expected decommissioning liability to be pre-funded via a quarterly cash payment into an abandonment cess fund. The balance of amounts previously deposited into the cess fund is held in escrow to be drawn against when abandonment takes place. As at 31 December 2025, EnQuest's share of the cess fund was $92.1 million and is disclosed in non-current trade and other receivables (note 15).
The Group uses Letters of Credit, surety bonds and cash deposits to provide security for its decommissioning obligations. Following the agreement of a new RBL facility in November 2025, the Group utilised Letters of Credit totalling $381.5 million to provide security for its decommissioning obligations at 31 December 2025 (2024: surety bonds totalling $277.0 million and cash deposits of $53.4 million).
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
22. Provisions continued
Thistle decommissioning provision
In 2018, EnQuest exercised the option to receive $50.0 million from bp in exchange for undertaking the management of the physical decommissioning activities for Thistle and Deveron and making payments by reference to 7.5% of bp's share of decommissioning costs of the Thistle and Deveron fields, with the liability recognised within provisions. At 31 December 2025, the amount due to bp by reference to 7.5% of bp's decommissioning costs on Thistle and Deveron was $15.3 million (2024: $18.3 million), with the reduction mainly reflecting the utilisation in the period. Change in estimates of $4.8 million are included within other expense (2024: $0.4 million) and unwinding of discount of $0.8 million is included within finance costs (2024: $0.9 million).
23. Leases
Accounting policy
As a lessee
The Group recognises a right-of-use asset and a lease liability at the lease commencement date.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease, or, if that rate cannot be readily determined, the Group uses its incremental borrowing rate.
The incremental borrowing rate is the rate that the Group would have to pay for a loan of a similar term, and with similar security, to obtain an asset of similar value. The incremental borrowing rate is determined based on a series of inputs including: the term, the risk-free rate based on government bond rates and a credit risk adjustment based on EnQuest bond yields.
Lease payments included in the measurement of the lease liability comprise:
- fixed lease payments (including in-substance fixed payments), less any lease incentives;
- variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;
- the exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
- payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.
The lease liability is subsequently recorded at amortised cost, using the effective interest rate method. The liability is remeasured when there is a change in future lease payments arising from a change in an index or rate or if the Group changes its assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero. The Group did not make any such adjustments during the periods presented.
The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Group expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.
The Group applies the short-term lease recognition exemption to those leases that have a lease term of 12 months or less from the commencement date. It also applies the low-value assets recognition exemption to leases of assets below £5,000. Lease payments on short-term leases and leases of low-value assets are recognised as an expense on a straight-line basis over the lease term.
The Group applies IAS 36 Impairment of Assets to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in the 'property, plant and equipment' policy (see note 9).
Variable rents that do not depend on an index or rate are not included in the measurement of the lease liability and the right-of-use asset. The related payments are recognised as an expense in the period in which the event or condition that triggers those payments occurs and are included within 'cost of sales' or 'general and administration expenses' in the Group income statement.
For leases within joint ventures, the Group assesses on a lease-by-lease basis the facts and circumstances. Where all parties to a joint operation jointly have the right to control the use of the identified asset and all parties have a legal obligation to make lease payments to the lessor, the Group's share of the right-of-use asset and its share of the lease liability will be recognised on the Group balance sheet. This may arise in cases where the lease is signed by all parties to the joint operation or the joint operation partners are named within the lease. However, in cases where EnQuest is the sole signatory and the only party with the legal obligation to make lease payments to the lessor but the joint venture partners provide guarantees in relation to their share of the liability, the full lease liability will be recognised, along with the Group's share of the right-of-use asset and a receivable balance representing amounts owed by joint venture partners. In cases where EnQuest is the only party with the legal obligation to make lease payments to the lessor, the full lease liability and right-of-use asset will be recognised on the Group balance sheet. This may be the case if, for example, EnQuest, as operator of the joint operation, is the sole signatory to the lease. If the underlying asset is used for the performance of the joint operation agreement, EnQuest will recharge the associated costs in line with the joint operating agreement.
172-173
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
23. Leases continued
As a lessor
When the Group acts as a lessor, it determines at lease inception whether each lease is a finance lease or an operating lease. Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All other leases are classified as operating leases.
When the Group is an intermediate lessor, it accounts for the head-lease and the sub-lease as two separate contracts. The sub-lease is classified as a finance or operating lease by reference to the right-of-use asset arising from the head-lease.
Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight-line basis over the lease term.
Amounts due from lessees under finance leases are recognised as receivables at the amount of the Group's net investment in the leases. Finance lease income is allocated to reporting periods so as to reflect a constant periodic rate of return on the Group's net investment outstanding in respect of the leases.
When a contract includes lease and non-lease components, the Group applies IFRS 15 to allocate the consideration under the contract to each component.
Right-of-use assets and lease liabilities
Set out below are the carrying amounts of the Group's right-of-use assets and lease liabilities and the movements during the period:
| | Right-of-use assets
$’000 | Lease liabilities
$’000 |
| --- | --- | --- |
| As at 31 December 2023 | 407,732 | 422,174 |
| Additions in the period | 16,453 | 16,453 |
| Depreciation expense | (54,735) | – |
| Impairment reversal | 4,014 | – |
| Interest expense | – | 27,673 |
| Payments | – | (130,065) |
| Foreign exchange movements | – | (980) |
| As at 31 December 2024 | 373,464 | 335,255 |
| Acquisition (see note 30) | 33,002 | 60,681 |
| Additions in the period (see note 9) | 32,302 | 32,302 |
| Depreciation expense (see note 9) | (59,184) | – |
| Impairment reversal (see note 9) | 28,838 | – |
| Interest expense | – | 25,100 |
| Payments | – | (83,061) |
| Foreign exchange movements | – | 5,818 |
| Disposal | (4,253) | (4,005) |
| As at 31 December 2025 | 404,169 | 372,090 |
| Current | | 86,323 |
| Non-current | | 285,767 |
| | | 372,090 |
The carrying value of the right-of-use assets include $373.9 million (2024: $340.9 million) of oil and gas assets and $30.3 million (2024: $32.6 million) of buildings.
The Group leases assets, including the Kraken and Vietnam FPSOs, property, and oil and gas vessels, with a weighted average lease term of three years. The maturity analysis of lease liabilities is disclosed in note 27.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
23. Leases continued
Amounts recognised in profit or loss
| | Year ended 31 December 2025
$'000 | Year ended 31 December 2024
$'000 |
| --- | --- | --- |
| Depreciation expense of right-of-use assets | 59,184 | 54,735 |
| Impairment reversal of right-of-use assets | (28,838) | (4,014) |
| Interest expense on lease liabilities | 25,100 | 27,672 |
| Rent expense – short-term leases | 9,018 | 13,860 |
| Rent expense – leases of low-value assets | 297 | 33 |
| Total amounts recognised in profit or loss | 64,761 | 92,287 |
Amounts recognised in statement of cash flows
| | Year ended 31 December 2025
$'000 | Year ended 31 December 2024
$'000 |
| --- | --- | --- |
| Total cash outflow for leases | 83,061 | 130,065 |
Leases as lessor
The Group sub-leases part of Annan House, the Aberdeen office. The sub-lease is classified as an operating lease, as all the risks and rewards incidental to the ownership of the right-of-use asset are not all substantially transferred to the lessee. Rental income recognised by the Group during 2025 was $1.9 million (2024: $2.2 million).
The following table sets out a maturity analysis of the lessees lease payments to EnQuest as lessor, showing the undiscounted lease payments to be received after the reporting date:
| | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| Less than one year | 1,291 | 2,029 |
| One to two years | 1,293 | 858 |
| Two to three years | 1,310 | 860 |
| Three to four years | 1,317 | 875 |
| Four to five years | 821 | 882 |
| More than five years | 1,326 | 1,856 |
| Total undiscounted lease payments | 7,358 | 7,360 |
24. Deferred income
Accounting policy
Income is not recognised in the income statement until it is highly probable that the conditions attached to the income will be met.
| | Year ended 31 December 2025
$'000 | Year ended 31 December 2024
$'000 |
| --- | --- | --- |
| Deferred income | 138,095 | 138,095 |
In December 2023 a form-down of an equity interest in the EnQuest Producer FPSO and certain capital spares related to the Bressay development was completed and cash received of $141.3 million. The same amount was lent back to the acquirer in December 2023 as vendor financing (see note 18(f)). Proceeds from the farm-down are reported within deferred income, as these are contingent upon the Bressay development project achieving regulatory approval. Both parties are committed to delivering the development, however should the project not achieve regulatory approval there remains the option to deploy the assets on an alternative project.
174-175
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
25. Commitments and contingencies
Capital commitments
At 31 December 2025, the Group had commitments for future capital expenditure amounting to $48.4 million (2024: $13.3 million). The increase primarily relates to commitments for the development of the non-associated gas resources in the PMB/Seligi PSC contract area under the Seligi 1b gas agreement. The key remaining components of this relate to minimum work commitments in Indonesia and Brunei. Where the commitment relates to a joint venture, the amount represents the Group's net share of the commitment. Where the Group is not the operator of the joint venture then the amounts are based on the Group's net share of committed future work programmes.
Other commitments
In the normal course of business, the Group will obtain surety bonds, Letters of Credit and guarantees. At 31 December 2025, the Group utilised Letters of Credit totalling $381.5 million under its new RBL facility to provide security for its decommissioning obligations, having held surety bonds totalling $277.0 million in 2024. See note 22 for further details.
Contingencies
The Group becomes involved from time to time in various claims and lawsuits arising in the ordinary course of its business. For example, in 2025, the NSTA engaged with EnQuest with regards to the timing/scheduling of certain plug and abandon obligations, which remain under discussion. Regardless, the Group is not, nor has been during the past 12 months, involved in any governmental, legal or arbitration proceedings which, either individually or in the aggregate, have had, or are expected to have, a material adverse effect on the Group balance sheet or profitability. Nor, so far as the Group is aware, are any such proceedings pending or threatened.
A contingent payment of $15.0 million to Equinor is due upon regulatory approval of a Bressay field development plan.
26. Related party transactions
The Group financial statements include the financial statements of EnQuest PLC and its subsidiaries. A list of the Group's principal subsidiaries is contained in note 28 to these Group financial statements.
Balances and transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.
All sales to and purchases from related parties are made at normal market prices and the pricing policies and terms of these transactions are approved by the Group's management. With the exception of the transactions disclosed below, there have been no transactions with related parties who are not members of the Group during the year ended 31 December 2025 (2024: none).
Compensation of key management personnel
The following table details remuneration of key management personnel of the Group. Key management personnel comprise Executive and Non-Executive Directors of the Company and the Executive Committee.
| | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| Short-term employee benefits | 5,206 | 5,138 |
| Share-based payments | 30 | 124 |
| Post-employment pension benefits | 278 | 226 |
| Termination payments | 133 | 947 |
| | 5,647 | 6,435 |
27. Risk management and financial instruments
Risk management objectives and policies
The Group's principal financial assets and liabilities comprise trade and other receivables, cash and cash equivalents, interest-bearing loans, borrowings and leases, derivative financial instruments and trade and other payables. The main purpose of the financial instruments is to manage cash flow and to provide liquidity for organic and inorganic growth initiatives.
The Group's activities expose it to various financial risks particularly associated with fluctuations in oil price, foreign currency risk, liquidity risk and credit risk. The Group is also exposed to interest rate risks related to SOFR on cash balances and the RBL. As the RBL was undrawn at 31 December 2025, no sensitivities have been provided. Management reviews and agrees policies for managing each of these risks, which are summarised below. Also presented below is a sensitivity analysis to indicate sensitivity to changes in market variables on the Group's financial instruments and to show the impact on profit and shareholders' equity, where applicable. The sensitivity has been prepared for periods ended 31 December 2025 and 2024, using the amounts of debt and other financial assets and liabilities held at those reporting dates.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
27. Risk management and financial instruments continued
Commodity price risk – oil prices
The Group is exposed to the impact of changes in Brent oil prices on its revenues and profits generated from sales of crude oil.
The Group's policy is to have the ability to hedge oil prices up to a maximum of 75% of the next 12 months' production on a rolling annual basis, up to 60% in the following 12-month period and 50% in the subsequent 12-month period. On a rolling quarterly basis, under the RBI, facility, the Group is required to hedge production based on the proportion of the loan facility utilised. Where the relevant amounts utilised are 10% or less of the amounts available, the Group is required to hedge a minimum of 10% of volumes of net entitlement production expected in the next 12 months and the following 12 months. Where the relevant amounts utilised are more than 10% but less than 50% of the amounts available, the Group is required to hedge a minimum of 30% of volumes of net entitlement production expected in the next 12 months and a minimum of 15% of volumes of net entitlement production expected in the following 12 months.
Details of the commodity derivative contracts entered into during and open at the end of 2025 are disclosed in note 18. As of 31 December 2025, the Group held financial instruments (options and swaps) related to crude oil that covered 3.4 MMbbls of 2026 production and 0.9 MMbbls of 2027 production. The instruments have an effective average floor price of around $68.3/bbl in 2026 and $63.5/bbl in 2027. The Group utilises multiple benchmarks when hedging production to achieve optimal results for the Group. No derivatives were designated in hedging relationships at 31 December 2025.
The following table summarises the impact on the Group's pre-tax profit of a reasonably possible change in the Brent oil price on the fair value of derivative financial instruments, with all other variables held constant. The impact in equity is the same as the impact on profit before tax.
| Pre-tax profit | ||
|---|---|---|
| +$10/bbl increase $'000 | -$10/bbl decrease $'000 | |
| 31 December 2025 | (42,600) | 42,900 |
| 31 December 2024 | (47,600) | 47,200 |
Foreign exchange risk
The Group is exposed to foreign exchange risk arising from movements in currency exchange rates. Such exposure arises from sales or purchases in currencies other than the Group's functional currency, the 9.00% retail bond, the vendor financing facility and any UK EPI, cash tax payments which are denominated in Sterling. To mitigate the risks of large fluctuations in the currency markets, the hedging policy agreed by the Board allows for up to 70% of the non-US Dollar portion of the Group's annual capital budget and operating expenditure to be hedged. For specific contracted capital expenditure projects, up to 100% can be hedged. Approximately 17% (2024: 12%) of the Group's sales and 98% (2024: 97%) of costs (including operating and capital expenditure and general and administration costs) are denominated in currencies other than the functional currency.
The Group also enters into foreign currency swap contracts from time to time to manage short-term exposures. The following tables summarise the Group's financial assets and liabilities exposure to foreign currency.
| Year ended 31 December 2025 | GBP $'000 | MYR $'000 | Other $'000 | Total $'000 |
|---|---|---|---|---|
| Total financial assets | 357,349 | 30,762 | 12,015 | 400,126 |
| Total financial liabilities | 783,464 | 28,336 | 13,364 | 825,164 |
| Year ended 31 December 2024 | GBP $'000 | MYR $'000 | Other $'000 | Total $'000 |
| --- | --- | --- | --- | --- |
| Total financial assets | 396,168 | 22,570 | 3,024 | 421,762 |
| Total financial liabilities | 714,626 | 21,731 | 3,801 | 740,158 |
The following table summarises the sensitivity to a reasonably possible change in the US Dollar to Sterling foreign exchange rate, with all other variables held constant, of the Group's profit before tax due to changes in the carrying value of monetary assets and liabilities at the reporting date. The impact in equity is the same as the impact on profit before tax. The Group's exposure to foreign currency changes for all other currencies is not material:
| Pre-tax profit | ||
|---|---|---|
| 10% rate increase $'000 | 10% rate decrease $'000 | |
| 31 December 2025 | (22,189) | 22,189 |
| 31 December 2024 | (28,263) | 28,263 |
176-177
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
27. Risk management and financial instruments continued
Credit risk
Credit risk is managed on a Group basis. Credit risk in financial instruments arises from cash and cash equivalents and derivative financial instruments where the Group's exposure arises from default of the counterparty, with a maximum exposure equal to the carrying amount of these instruments. For banks and financial institutions only those rated with an A-/A3 credit rating or better are accepted. Cash balances can be invested in short-term bank deposits and AAA-rated liquidity funds, subject to Board-approved limits and with a view to minimising counterparty credit risks.
In addition, there are credit risks of commercial counterparties, including exposures in respect of outstanding receivables. The Group trades only with recognised international oil and gas companies, commodity traders and shipping companies and at 31 December 2025, there were no trade receivables past due but not impaired (2024: nil) and no joint venture receivables past due but not impaired (2024: nil). Receivable balances are monitored on an ongoing basis with appropriate follow-up action taken where necessary. Any impact from ECL is disclosed in note 15.
At 31 December 2025, the Group had one customer accounting for 65% of outstanding trade receivables (2024: two customers, 91%) and four joint venture partners accounting for over 75% of outstanding joint venture receivables (2024: four partners, over 70%).
Liquidity risk
The Group monitors its risk of a shortage of funds by reviewing its cash flow requirements on a regular basis relative to its existing bank facilities and the maturity profile of its borrowings. Specifically, the Group's policy is to ensure that sufficient liquidity or committed facilities exist within the Group to meet its operational funding requirements and to ensure the Group can service its debt and adhere to its financial covenants. At 31 December 2025, $409.8 million (2024: $194.3 million) was available for drawdown under the Group's facilities (see note 17).
The following tables detail the maturity profiles of the Group's non-derivative financial liabilities, including projected interest thereon. The amounts in these tables are different from the balance sheet as the table is prepared on a contractual undiscounted cash flow basis and includes future interest payments.
By reference to the conditions existing at the reporting period end, the maturity analysis of the contingent consideration is disclosed below. All of the Group's liabilities, except for the RBL, are unsecured.
| Year ended 31 December 2025 | On demand
$’000 | Up to 1 year
$’000 | 1 to 2 years
$’000 | 2 to 5 years
$’000 | Over 5 years
$’000 | Total
$’000 |
| --- | --- | --- | --- | --- | --- | --- |
| Loans | – | 60,888 | – | – | – | 60,888 |
| Bonds | – | 69,945 | 714,312 | – | – | 784,257 |
| Contingent consideration | – | 60,335 | 6,681 | 1,382 | 65,571 | 133,969 |
| Obligations under lease liabilities | – | 97,363 | 231,189 | 59,547 | 26,328 | 414,427 |
| Trade and other payables | – | 446,527 | – | – | – | 446,527 |
| | – | 735,058 | 952,182 | 60,929 | 91,899 | 1,840,068 |
| Year ended 31 December 2024 | On demand
$’000 | Up to 1 year
$’000 | 1 to 2 years
$’000 | 2 to 5 years
$’000 | Over 5 years
$’000 | Total
$’000 |
| --- | --- | --- | --- | --- | --- | --- |
| Loans | – | 34,168 | – | – | – | 34,168 |
| Bonds | – | 69,095 | 69,095 | 701,197 | – | 839,387 |
| Contingent consideration | – | 20,675 | 64,877 | 265,854 | 425,027 | 776,433 |
| Obligations under lease liabilities | – | 66,092 | 71,600 | 222,093 | 31,696 | 391,481 |
| Trade and other payables | – | 397,543 | – | – | – | 397,543 |
| | – | 587,573 | 205,572 | 1,189,144 | 456,723 | 2,439,012 |
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
27. Risk management and financial instruments continued
The following tables detail the Group's expected maturity of payables for its derivative financial instruments. The amounts in these tables are different from the balance sheet as the table is prepared on a contractual undiscounted cash flow basis. When the amount receivable or payable is not fixed, the amount disclosed has been determined by reference to a projected forward curve at the reporting date.
| Year ended 31 December 2025 | On demand $'000 | Less than 3 months $'000 | 3 to 12 months $'000 | 1 to 2 years $'000 | Over 2 years $'000 | Total $'000 |
|---|---|---|---|---|---|---|
| Commodity derivative contracts | - | 2,563 | 66 | - | - | 2,629 |
| Other derivative contracts | - | 43,411 | 7,485 | 22,015 | - | 72,911 |
| - | 45,974 | 7,551 | 22,015 | - | 75,540 | |
| Year ended 31 December 2024 | On demand $'000 | Less than 3 months $'000 | 3 to 12 months $'000 | 1 to 2 years $'000 | Over 2 years $'000 | Total $'000 |
| Commodity derivative contracts | - | 546 | 8,908 | 999 | - | 10,453 |
| Foreign exchange derivative contracts | - | 1,105 | 1,249 | - | - | 2,354 |
| Other derivative contracts | - | 23,902 | 3,802 | 1,928 | - | 29,632 |
| - | 25,553 | 13,959 | 2,927 | - | 42,439 |
Capital management
The capital structure of the Group consists of debt, which includes the borrowings disclosed in note 17, cash and cash equivalents and equity attributable to the equity holders of the parent company, comprising issued capital, reserves and retained earnings as in the Group statement of changes in equity.
The primary objective of the Group's capital management is to optimise the return on investment, by managing its capital structure to achieve capital efficiency whilst also maintaining flexibility for downside protection and growth initiatives. The Group regularly monitors the capital requirements of the business over the short, medium and long term, in order to enable it to foresee when additional capital will be required.
The Group has approval from the Board to hedge external risks, see Commodity price risk: oil prices and foreign exchange risk. This is designed to reduce the risk of adverse movements in exchange rates and market prices eroding the return on the Group's projects and operations.
The Board regularly reassesses the existing dividend policy to ensure that shareholder value is maximised. Any future shareholder distributions are expected to depend on the earnings and financial condition of the Company and such other factors as the Board considers appropriate.
The Group monitors capital using the gearing ratio and return on shareholders' equity as follows. Further information relating to the movement year-on-year is provided within the relevant notes and within the Financial review (pages 37 to 41).
| 2025 $'000 | 2024 $'000 | |
|---|---|---|
| Loans, borrowings and bond(1)(A) (see note 17) | 702,794 | 666,073 |
| Cash and cash equivalents (see note 13) | 268,846 | (280,239) |
| EnQuest net debt (B)(2) | 433,948 | 385,834 |
| Equity attributable to EnQuest PLC shareholders (C) | 528,059 | 542,466 |
| Profit/(loss) for the year attributable to EnQuest PLC shareholders (D) | 1,562 | 93,773 |
| Adjusted EBITDA (F)(3) | 503,823 | 673,919 |
| Gross gearing ratio (A/C) | 1.3 | 1.2 |
| Net gearing ratio (B/C) | 0.8 | 0.7 |
| EnQuest net debt/adjusted EBITDA (B/F)(2) | 0.9 | 0.6 |
| Shareholders' return on investment (D/C) | 0.3% | 17.3% |
(1) Principal amounts drawn, excludes netting off or fees and accrued interest. (see note 17)
(2) See Glossary - non GAAP measures on pages 192 to 195
178-179
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
28. Subsidiaries
At 31 December 2025, EnQuest PLC had investments in the following subsidiaries:
| Name of company | Principal activity | Country of incorporation | Proportion of nominal value of issued Ordinary shares controlled by the Group |
|---|---|---|---|
| EnQuest Britain Limited | Intermediate holding company and provision of Group manpower and contracting/procurement services | England | 100% |
| EnQuest Heather Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| EnQuest ENS Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| EnQuest Heather Leasing Limited(1) | Dormant | England | 100% |
| EQ Petroleum Sabah Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| EnQuest Dons Leasing Limited(1) | Leasing | England | 100% |
| EnQuest Energy Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| EnQuest Production Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| EnQuest Global Limited | Intermediate holding company | England | 100% |
| EnQuest NWO Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| EQ Petroleum Production Malaysia Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| NSIP (GKA) Limited(1) | Dormant | Scotland | 100% |
| EnQuest Global Services Limited(1) | Provision of Group manpower and contracting/ procurement services for the international business | Jersey | 100% |
| EnQuest Marketing and Trading Limited | Marketing and trading of crude oil | England | 100% |
| EnQuest Petroleum Developments Malaysia SDN. BHD(1) | Exploration, extraction and production of hydrocarbons | Malaysia | 100% |
| EnQuest Advance Holdings Limited(1) | Intermediate holding company | England | 100% |
| EnQuest Advance Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| EnQuest Progress Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| North Sea (Golden Eagle) Resources Ltd(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| Veri Energy (CCS) Limited(1) | Assessment and development of new energy and decarbonisation opportunities | England | 100% |
| Veri Energy (Hydrogen) Limited(1) | Assessment and development of new energy and decarbonisation opportunities | England | 100% |
| Veri Energy Holdings Limited | Intermediate holding company | England | 100% |
| Veri Energy Limited(1) | Assessment and development of new energy and decarbonisation opportunities | England | 100% |
| Premier Oil (Vietnam) Limited(1) | Exploration, extraction and production of hydrocarbons | British Virgin Islands | 100% |
| Premier Oil Vietnam Offshore B.V(1) | Exploration, extraction and production of hydrocarbons | Netherlands | 100% |
| EnQuest EP Gaea Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| EnQuest EP Gaea II Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
| EnQuest EP BV Limited(1) | Exploration, extraction and production of hydrocarbons | England | 100% |
(i) Held by subsidiary undertaking
The Group has five branches outside the UK (all held by subsidiary undertakings): EnQuest Global Services Limited (Dubai), EnQuest Global Services Limited (Bahrain), EnQuest Petroleum Production Malaysia Limited (Malaysia), Premier Oil Vietnam Offshore B.V (Vietnam) and EnQuest EP BV Limited (Brunei).
In January 2026, EnQuest Group Holdings Limited was incorporated in England and Wales as a holding company.
Other than those listed below, all entities have a registered office address as Charles House, 2nd Floor, 5-11 Regent Street, London, SW1Y 4LR United Kingdom.
1 Annan House, Palmerston Road, Aberdeen, Scotland, AB11 5QP, United Kingdom
2 Ground Floor, Colombier House, St Helier, JS4 0RX, Jersey
3 c/o Telf, 10th Floor, Menara Hop Seng, No. 1 & 3, Jalan P. Ramlee 50250 Kuala Lumpur, Malaysia
4 PO Box 3140, Road Town, Tartala, VGR10, British Virgin Islands
5 Lairessestraat 145 CJ075 HJ Amsterdam, the Netherlands
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
29. Cash flow information
Cash generated from operations
| Notes | Year ended 31 December 2025 9 000 | Year ended 31 December 2024 9 000 | |
|---|---|---|---|
| Profit/(loss) before tax | 493,427 | 166,614 | |
| Depreciation | 4(c) | 5,129 | 6,040 |
| Depletion | 4(b) | 267,299 | 263,252 |
| Exploration and appraisal expense | 11 | 173 | 183 |
| Net impairment (reversal)/charge to oil and gas assets | 9 | (5,819) | 71,414 |
| Net disposal/(write-back) of inventory | 2,800 | (5,539) | |
| Share-based payment (credit)/charge | 4(e) | (669) | 983 |
| Change in Magnus related contingent consideration | 21 | (387,145) | 15,904 |
| Change in provisions | 22 | 46,544 | 39,116 |
| Other non-cash UKA losses | 4(b) | 11,490 | 1,335 |
| Unrealised (gain)/loss on commodity financial instruments | 4(a) | (45,178) | (3,090) |
| Unrealised (gain)/loss on other financial instruments | 4(b) | (32,342) | 2,823 |
| Unrealised exchange loss/(gain) | 21,973 | (8,714) | |
| Net finance expense(1) | 118,700 | 113,711 | |
| Operating cash flow before working capital changes | 496,382 | 664,032 | |
| Decrease/(increase) in trade and other receivables | 38,656 | (4,561) | |
| Decrease/(increase) in inventories | 12,366 | (5,786) | |
| (Decrease)/increase in trade and other payables | (49,585) | 32,261 | |
| Cash generated from operations | 497,819 | 685,946 |
(i) Excludes unwind of discount on provisions (see note 5)
Changes in liabilities arising from financing activities
| Loans and borrowings 9 000 | Bonds 9 000 | Lease liabilities 9 000 | Total 9 000 | |
|---|---|---|---|---|
| At 1 January 2024 | (311,210) | (471,019) | (422,174) | (1,204,403) |
| Cash movements: | ||||
| Repayments of loans and borrowings | 312,304 | - | - | 312,304 |
| Proceeds from loans and borrowings | (26,928) | (160,000) | - | (186,928) |
| Payment of lease liabilities | - | - | 130,065 | 130,065 |
| Cash interest paid in year | 18,524 | 52,494 | - | 71,018 |
| Non-cash movements: | ||||
| Additions | - | 3,362 | (16,453) | (13,091) |
| Interest/finance charge payable | (18,524) | (54,971) | (27,673) | (101,168) |
| Fee amortisation | (5,036) | (3,493) | - | (8,529) |
| Foreign exchange and other non-cash movements | (3,102) | 2,742 | 980 | 620 |
| At 31 December 2024 | (33,972) | (630,885) | (335,255) | (1,000,112) |
| Cash movements: | ||||
| Repayments of loans and borrowings(1) | 196,451 | - | - | 196,451 |
| Proceeds from loans and borrowings(2) | (217,420) | - | - | (217,420) |
| Payment of lease liabilities | - | - | 83,061 | 83,061 |
| Cash interest paid in year(3) | 4,130 | 69,884 | - | 74,014 |
| Non-cash movements: | ||||
| Additions | 20,448 | - | (32,302) | (11,854) |
| Disposals | - | - | 4,005 | 4,005 |
| Acquired (see note 30) | - | - | (60,681) | (60,681) |
| Interest/finance charge payable | (6,027) | (69,269) | (25,100) | (100,396) |
| Fee amortisation | (2,927) | (4,505) | - | (7,432) |
| Foreign exchange and other non-cash movements | (21,007) | (12,365) | (5,818) | (39,190) |
| At 31 December 2025 | (60,324) | (647,140) | (372,090) | (1,079,554) |
(1) Repayments of loans and borrowings include $120.0 million repaid under the previous RBI, facility, $70.0 million under the new RBI, facility, and $6.5 million repaid under the 5×7 working capital facility (note 17). In the Group Cash Flow Statement, the repayment of loans and borrowings line does not include the balance of the previous RBI, facility at the date of refinancing of $50.0 million. This was fully repaid utilizing the proceeds from the new facility and as such is netted against the proceeds of the new RBI, facility in the Group Cash Flow Statement on the proceeds from loans and borrowings line
(2) Proceeds from loans and borrowings include $120.0 million drawdown under the previous RBI, facility prior to refinancing and $70.0 million under new RBI, facility on refinancing, $6.7 million drawdowns under the 5×7 working capital facility and $39.7 million under the vendor loan facility. In the Group Cash Flow Statement, proceeds from loans and borrowings of $152.4 million include amounts outlined in the table above less the previous RBI, facility balance of $50.0 million and associated new arrangement fees of $15.0 million. See note 17 for further details.
(3) The cash flow statement includes interest on decommissioning bonds, Letters of Credit and the EPL
180-181
Financial Statements
Notes to the Group Financial Statements continued
For the year ended 31 December 2025
29. Cash flow information continued
Reconciliation of carrying value
| | Loans
(see note 17)
$’000 | Bonds
(see note 17)
$’000 | Lease liabilities
(see note 23)
$’000 | Total
$’000 |
| --- | --- | --- | --- | --- |
| Principal | (33,972) | (632,101) | (335,255) | (1,001,328) |
| Unamortised fees | – | 10,661 | – | 10,661 |
| Accrued interest | – | (9,445) | – | (9,445) |
| At 31 December 2024 | (33,972) | (630,885) | (335,255) | (1,000,112) |
| Principal | (58,427) | (644,367) | (372,090) | (1,074,884) |
| Unamortised fees | – | 6,156 | – | 6,156 |
| Accrued interest | (1,897) | (8,929) | – | (10,826) |
| At 31 December 2025 | (60,324) | (647,140) | (372,090) | (1,079,554) |
30. Business combination
Accounting policy
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, which is measured at acquisition date fair value, and the amount of any non-controlling interests in the acquiree. For each business combination, the Group elects whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition-related costs are expensed as incurred and included in administrative expenses. The Group determines that it has acquired a business when the acquired set of activities and assets include an input and a substantive process that together significantly contribute to the ability to create outputs. The acquired process is considered substantive if it is critical to the ability to continue producing outputs, and the inputs acquired include an organised workforce with the necessary skills, knowledge, or experience to perform that process or it significantly contributes to the ability to continue producing outputs and is considered unique or scarce or cannot be replaced without significant cost, effort, or delay in the ability to continue producing outputs.
Acquisition of Block 12W Vietnam
The Group acquired a 53.125% interest in the Chim Sao and Dua fields (‘Block 12W’) in Vietnam from Harbour Energy on 9 July 2025 through acquisition of 100% of the share capital of two entities Premier Oil (Vietnam) Limited and Premier Oil Vietnam Offshore BV.
The Group acquired this business as it represents a key step in delivering the Group’s diversified growth across South East Asia and aligns with its strategic aim to expand its footprint by investing in fast-payback assets with low capex and reduced carbon intensity. The Group acquired control through payment of cash.
The Transaction assets constitute a business and the acquisition has been accounted for using the acquisition method, in accordance with IFRS 3 Business Combinations. The fair values and resulting goodwill are provisional and will be finalised in EnQuest’s half year 2026 financial statements.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
30. Business combination continued
The provisional fair values of the net identifiable assets as at the date of acquisition are as follows:
| | Notes | Fair value recognised on acquisition
£'000 |
| --- | --- | --- |
| Non-current assets | | |
| Property, plant and equipment | 9 | 24,716 |
| Right-of-use assets | 9 | 33,002 |
| Other receivables^{6)} | 15 | 111,787 |
| Current assets | | |
| Trade and other receivables | | 32,541 |
| Taxation receivable | | 41 |
| Cash and cash equivalents | | 5,850 |
| Total assets | | 207,937 |
| Non-current liabilities | | |
| Provisions^{5)} | 22 | 89,052 |
| Lease creditor^{5a)} | 23 | 44,845 |
| Deferred tax | 6 | 6,063 |
| Current liabilities | | |
| Trade and other payables | | 30,546 |
| Lease creditor^{5a)} | 23 | 15,836 |
| Current tax liabilities | | 1,002 |
| Total liabilities | | 187,344 |
| Total identifiable net assets at fair value | | 20,593 |
| Goodwill arising on acquisition | | 5,110 |
| Purchase consideration transferred: | | |
| Cash transferred | | 25,703 |
| Total consideration | | 25,703 |
(1) Represents EnQuest's share of a central abandonment fund of $91.3 million which will be used to pay for future abandonment of the Vietnam asset and amounts owed by JV Partners of $35.8 million, with a further $11 million shown within current receivables in respect of the lease liability associated with the FPSD
(2) Represents a decommissioning liability
(3) Includes a lease liability predominantly in relation to the FPSD
$'000
Analysis of cash flows on acquisition
| Total consideration | 25,703 |
|---|---|
| Net cash acquired with the subsidiaries | (5,850) |
| Transaction costs of the acquisition | 425 |
| Net cash flow on acquisition | 20,278 |
The goodwill has arisen primarily due to the requirement to recognise deferred tax liabilities for the difference between the assigned fair values and the tax bases of the acquired assets and liabilities assumed in a business combination. The assessment of fair values of oil and gas assets acquired is based on cash flows after tax. Nevertheless, in accordance with IAS 12 Income Taxes, a provision is made for deferred tax corresponding to the tax rate multiplied by the difference between the acquisition date fair value and the tax base. The offsetting entry to this deferred tax is goodwill. The acquisition date fair value of the trade receivables amounts to $0.3 million which is expected to be collected within contractual terms.
From the date of acquisition, the Transaction assets have contributed $52.8 million of revenue and $0.0 million to the profit before tax from continuing operations of the Group. If the combination had taken place at the beginning of the year, Group revenue from continuing operations would have been $1,162.9 million and the Group profit before tax from continuing operations would have been $508.4 million.
31. Subsequent events
On 26 February 2026, EnQuest paid by $60.0 million as final settlement of the 75% profit share contingent consideration liability, securing 100.0% of future Magnus cash flows.
In February, EnQuest was notified by the Vietnam Ministry of Industry and Trade that it had been successful in extending the Block 12W PSC by four years to July 2034, on its existing terms. The PSC extension provides EnQuest and its joint venture partners with the opportunity to access upside across Block 12W and progress discovered resources into reserves, with prospectivity spread across three gas discoveries and several additional targets.
In February, EnQuest received a Letter of Award ('LOA') for a participating interest in the Cendramas PSC by Petronas. The terms of the LOA, subject to the finalisation and signing of the Joint Operating Agreement and the Cendramas PSC, are effective from 23 September 2026.
The Group continues to monitor the situation in the Middle East following the start of the conflict in February. At the date of this report, there has been no material disruption to the Group's day-to-day business.
182-183
Financial Statements
Statement of Directors’ Responsibilities
for the Parent Company Financial Statements
The Directors are responsible for preparing the Parent Company 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law) including FRS 101 ‘Reduced Disclosure Framework’. 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 Company and of the profit or loss of the Company for that period. In preparing the parent company financial statements, the Directors are required to:
- Select suitable accounting policies and then apply them consistently;
- Make judgements and estimates that are reasonable and prudent;
- State whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
- Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the Company financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of the Company’s specific corporate and financial information included on the Group’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
EnQuest PLC Annual Report and Accounts 2025
Financial Statements
Company Balance Sheet
(Registered number: 07140891)
At 31 December 2025
Strategic Report Corporate Governance Financial Statements
| | Notes | 2025
$'000 | 2024
$'000 |
| --- | --- | --- | --- |
| Fixed assets | | | |
| Investments | 3 | 373,610 | 372,243 |
| Current assets | | | |
| Trade and other debtors | | | |
| - due within one year | 4 | 795,197 | 811,983 |
| - due after one year | 4 | 43,896 | 38,453 |
| Cash at bank and in hand | | 18 | 265 |
| | | 839,111 | 850,701 |
| Trade and other creditors: amounts falling due within one year | 6 | (3,514) | (3,328) |
| Net current assets | | 835,597 | 847,373 |
| Total assets less current liabilities | | 1,209,207 | 1,219,616 |
| Trade and other creditors: amounts falling due after one year | 7 | (647,140) | (630,885) |
| Net assets | | 562,067 | 588,731 |
| Share capital and reserves | | | |
| Share capital and premium | 8 | 392,054 | 392,054 |
| Treasury shares | | (3,540) | (4,425) |
| Other reserve | | 40,143 | 40,143 |
| Share-based payment reserve | | 12,395 | 13,949 |
| Capital redemption reserve | | 2,006 | 2,006 |
| Profit and loss account | | 119,009 | 145,004 |
| Shareholders' funds | | 562,067 | 588,731 |
The attached notes 1 to 13 form part of these Company financial statements.
The Company reported a loss for the financial year ended 31 December 2025 of $10.7 million (2024: profit of $215.5 million). There were no other recognised gains or losses in the period (2024: nil).
The financial statements were approved by the Board of Directors and authorised for issue on 24 March 2026 and signed on its behalf by:
Jonathan Copus
Chief Financial Officer
184-185
Financial Statements
Company Statement of Changes in Equity
For the year ended 31 December 2025
| Notes | Share capital and share premium $'000 | Treasury shares $'000 | Other reserve $'000 | Share-based payments reserve $'000 | Capital redemption reserve $'000 | Profit and loss account $'000 | Total $'000 | |
|---|---|---|---|---|---|---|---|---|
| At 31 December 2023 | 393,831 | - | 40,143 | 13,195 | - | (65,894) | 381,275 | |
| Profit for the year | - | - | - | - | - | 215,491 | 215,491 | |
| Total comprehensive income for the year | - | - | - | - | - | 215,491 | 215,491 | |
| Issue of shares to Employee Benefit Trust | 229 | - | - | (229) | - | - | - | |
| Repurchase and cancellation of shares | (2,006) | (4,425) | - | - | 2,006 | (4,593) | (9,018) | |
| Share-based payment charge | - | - | - | 983 | - | - | 983 | |
| At 31 December 2024 | 392,054 | (4,425) | 40,143 | 13,949 | 2,006 | 145,004 | 588,731 | |
| Loss for the year | - | - | - | - | - | (10,695) | (10,695) | |
| Total comprehensive expense for the year | - | - | - | - | - | (10,695) | (10,695) | |
| Shares transferred to Employee Benefit Trust | 8 | - | 885 | - | (885) | - | - | - |
| Dividend paid | 12 | - | - | - | - | - | (15,300) | (15,300) |
| Share-based payment credit | - | - | - | (669) | - | - | (669) | |
| At 31 December 2025 | 392,054 | (3,540) | 40,143 | 12,395 | 2,006 | 119,009 | 562,067 |
EnQuest PLC Annual Report and Accounts 2025
Financial Statements
Notes to the Company Financial Statements
For the year ended 31 December 2025
Strategic Report
Corporate Governance
Financial Statements
1. Corporate information
The separate parent company financial statements of EnQuest PLC ('EnQuest' or the 'Company') for the year ended 31 December 2025 were authorised for issue in accordance with a resolution of the Directors on 24 March 2026.
EnQuest PLC is a public limited company incorporated in the United Kingdom under the Companies Act and registered in England and Wales and is the holding and ultimate controlling company for the Group of EnQuest subsidiaries (together the 'Group'). The Company address can be found on the inside back cover of the Group Annual Report and Accounts.
2. Summary of significant accounting policies
Basis of preparation
These separate financial statements have been prepared in accordance with Financial Reporting Standard 101, 'Reduced Disclosure Framework' ('FRS 101') and the Companies Act 2006. The Company meets the definition of a qualifying entity under FRS 100, 'Application of Financial Reporting Requirements' as issued by the Financial Reporting Council. The Company has previously notified its shareholders in writing about, and they do not object to, the use of the disclosure exemptions used by the Company in these financial statements.
These financial statements are prepared under the historical cost basis, except for the fair value remeasurement of certain financial instruments as set out in the accounting policies below. The functional and presentation currency of the separate financial statements is US Dollars and all values in the separate financial statements are rounded to the nearest thousand ($'000) except where otherwise stated.
As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions available under that standard in relation to share-based payments, financial instruments, fair value measurement, capital management, presentation of comparative information in respect of certain assets, presentation of a cash flow statement, standards not yet effective, impairment of assets and related party transactions. Where relevant, equivalent disclosures have been given in the Group accounts. For new standards and interpretations see note 2 of the Group financial statements. No material impact was recognised upon application in the Company financial statements.
The Directors have taken advantage of the exemption available under Section 408 of the Companies Act 2006 and not presented an income statement or a statement of comprehensive income for the parent company. The parent company's accounts present information about it as an individual undertaking and not about its Group.
Going concern
The Directors' assessment of going concern concludes that the use of the going concern basis is appropriate and the Directors have a reasonable expectation that the Group, and therefore the Company, will be able to continue in operation and meet its commitments as they fall due over the going concern period. See note 2 of the Group financial statements for further details.
The accounting policies which follow set out those policies which apply in preparing the financial statements for the year ended 31 December 2025.
Critical accounting estimates and judgements
The management of the Group has to make estimates and judgements when preparing the financial statements of the Group. Uncertainties in the estimates and judgements could have an impact on the carrying amount of assets and liabilities and the Group's results. The most important estimates in relation thereto are:
Key sources of estimation uncertainty: impairment/reversal of impairment of investments in subsidiaries
Determination of whether investments have suffered any impairment requires an estimation of the assets' recoverable value. The recoverable value is based on the discounted cash flows expected to arise from the subsidiaries' oil and gas assets, using asset-by-asset life-of-field projections as part of the Group's assessment for the impairment of the oil and gas assets. The Company's investment in subsidiaries is tested for impairment annually (see note 3) for recoverable values and sensitivities. See Group critical accounting estimates and judgements in note 2 for recoverability of oil and gas subsidiary asset carrying values.
No critical accounting judgements have been identified in the preparation of these financial statements.
Foreign currencies
Transactions in currencies other than the Company's functional currency are recorded at the prevailing rate of exchange on the date of the transaction. At the year end, monetary assets and liabilities denominated in foreign currencies are retranslated at the rates of exchange prevailing at the balance sheet date. Non-monetary assets and liabilities that are measured at historical cost in a foreign currency are translated using the rate of exchange as at the dates of the initial transactions. Non-monetary assets and liabilities measured at fair value in a foreign currency are translated using the rate of exchange at the date the fair value was determined. All foreign exchange gains and losses are taken to the statement of comprehensive income.
186-187
Financial Statements
Notes to the Company Financial Statements continued
For the year ended 31 December 2025
3. Investments
Accounting policy
Investments in subsidiaries are accounted for at cost less any provision for impairment.
(a) Summary
| | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| Subsidiary undertakings | 373,604 | 372,237 |
| Other financial assets at FVPL | 6 | 6 |
| Total | 373,610 | 372,243 |
(b) Subsidiary undertakings
| $'000 | |
|---|---|
| Cost | |
| At 1 January 2024 | 1,402,196 |
| Additions | 983 |
| At 31 December 2024 | 1,403,179 |
| Additions | (669) |
| At 31 December 2025 | 1,402,510 |
| Provision for impairment | |
| At 1 January 2024 | 1,102,432 |
| Impairment reversal for the year | (71,490) |
| At 31 December 2024 | 1,030,942 |
| Impairment reversal for the year | (2,036) |
| At 31 December 2025 | 1,028,906 |
| Net book value | |
| At 31 December 2025 | 373,604 |
| At 31 December 2024 | 372,237 |
| At 31 December 2023 | 299,764 |
The Company has recognised an impairment reversal of its investment in subsidiary undertakings of $2.0 million during the year (2024: $71.5 million reversal). The impairment reversal for the year ended 31 December 2025 is primarily driven by profits generated in the underlying subsidiaries.
The Group's recoverable value of its investments is highly sensitive, inter alia, to oil price achieved. A sensitivity has been run on the oil price assumption, with a 10.0% change being considered to be a reasonable possible change for the purposes of sensitivity analysis (see note 2 of the Group financial statements). A 10.0% decrease in oil price would have decreased the net book values by $220.5 million.
The oil price sensitivity analysis does not, however, represent management's best estimate of any impairments that might be recognised as they do not fully incorporate consequential changes that may arise, such as reductions in costs and changes to business plans, phasing of development, levels of reserves and resources, and production volumes. As the extent of a price reduction increases, the more likely it is that costs would decrease across the industry. The oil price sensitivity analysis therefore does not reflect a linear relationship between price and value that can be extrapolated.
Details of the Company's subsidiaries at 31 December 2025 are provided in note 28 of the Group financial statements.
(c) Other financial assets at fair value through profit or loss
The interest in other listed investments at the end of the year is part of the Group's investment in the Ordinary share capital of Ascent Resources plc, which is incorporated in the United Kingdom and registered in England and Wales.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
4. Trade and other debtors
Financial assets
Financial assets are classified at initial recognition as amortised cost, fair value through other comprehensive income ('FVOCI'), or fair value through profit or loss ('FVPL'). The classification of financial assets at initial recognition depends on the financial asset's contractual cash flow characteristics and the Group's business model for managing them. The Company does not currently hold any financial assets at FVOCI, i.e. debt financial assets.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred.
Financial assets at amortised cost
Trade debtors, other debtors and joint operation debtors are measured initially at fair value and subsequently recorded at amortised cost, using the effective interest rate ('EIR') method, and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired and EIR amortisation is included within finance costs.
The Company measures financial assets at amortised cost if both of the following conditions are met:
- The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows; and
- The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Prepayments, which are not financial assets, are measured at historical cost.
Impairment of financial assets
The Company recognises a loss allowance for expected credit loss ('ECL'), where material, for all financial assets held at the balance sheet date. The measurement of expected credit losses is a function of the probability of default, loss given default and exposure at default. ECLs are based on the difference between the contractual cash flows due to the Company, and the discounted actual cash flows that are expected to be received. Where there has been no significant increase in credit risk since initial recognition, the loss allowance is equal to 12-month expected credit losses. Where the increase in credit risk is considered significant, lifetime credit losses are provided. For trade receivables, a lifetime credit loss is recognised on initial recognition where material.
The Company evaluates the concentration of risk with respect to intercompany debtors as low, as its customers are intercompany ventures, and has considered the risk relating to the probability of default on loans that are repayable on demand. The Company has evaluated an expected credit loss of $nil for the year ended 31 December 2025, as required by IFRS 9's expected credit loss model (2024: $nil).
| 2025 | 2024 | |
|---|---|---|
| $'000 | $'000 | |
| Due within one year | ||
| Prepayments | 9 | 13 |
| Amounts due from subsidiaries | 795,188 | 811,970 |
| 795,197 | 811,983 | |
| Due after one year | ||
| Other debtors - vendor financing facility | 43,896 | 38,453 |
| 43,896 | 38,453 |
Included within the amounts due from Group undertakings are balances of $468.3 million (2024: $669.8 million) on which interest was charged at between 9.0%-14.1% (2024: 9.0%-13.36%). All other balances are interest free.
Amounts owed by Group undertakings are unsecured and repayable on demand, however, the Company does not anticipate needing to recall any funds in the next 12 months.
A vendor financing facility was entered into with RockRose Energy Limited on 29 December 2023 following the farm-down of a 15.0% share in the FinQuest Producer FPSO and capital items associated with the Bressay development. This is repayable through future net cash flows from the Bressay field. Interest on the outstanding amount accrues at 2.5% plus the Bank of England's Base Rate.
188-189
Financial Statements
Notes to the Company Financial Statements continued
For the year ended 31 December 2025
5. Deferred tax
The Company has unused UK mainstream corporation tax losses of $54.3 million (2024: $54.3 million) for which no deferred tax asset has been recognised at the balance sheet date due to the uncertainty of recovery of these losses.
6. Trade and other creditors: amounts falling due within one year
Accounting policy
Financial liabilities
Financial liabilities are classified at initial recognition as amortised cost or at FVPL.
Financial liabilities are derecognised when they are extinguished, discharged, cancelled or they expire. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the Group income statement.
Financial liabilities at amortised cost
Loans and borrowings, trade creditors and other creditors are measured initially at fair value net of directly attributable transaction costs and subsequently recorded at amortised cost, using the EIR method. Loans and borrowings are interest bearing. Gains and losses are recognised in profit or loss when the liability is derecognised and EIR amortisation is included within finance costs.
| | 2025
$’000 | 2024
$’000 |
| --- | --- | --- |
| Amounts due to subsidiaries | 3,511 | 3,086 |
| Accruals | 3 | 242 |
| | 3,514 | 3,328 |
All amounts owed to Group undertakings are unsecured, interest free and repayable on demand.
7. Trade and other creditors: amounts falling due after one year
| | 2025
$’000 | 2024
$’000 |
| --- | --- | --- |
| Bonds | 647,140 | 630,885 |
At 31 December 2025, bonds comprise a high yield bond and a retail bond. The carrying value of the high yield bond is $458.8 million (2024: $454.3 million). The notes accrue a fixed coupon of 11.625% bi-annually with a maturity date of November 2027. The retail bond has a carrying value of $179.4 million (2024: $167.1 million) and pays a coupon of 9.00% bi-annually with a maturity date of October 2027. Included within the bond value is accrued bond interest of $8.9 million (2024: $9.4 million). See note 17 of the Group financial statements. The maturity profile of the bonds is disclosed in note 27 of the Group financial statements.
8. Share capital and share premium
The movement in the share capital and share premium of the Company was as follows:
| Authorised, issued and fully paid | Ordinary shares of £0.05 each
Number | Share capital
$’000 | Share premium
$’000 | Total
$’000 |
| --- | --- | --- | --- | --- |
| At 1 January 2025 and 31 December 2025 | 1,885,029,503 | 131,508 | 260,546 | 392,054 |
At 31 December 2025, there were 3,948,076 shares held by the EBT (2024: 972,269) which are included within the share-based payment reserve. The movement in the year was 2,975,807 shares used to satisfy awards made under the Company’s share-based incentive schemes offset by a transfer of 5,000,000 Ordinary shares from Treasury.
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
9. Reserves
Share capital and share premium
The balance classified as equity share capital includes the total net proceeds (both nominal value and share premium) on issue of registered share capital of the parent company. Share issue costs associated with the issuance of new equity are treated as a direct reduction of proceeds. The share capital comprises only one class of Ordinary share. Each Ordinary share carries an equal voting right and right to a dividend.
Other reserve
The other reserve is used to record any other transactions taken straight to reserves as non-distributable.
Treasury shares
Represents amounts transferred following purchase of the Company's own shares out of distributable profits, with those shares available for resale into the market, transfer to the Group's Employee Benefit Trust ('EBT') where they can be used to satisfy awards made under the Company's share-based incentive schemes, or cancelled.
Capital redemption reserve
Represents the par value of shares cancelled following the purchase of the Company's own shares out of distributable profits.
Share-based payments reserve
The reserve for share-based payments is used to record the value of equity-settled share-based payments awards to employees and the balance of the shares held by the Company's Employee Benefit Trust which are held to satisfy these awards. Transfers out of this reserve are made upon vesting of the original share awards. Share-based payment plan information is disclosed in note 20 of the Group financial statements.
10. Auditor's remuneration
Fees payable to the Company's auditor for the audit of the Company and Group financial statements are disclosed in note 4(f) of the Group financial statements.
11. Directors' remuneration
The emoluments of the Directors are paid to them in their capacity as Directors of the Company for qualifying services to the Company and the EnQuest Group. Further information is provided in the Directors' Remuneration Report on pages 110 to 119.
12. Distributions proposed
Further details are disclosed in note 8 of the Group financial statements.
13. Contingencies
The Company provides a number of parent company guarantees. These have been assessed as having no material value.
190-191
Financial Statements
Glossary – Non-GAAP Measures
The Group uses Alternative Performance Measures ('APMs') when assessing and discussing the Group's financial performance, balance sheet and cash flows that are not defined or specified under IFRS but consistent with accounting policies applied in the financial statements. The Group uses these APMs, which are not considered to be a substitute for, or superior to, IFRS measures, to provide stakeholders with additional useful information to aid the understanding of the Group's underlying financial performance, balance sheet and cash flows by adjusting for certain items, as set out below, which impact upon IFRS measures or, by defining new measures.
The Group adjusts for material items consisting of income and expense within its APMs which, because of the nature or expected infrequency of the events giving rise to them or they are items which are remeasured on a periodic basis, merit separate presentation to allow shareholders to understand better the elements of financial performance in the year, so as to facilitate comparison with prior periods and to better assess trends in financial performance.
Adjusting items include, but are not limited to:
- unrealised mark-to-market changes in the remeasurement of open derivative contracts at each period end;
- impairments on assets, including other non-routine write-offs/write-downs where deemed material;
- fair value accounting arising in relation to business combinations. These transactions, and the subsequent remeasurements of contingent assets and liabilities arising on acquisitions, including contingent consideration, do not relate to the principal activities and day-to-day underlying business performance of the Group; and
- other items that arise from time to time that are reviewed by management and considered to require separate presentation.
In considering the tax on exceptional items, the Group applies the appropriate statutory tax rate to each item to calculate the relevant tax charge on exceptional items.
| Adjusted net profit attributable to EnQuest PLC shareholders | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| Net profit/(loss) (A) | 1,562 | 93,773 |
| Adjustments – remeasurements and exceptional items: | | |
| Unrealised gains on derivative contracts (note 1B) | 77,520 | 267 |
| Net impairment reversal/(charge) to oil and gas assets (note 9, note 10 and note 11) | 5,819 | (71,414) |
| Change in contingent consideration (notes 4(d)) | 387,145 | (15,904) |
| Movement in other provisions (note 4(d)) | 4,685 | - |
| Insurance income on Kraken shutdown and PMB/Seligi riser incident (see note 4(d)) | (53) | 1,663 |
| Write-off of exploration costs (note 4(d)) | (173) | (183) |
| Business acquisition transaction costs | (425) | - |
| Other non-cash UKA losses (note 4(b)) | (11,490) | (1,335) |
| Drilling rig contract regret costs (note 4(d)) | - | (14,629) |
| Pre-tax remeasurements and exceptional items (B) | 463,028 | (101,535) |
| Tax on remeasurements and exceptional items (C) | (347,506) | 59,761 |
| Post-tax remeasurements and exceptional items (D = B + C) | 115,522 | (41,774) |
| Adjusted net (loss)/ profit attributable to EnQuest PLC shareholders (A – D) | (113,960) | 135,547 |
Adjusted EBITDA is a measure of profitability. It provides a metric to show earnings before the influence of accounting (e.g. depletion and depreciation), financial deductions (e.g. borrowing interest) and other adjustments set out in the table below. For the Group, this is a useful metric as a measure to evaluate the Group's underlying operating performance and is a component of a covenant measure under the Group's reserve based lending ('RBL') facility. It is commonly used by stakeholders as a comparable metric of core profitability and can be used as an indicator of cash flows available to pay down debt. Due to the adjustment made to reach adjusted EBITDA, the Group notes the metric should not be used in isolation. The nearest equivalent measure on an IFRS basis is profit/(loss) before tax and finance income/(costs).
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
| Adjusted EBITDA | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| Reported profit from operations before tax and finance income/(costs) | 648,794 | 311,528 |
| Adjustments: | | |
| Unrealised gains on derivative contracts (note 18) | (77,520) | (267) |
| Net impairment (reversal)/charge to oil and gas assets (note 9, note 10 and note 11) | (5,819) | 71,414 |
| Change in contingent consideration (notes 4(d)) | (387,145) | 15,904 |
| Insurance income on Kraken and PMB/Seligi riser incident (see note 4(d)) | 53 | (1,663) |
| Licence write-off/write-off of exploration costs (see note 4(d)) | 173 | 183 |
| Drilling rig contract regret costs (see note 4(d)) | – | 14,629 |
| Depletion and depreciation (note 4(b) and note 4(c)) | 272,428 | 269,292 |
| Inventory revaluation | 2,800 | (5,539) |
| Change in decommissioning and other provisions (note 4(d)) | 9,814 | 7,078 |
| Business combination transaction costs (note 30) | 425 | – |
| Other non-cash UKA losses (note 4(b)) | 11,490 | 1,335 |
| Net foreign exchange loss/(gain) (note 4(d)) | 28,330 | (9,975) |
| Adjusted EBITDA (E) | 503,823 | 673,919 |
| Total cash and available facilities is a measure of the Group's liquidity at the end of the reporting period. The Group believes this is a useful metric as it is an important reference point for the Group's going concern and viability assessments, see pages 40 to 41. | | |
| Total cash and available facilities | 2025
$'000 | 2024
$'000 |
| Available cash | 265,886 | 226,317 |
| Restricted cash | 2,960 | 53,922 |
| Total cash and cash equivalents (F) (note 13) | 268,846 | 280,239 |
| Available undrawn facility (G)(a) | 409,795 | 194,256 |
| Total cash and available facilities (F + G) | 678,641 | 474,495 |
(i) Includes amounts available under the RBL: $400.0 million (2024: $176.4 million) and vendor loan facility providing capacity for refinancing the payment of existing invoices up to an amount of £23.7 million); $9.8 million available (2024: $17.9 million)
Net debt is a liquidity measure that shows how much debt a company has on its balance sheet compared to its cash and cash equivalents. It is an important reference point for the Group's going concern and viability assessments, see pages 40 to 41. The Group's definition of net debt, referred to as EnQuest net debt, excludes unamortised fees, accrued interest and the Group's lease liabilities as the Group's focus is the management of cash borrowings and a lease is viewed as deferred capital investment.
| EnQuest net debt | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| Loans and borrowings (note 17): | | |
| SVT working capital facility | 36,331 | 33,972 |
| Vendor loan facility | 22,096 | – |
| Bonds (note 17): | | |
| USD High yield bond | 458,844 | 454,339 |
| GBP Retail bond | 179,367 | 167,101 |
| Accrued interest | 10,826 | 9,445 |
| Loans and borrowings (H) | 707,464 | 664,857 |
| Non-cash accounting adjustments (note 17): | | |
| Unamortised fees on bonds | 6,156 | 10,661 |
| Accrued interest | (10,826) | (9,445) |
| Non-cash accounting adjustments (I) | (4,670) | 1,216 |
| Debt (H + I) (J) | 702,794 | 666,073 |
| Less: Cash and cash equivalents (note 13) (F) | 268,846 | 280,239 |
| EnQuest net debt (J – F) (K) | 433,948 | 385,834 |
103-102
Financial Statements
Glossary – Non-GAAP Measures continued
The EnQuest net debt/adjusted EBITDA metric is a ratio that provides management and users of the Group's consolidated financial statements with an indication of the Group's ability to settle its debt. This is a helpful metric to monitor the Group's progress against its strategic objective of maintaining balance sheet discipline.
| EnQuest net debt/adjusted EBITDA | 2025
$’000 | 2024
$’000 |
| --- | --- | --- |
| EnQuest net debt (K) | 433,948 | 385,834 |
| Adjusted EBITDA (E) | 503,823 | 673,919 |
| EnQuest net debt/adjusted EBITDA (K/E) | 0.9 | 0.6 |
Cash capital expenditure (nearest equivalent measure on an IFRS basis is purchase of property, plant and equipment) monitors investing activities on a cash basis, while cash decommissioning expense monitors the Group's cash spend on decommissioning activities. The Group provides guidance to the financial markets for both these metrics given the materiality of the work programme.
| Cash capital and decommissioning expense | 2025
$’000 | 2024
$’000 |
| --- | --- | --- |
| Reported net cash flows (used in)/from investing activities | (194,242) | (182,435) |
| Adjustments: | | |
| Payment of Magnus contingent consideration – Profit share | – | 48,466 |
| Proceeds from vendor financing facility receipt | – | (107,518) |
| Proceeds from Bressay farm-down | – | (1,263) |
| Acquisition | 20,278 | – |
| Interest received | (5,286) | (10,101) |
| Cash capital expenditure | (179,250) | (252,851) |
| Decommissioning expenditure | (56,810) | (60,544) |
| Cash capital and decommissioning expense | (236,060) | (313,395) |
Adjusted free cash flow ('FCF') represents the cash a company generates, after accounting for cash outflows to support operations and to maintain its capital assets. It excludes movements in loans and borrowings, net proceeds from share issues, the impact of acquisitions and disposals and shareholder distributions. Currently, this metric is useful to management and users to assess the Group's ability to allocate capital across a range of activities – including investment shareholder distributions, transactions and debt management.
| Adjusted free cash flow | 2025
$’000 | 2024
$’000 |
| --- | --- | --- |
| Net cash flows from/(used in) operating activities | 362,725 | 507,631 |
| Adjustments: | | |
| Purchase of property, plant and equipment | (175,025) | (249,165) |
| Purchase of oil and gas intangible assets | (4,225) | (3,686) |
| Payment of Magnus contingent consideration | – | (48,466) |
| Estimated cash tax on disposal proceeds^{a} | – | 50,000 |
| Interest received | 5,286 | 10,101 |
| Payment of obligations under finance lease | (83,061) | (130,065) |
| Interest paid | (96,997) | (83,162) |
| Adjusted Free cash flow | 8,703 | 53,188 |
(i) Estimated by reference to disposal proceeds of $141.4 million and the EPL tax rate at that time of 35%
EnQuest PLC Annual Report and Accounts 2025
Strategic Report Corporate Governance Financial Statements
Average realised price is a measure of the revenue earned per barrel sold. The Group believes this is a useful metric for comparing performance to the market and to give the user, both internally and externally, the ability to understand the drivers impacting the Group's revenue.
| Revenue sales | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| Revenue from crude oil sales (note 4(a)) (L) | 858,166 | 1,020,266 |
| Revenue from gas and condensate sales (note 4(a)) | 200,526 | 164,647 |
| Realised gains/(losses) on oil derivative contracts (note 4(a)) (M) | 8,744 | (12,907) |
| Barrels equivalent sales | 2025
kboe | 2024
kboe |
| Sales of crude oil (N) | 12,595 | 12,554 |
| Sales of gas and condensate(1) | 2,678 | 2,400 |
| Total sales | 15,273 | 14,954 |
(i) Includes volumes related to onward sale of third-party gas purchases not required for injection activities at Magnus
| Average realised prices | 2025
$/Boe | 2024
$/Boe |
| --- | --- | --- |
| Average realised oil price, excluding hedging (L/N) | 68.1 | 81.3 |
| Average realised oil price, including hedging ((L + M)/N) | 68.8 | 80.2 |
Operating costs ('opex') is a measure of the Group's cost management performance (reconciled to reported cost of sales, the nearest equivalent measure on an IFRS basis). Opex is a key measure to monitor the Group's alignment to its strategic pillars of financial discipline and value enhancement and is required in order to calculate opex per barrel (see below).
| Operating costs | 2025
$'000 | 2024
$'000 |
| --- | --- | --- |
| Total cost of sales (note 4(b)) | 837,540 | 787,383 |
| Adjustments: | | |
| Unrealised gains/(losses) on derivative contracts related to operating costs (note 4(b)) | 32,342 | (2,823) |
| Depletion of oil and gas assets (note 4(b)) | (267,299) | (263,251) |
| Charge relating to the Group's lifting position and inventory (note 4(b)) | (17,407) | (2,172) |
| Other cost of operations(1) (note 4(b)) | (179,638) | (134,984) |
| Other non-cash UKA losses | (11,490) | (1,335) |
| Operating costs | 394,058 | 382,818 |
| Less: realised gains/(losses) on derivative contracts (P) (note 4(b)) | 19,711 | (4,735) |
| Operating costs directly attributable to production | 413,769 | 378,083 |
| Comprising of: | | |
| Production costs (Q) (note 4(b)) | 344,580 | 307,634 |
| Tariff and transportation expenses (R) (note 4(b)) | 69,189 | 70,449 |
| Operating costs directly attributable to production | 413,769 | 378,083 |
(i) Includes $166.2 million (2024: $125.7 million) of purchases and associated costs of third-party gas not required for injection activities at Magnus, which is sold on
| Barrels equivalent produced | 2025
kboe | 2024
kboe |
| --- | --- | --- |
| Total produced (working interest) (S)(1) | 15,675 | 14,909 |
(i) Production (JB1 kboe associated with Selig) to gas (2024: 724 kboe)
Unit opex is the operating expenditure per barrel of oil equivalent produced. This metric is useful as it is an industry standard metric allowing comparability between oil and gas companies. Unit opex including hedging includes the effect of realised gains and losses on derivatives related to foreign currency and emissions allowances. This is a useful measure for investors because it demonstrates how the Group manages its risk to market price movements.
| Operating costs | 2025
$/Boe | 2024
$/Boe |
| --- | --- | --- |
| Production costs (Q/S) | 22.0 | 20.6 |
| Tariff and transportation expenses (R/S) | 4.4 | 4.7 |
| Total unit opex ((Q + R)/S) | 26.4 | 25.3 |
| Realised (gain)/loss on derivative contracts (P/S) | (1.3) | 0.3 |
| Total unit opex including hedging ((P + Q + R)/S) | 25.1 | 25.6 |
194-195
EnQuest PLC Annual Report and Accounts 2025
196
Company information
Registered office
2nd Floor, Charles House
5-11 Regent Street
London
SW1Y 4LR
Corporate brokers
J.P. Morgan Cazenove
25 Bank Street
London
E14 5JP
BofA Securities
2 King Edward Street
London
EC1A 1HQ
Auditor
Deloitte LLP
2 New Street Square
London
EC4A 3BZ
Legal adviser
Ashurst LLP
London Fruit & Wool Exchange
1 Duval Square
London
E1 6PW
Corporate and financial public relations
Teneo
85 Fleet Street
London
EC4Y 1AE
EnQuest PLC shares are traded on the London Stock Exchange using the code 'ENQ'.
Registrar
MUFG Corporate Markets
10th Floor
Central Square
29 Wellington Street
Leeds
LS1 4DL
Financial calendar
22 May 2026: Annual General Meeting
September 2026: Half-year results
More information at
www.enquest.com
Forward-looking statements
This announcement may contain certain forward-looking statements with respect to EnQuest's expectations and plans, strategy, management's objectives, future performance, production, reserves, costs, revenues and other trend information. These statements and forecasts involve risk and uncertainty because they relate to events and depend upon circumstances that may occur in the future. There are a number of factors which could cause actual results or developments to differ materially from those expressed or implied by these forward-looking statements and forecasts. The statements have been made with reference to forecast price changes, economic conditions and the current regulatory environment. Nothing in this announcement should be construed as a profit forecast. Past share performance cannot be relied upon as a guide to future performance.
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90% of the inks used are HP Indigo Electronic which complex with Rant1 legislation and meets the chemical requirements of the Nordic Ecotabel (Nordic Swan) for printing companies, 95% of press chemicals are recycled for further use and, on average 99% of any waste associated with this production will be recycled and the remaining 1% used in generate energy.
The paper is Carbon Balanced with WARM UP® 7010, an international conservation charity, who artest carbon emissions through the purchase and preservation of high conservation value land. Through protecting standing forests under threat of clearance, carbon is locked-in that would otherwise be released.
London, England
2nd Floor, Charles House
5-11 Regent Street
London, SW1Y 4LR
United Kingdom
T +44 (0)20 7925 4900
Aberdeen, Scotland
Annan House
Palmerston Road
Aberdeen, AB11 5QP
United Kingdom
T +44 (0)1224 975 000
Vietnam
Premier Oil
Vietnam Offshore B.V.
Deutsches Haus Ho Chi Minh City
33 Le Duan Blvd., Sai Gon Ward,
Ho Chi Minh City, Vietnam
T +84 (28)3910 5788
Kuala Lumpur, Malaysia
Level 12, Menara Maxis
Kuala Lumpur City Centre
50088 Kuala Lumpur
Malaysia
T +60 (3)2783 1888
Brunei
EnQuest EP BV Limited
(Reg. No. RFC30000019)
8th Floor, PGGMB Building
Jalon Kg Kianggeh
Bandar Seri Begawan
8S8111
Brunei Darussalam
Indonesia
EnQuest EP Gaea Limited
EnQuest EP Gaea II Limited
Pondok Indah Office Tower 5
12th Floor, Unit 1202
Jl. Sultan Iskandar Muda Kav. V-TA
Pondok Pinang. Kec. Kebayoran
Lama, Pondok Indah
Jakarta 12310
Indonesia
Manama, Bahrain
GFH Tower Building 1411, Office 80
Bahrain Financial Harbour
District, Sea Front, Manama
Bahrain
T +97 (3)1777 1718
More information at
www.enquest.com