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Final Results

Today 07:00

RNS Number : 8441H
Coro Energy PLC
11 June 2026
 

 

Certain information communicated within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain. 

11 June 2026

Coro Energy Plc

("Coro" or the "Company")

 

Final Results for the year ended 31 December 2025

 

Coro Energy Plc, the South East Asian renewable energy developer, announces its final results for the year ended 31 December 2025.

 

FY2025 Highlights

· Completed the full recapitalisation of the Company's balance sheet through a £2.1m equity fundraising, a 100:1 share capital reorganisation and the deemed redemption of 75% of the Company's existing secured listed bonds, with the balance converted into equity.

· Repaid the US$750k convertible loan note in full leaving the Company free of legacy corporate debt.

· Added a further 2.2MW of commercial and industrial ("C&I") rooftop solar capacity with Mobile World Group ("MWG"), bringing the Group's total aggregate operational capacity in Vietnam to 6.4MW with estimated run-rate annual cash flows of approximately US$720k.

· Finalised the Company's strategic pivot to a 100% renewables strategy through the announcement of the sale, by its wholly-owned subsidiary Coro Energy Duyung (Singapore) Pte Ltd, of its 15% participating interest in the Duyung PSC to West Natuna Exploration Ltd, a subsidiary of Conrad Asia Energy Ltd.

· Entered into a strategic partnership with Threefold Energy Group Ltd to explore advanced battery storage and energy management solutions in Vietnam and other South East Asian markets.

· Signed binding documentation with MWG for the delivery of a co-located Battery Energy Storage System ("BESS") pilot at one of Coro's existing rooftop solar sites in Ho Chi Minh City.

· Raised gross proceeds of approximately £1.7 million by way of a placing and WRAP retail offer to support the continued development of the Company's Vietnam rooftop solar platform.

· Continued the strategic review of the Philippines renewable portfolio, including the Company's wind energy service contracts and the planned ground-mounted solar project in Lagunde, Oslob.

· Revenue from operations increased to US$644k, reflecting a full year contribution from the Company's expanded Vietnam rooftop solar portfolio.

 

Post Period End

· Received internal credit committee approval from a leading global sustainable infrastructure investor for a proposed senior secured debt facility of up to US$20 million, comprising an initial committed tranche of up to US$10 million and an additional uncommitted accordion tranche of up to US$10 million, subject to further approvals.

· Signed binding 25-year equipment lease agreements and operations and maintenance contracts with An Viet Phat Group ("AVP") for the installation and leasing of rooftop solar systems across an initial two factories in Vietnam with a total estimated capacity of 1.6MW.

· Entered into advanced discussions with AVP for the installation and leasing of rooftop solar systems across an additional five factories in Vietnam with a total estimated capacity of 8.4MW, representing a potential 10.0MW rollout.

· Completed the sale of the Company's interest in the Duyung PSC following approval from Indonesia's Ministry of Energy and Mineral Resources, with 500,000 shares in Conrad Asia Energy Ltd issued to the Company.

 

 

For further information please contact:

 

Coro Energy plc

Via Vigo Consulting Ltd

 

Cavendish Capital Markets Limited (Nominated Adviser)

Adrian Hadden

Ben Jeynes

 

Tel: +44 (0)20 7220 0500

Tennyson Securities (Nominated Broker)

Peter Krens

 

 Tel: +44 (0)20 4530 9239

 

Vigo Consulting (IR/PR Advisor)

Patrick d'Ancona

Tel: +44 (0)20 7390 0230

 

Chairman's Statement

Dear Shareholder,

 

2025 was a year of transformation for Coro. The Company exited its remaining oil and gas interests post year-end through completing the divestment of its stake in the Duyung field to Conrad Asia Energy and receiving the final consideration from the sale of its Italian gas assets. In their place we have established a cash-generative commercial and industrial rooftop solar business in Vietnam which has become the strategic centre of the Company.

 

The Company's strategy is now clear: to build a scalable solar and Battery Energy Storage System ("BESS") business in Vietnam serving commercial and industrial customers. We made meaningful progress against this strategy during the year and post year-end:

 

· Following the year-end Credit Committee approval was received for a proposed senior secured debt facility of up to US$20 million from an international renewable energy lender. At expected gearing this has the potential to support approximately 40MW of new contracted capacity and could be transformative for the Company. The facility remains subject to final due diligence, documentation and customary conditions precedent and we expect to reach financial close in the first half of 2026.

· The Company secured the first approximately 2MW of a potential 10MW programme with An Viet Phat ("AVP"), one of Vietnam's largest wood pellet exporters, providing a multi-site rollout opportunity with a single counterparty.

· The Company entered into a strategic partnership with Threefold Energy, a specialist BESS developer with an established track record in the UK market, strengthening Coro's technical capability.

· Coro signed a contract for a BESS pilot with Mobile World Group, ("MWG"). A successful pilot would provide operational data and a commercial basis for assessing wider BESS deployment across Vietnam.

 

Together these steps have provided Coro with a contracted cash generative foundation, a prospective institutional funding route and enhanced ability to scale the business.

 

To reach this position the Company has relied on the continued support of its shareholders in raising US$4.7 million across two separate share issues during 2025. We are grateful for that support as without it the platform we now have would not exist.

 

We continued to reduce payroll costs during 2025. The Duyung disposal materially lowered cash outgoings and the Company has continued to cut payroll and general and administrative, ("G&A") expenses. The ongoing transfer of administrative functions to Vietnam is expected to deliver further savings during 2026. The fixed costs of an AIM listing place a floor on how far G&A can be reduced. However, the Board believes that access to public capital, the discipline of public reporting and the optionality the listing provides continue to justify those costs as we scale.

 

Consistent with our strategic focus the Company entered into an agreement to sell the Philippines wind business which, after reviewing, the Board considered too capital intensive to pursue alongside our Vietnam priorities. Associated liabilities have been extinguished and we expect to complete the disposal of the licences in Q3 2026. In respect of the Company's existing Philippines solar project of up to 70MW, the Board is reviewing options to maximise shareholder value and expects to determine the preferred course of action during Q3 2026, should the board ultimately decide to also sell these assets then this could result in an impairment to the intangible solar development assets similar to the wind assets.

 

Coro is in a materially stronger position than it was twelve months ago, having restricted its balance sheet and divested Duyung and its Philippines wind licenses. The Company has a focused strategy, contracted commercial traction and a leaner cost base. Significant execution hurdles remain ahead of us, including financial close of the proposed debt facility, the rollout of the AVP and MWG programmes and the disciplined origination of the wider pipeline. The Board is confident that the platform now in place is capable of delivering the strategy.

 

On behalf of the Board, I would like to thank our shareholders, partners, lenders and the team in Vietnam for their continued support.

 

 

Tom Richardson

Non-Executive Chair

10 June 2026

 

 

 

 

 

Consolidated Statement of Comprehensive Income

For the year ended 31 December 2025

Notes

31 December 2025

US$'000

31 December 2024

US$'000

Continuing operations

Revenue

4

644

297

Operating costs

(97)

-

Depreciation and amortisation expense

(141)

(87)

Gross profit

406

210

Other income

10

396

-

General and administrative expenses

5

(2,655)

(2,512)

Depreciation expense

(3)

(5)

Impairment losses

11

(58)

(298)

Impairment of Goodwill

13

(864)

-

Gain from financial liabilities

16

93

-

Loss from operating activities

(2,685)

(2,605)

Gain from restructuring of Eurobond

16

17,820

-

Loss on shares issued at a discount

17

(480)

-

Finance income

7

77

2,582

Finance expense

7

(84)

(2,398)

Net finance income / (expense)

(5)

184

Profit / (loss) before income tax

14,648

(2,421)

Income tax expense

8

(1)

(9)

Profit / (loss for the year from continuing operations

14,647

(2,430)

Discontinued operations

Loss for the year from discontinued operations

10

(107)

(18,936)

Total profit / (loss) for the year

14,540

(21,366)

Other comprehensive income/loss

Items that may be reclassified to profit and loss

Exchange differences on translation of foreign operations

(400)

361

Total comprehensive income / (loss) for the year

14,140

(21,006)

Profit / (loss) attributable to:

Owners of the Company

14,572

(21,331)

Non-controlling interests

(32)

(35)

14,540

(21,366)

Total comprehensive income / (loss) attributable to:

Owners of the Company

14,172

(20,971)

Non-controlling interests

(32)

(35)

14,140

(21,006)

 

Basic and diluted earnings per share from continuing operations ($)

9

0.026

(0.745)

Basic earnings per share from discontinued operations (US$)

0.026

(0.745)

Diluted earnings per share from discontinued operations (US$)

0.026

(0.745)

The consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.

Consolidated Balance Sheet

Company number: 10472005

As at 31 December 2025

Notes

31 December 2025

US$'000

31 December 2024

US$'000

Non-current assets

Property, plant and equipment

12

3,396

3,260

Intangible assets

13

270

1,867

Total non-current assets

3,666

5,127

Current assets

Cash and cash equivalents

20

500

256

Trade and other receivables

11

526

355

Total current assets

1,026

611

Assets of disposal group held for sale assets

10

225

-

Total assets

4,917

5,738

Liabilities and equity

Current liabilities

Trade and other payables

15

690

1,316

Borrowings

16

272

32,446

Total current liabilities

962

33,762

Non-current liabilities

Other Payables

15

58

-

Total non-current liabilities

58

-

Total liabilities

1,020

33,762

Equity

Share capital

17

8,939

3,826

Share premium

17

64,637

51,762

Other reserves

18

1,022

1,745

Non-controlling interests

(159)

(127)

Accumulated losses

(70,542)

(85,230)

Total equity

3,897

(28,024)

Total equity and liabilities

4,917

5,738

The consolidated balance sheet should be read in conjunction with the accompanying notes.

The financial statements on pages 31 - 66 were authorised for issue by the Board of Directors on 10 June 2026 and were signed on its behalf by:

 

Tom Richardson

Non-Executive Chair

Consolidated Statement of Changes in Equity

For the year ended 31 December 2025

Attributable to equity shareholders of the Company

Share capital

 

 

US$'000

Share premium

 

US$'000

Merger reserve

 

US$'000

Other reserves

 

 

US$'000

Accumulated losses

 

US$'000

Non-controlling interest

US$'000

Total

 

 

US$'000

At 1 January 2024

3,826

51,762

-

3,603

(66,215)

(92)

(7,116)

Total comprehensive loss for the year:

Loss for the year

-

-

-

-

(21,331)

(35)

(21,366)

Other comprehensive income

-

-

-

361

-

-

361

Total comprehensive income/(loss) for the year

-

-

-

361

(21,331)

(35)

(21,005)

Transactions with owners recorded directly in equity:

 

Expired share options

-

-

-

(2,316)

2,316

-

-

Share based payments for services rendered

-

-

-

97

-

-

97

Total transactions with owners recorded directly in equity

 

-

-

-

(2,219)

2,316

-

97

Balance at 31 December 2024

3,826

51,762

-

1,745

(85,230)

(127)

(28,024)

 

 

Attributable to equity shareholders of the Company

Share capital

 

 

US$'000

Share premium

 

US$'000

Merger reserve

 

US$'000

Other reserves

 

 

US$'000

Accumulated losses

 

US$'000

Non-controlling interest

US$'000

Total

 

 

US$'000

At 1 January 2025

3,826

51,762

-

1,745

(85,230)

(127)

(28,024)

Total comprehensive loss for the year:

Profit for the year

-

-

-

-

14,572

(32)

14,540

Other comprehensive loss

-

-

-

(400)

-

-

(400)

Total comprehensive income/(loss) for the year

-

-

-

(400)

14,572

(32)

14,140

Transactions with owners recorded directly in equity:

 

Issue of share capital

5,113

12,875

-

-

-

-

17,988

Share issue costs

-

-

-

-

(207)

-

(207)

Expired share options

-

-

-

(323)

323

-

-

Share based payments for services rendered

-

-

-

-

-

-

-

Total transactions with owners recorded directly in equity

 

5,113

12,875

-

(323)

116

-

17,781

Balance at 31 December 2025

8,939

64,637

-

1,022

(70,542)

(159)

3,897

 

The consolidated statement of changes in equity should be read in conjunction with the accompanying note 17 on share capital and note 18 Reserves.

Consolidated Statement of Cash Flows

For the year ended 31 December 2025

Notes

31 December 2025

US$'000

31 December 2024

US$'000

Cash flows from operating activities

Receipts from customers

671

316

Payments to suppliers and employees

(3,179)

(1,836)

Net cash used in operating activities

(2,508)

(1,520)

Cash flow from investing activities

Payments for intangible development assets

13

(82)

(230)

Investment in subsidiaries

(100)

(102)

Receipt from sale of Italian operations

10

343

736

Receipt from sale of ion Ventures

-

314

Net cash used in investing activities

161

718

Cash flow from financing activities

Equity fund raise

17

4,729

-

EPC Loan repayment

16

(1,201)

(780)

Convertible loan note (repayment) / drawdown

16

(955)

750

Net cash generated by financing activities

2,573

(30)

Net increase / (decrease) in cash and cash equivalents

226

(832)

Cash and cash equivalents brought forward

256

1,095

Effects of exchange rate changes on cash and cash equivalents

18

(7)

Cash and cash equivalents carried forward

500

256

The consolidated statement of cash flows should be read in conjunction with the accompanying notes, including the net debt reconciliation in note 16.

On 5 February 2025 at a meeting of the bondholders a single resolution to deem the repayment of 75% of the outstanding principal and accrued interest with the remaining 25% of the outstanding amount being converted to 311,617,085 new ordinary shares was approved by the bondholders. The value of the Eurobond as at 31 December 2025 is $Nil (note 16).

 

Company Balance Sheet

Company number: 10472005

As at 31 December 2025

Notes

31 December 2025

US$'000

31 December 2024

US$'000

Non-current assets

Investment in subsidiaries

19

793

1,434

Property, plant and equipment

12

-

2

Total non-current assets

793

1,436

Current assets

Cash and cash equivalents

20

232

156

Trade and other receivables

11

4,271

3,749

Loans to subsidiaries

19

1,768

590

Total current assets

6,271

4,495

Total assets

7,063

5,931

Liabilities and equity

Current liabilities

Trade and other payables

15

619

486

Borrowings

16

-

31,250

Total current liabilities

619

31,736

Non-current liabilities

Other payables

15

58

-

Total non-current liabilities

58

-

Total liabilities

677

31,736

Equity

Share capital

17

8,939

3,826

Share premium

17

64,637

51,762

Other reserves

18

349

498

Accumulated losses

(67,539)

(81,891)

Total equity

6,386

(25,805)

Total equity and liabilities

7,063

5,931

The Company balance sheet should be read in conjunction with the accompanying notes.

As permitted by s408 of the Companies Act 2006, the Company has not presented its own income statement. The Company profit for the year was US$14,233k (2024: loss US$14,336k).

The financial statements on pages to 31 - 66 were authorised for issue by the Board of Directors on 10 June 2026 and were signed on its behalf by:

 

 

 

Tom Richardson

Non-Executive Chair

 

Company Statement of Changes in Equity

For the year ended 31 December 2025

Share

capital

US$'000

Share premium

US$'000

Other

reserves

US$'000

Accumulated losses

US$'000

Total

US$'000

At 1 January 2024

3,826

51,762

2,489

(69,871)

(11,794)

Total comprehensive loss for the year:

 

 

 

 

 

Loss for the year

-

-

-

(14,336)

(14,336)

Other comprehensive loss

-

-

228

-

228

Total comprehensive income/(loss) for the year

-

-

228

(14,336)

(14,108)

Transactions with owners recorded directly in equity:

 

 

 

 

 

Expired share options

-

-

(2,316)

2,316

-

Share-based payments for services rendered

-

-

97

-

97

Total transactions with owners recorded directly in equity

-

-

(2,219)

2,316

97

Balance at 31 December 2024

3,826

51,762

498

(81,891)

(25,805)

 

Share

capital

US$'000

Share premium

US$'000

Other

reserves

US$'000

Accumulated losses

US$'000

Total

US$'000

At 1 January 2025

3,826

51,762

498

(81,891)

(25,805)

Total comprehensive loss for the year:

Loss for the year

-

-

-

14,235

14,235

Other comprehensive loss

-

-

174

-

174

Total comprehensive income/(loss) for the year

-

-

174

14,235

14,409

Transactions with owners recorded directly in equity:

Issue of share capital

5,113

12,875

-

-

17,988

Share issue costs

-

-

-

(206)

(206)

Expired share options

-

-

(323)

323

-

Share-based payments for services rendered

-

-

-

-

-

Total transactions with owners recorded directly in equity

5,113

12,875

(323)

117

17,782

Balance at 31 December 2025

8,939

64,637

349

(67,539)

6,386

The consolidated statement of changes in equity should be read in conjunction with the accompanying note 17 on share capital and note 18 Reserves.

Company Statement of Cash Flows

For the year ended 31 December 2025

Notes

31 December 2025

US$'000

31 December 2024

US$'000

Cash flows from operating activities

Payments to suppliers and employees

(2,679)

(1,432)

Net cash used in operating activities

(2,679)

(1,432)

Cash flow from investing activities

Amounts received on behalf of subsidiaries

10

343

1,050

Net cash generated from investing activities

343

1,050

Cash flows from financing activities

Loans to subsidiaries

19

(1,389)

(774)

Equity fund raise

17

4,729

-

Convertible loan note (repayment)/drawdown

16

(955)

750

Net cash generated/(used in) from financing activities

2,385

(24)

Net increase/(decrease) in cash and cash equivalents

49

(406)

Cash and cash equivalents brought forward

156

573

Effects of exchange rate changes on cash and cash equivalents

27

(11)

Cash and cash equivalents carried forward

232

156

The Company statement of cash flows should be read in conjunction with the accompanying notes.

On 5 February 2025 at a meeting of the bondholders a single resolution to deem the repayment of 75% of the outstanding principal and accrued interest with the remaining 25% of the outstanding amount being converted to 311,617,085 new ordinary shares was approved by the bondholders. The value of the Eurobond as at 31 December 2025 is $Nil (note 16).

 

 

Notes to the Financial Statements

For the year ended 31 December 2025

NOTE 1: CORPORATE INFORMATION

Coro Energy plc (the "Company" and, together with its subsidiaries, the "Group") is a company incorporated in England and listed on the AIM market of the London Stock Exchange. The Company's registered address is c/o Pinsent Masons LLP, 1, Park Row, Leeds, England, LS1 5AB, UK. The consolidated financial statements for the year ended 31 December 2025 comprise the Company and its interests in its subsidiaries (together referred to as the "Group"), whose principal activities are described further in the Directors' Report on pages 8 - 9.

 

NOTE 2: BASIS OF PREPARATION

(a) Statement of compliance

The financial statements are prepared in accordance with UK-adopted international accounting standards and with the requirements of the Companies Act 2006.

(b) Basis of measurement

These financial statements have been prepared on the basis of historical cost apart from non-current assets (or disposal groups) held for sale, which are measured at fair value less costs of disposal and derivative financial instruments recorded at fair value through profit and loss.

(c) Going concern

The Group and Company financial statements have been prepared under the going concern assumption, which presumes that the Group and Company will be able to meet its obligations as they fall due for the foreseeable future.

At 31 December 2025 the Group had cash reserves of $0.5m.

During the year, the Company completed a capital reorganisation which became effective on 5 February 2025. As part of that process, the Company's outstanding Eurobond debt was fully extinguished through redemption and conversion into equity. During 2025, the Company agreed the disposal of its interest in the Duyung PSC to Conrad which completed after the year-end. The Company also exited its exposure to the Philippines wind licenses and their associated liabilities. The Group is now focused on its Vietnam rooftop solar platform, which had 6.4MW of operational capacity at year-end, and on reviewing options to maximise value from its Philippines solar development opportunity.

Following the year-end, the Company raised £1.6 million of equity and has signed a detailed term sheet in respect of a proposed senior secured debt facility of up to US$20 million. The facility remains subject to final due diligence, documentation and satisfaction of customary conditions precedent. The Facility is expected to support the continued rollout of Coro's projects with existing and new commercial and industrial customers in Vietnam including the ability to finance battery energy storage systems.

Management has prepared consolidated cash flow forecasts for the period of at least 12 months from the date of approval of these financial statements. These forecasts indicate that, on the basis of the Group's existing operations, current commitments and available cash resources, the Group has sufficient resources to meet its obligations as they fall due during the forecast period. On this basis, the Directors consider it appropriate to prepare the Group and Company financial statements on a going concern basis.

The Directors also note that the Group's stated strategy is to scale its Vietnam renewables business and to consider value maximising options for its remaining Philippines solar opportunity through the Boards strategic review. The Directors note that should the Strategic review result in a decision to sell the Philippine solar assets then it may result in an impairment to the intangible development assets. Execution of this growth strategy may require additional capital, including debt, equity or other forms of funding. The timing, quantum and availability of such funding, including financial close and drawdown under the proposed credit facility, remain uncertain.

As a result, while the Directors consider the going concern basis of preparation to be appropriate, they acknowledge that a material uncertainty exists in relation to the availability and timing of funding required to execute the Group's growth strategy. This may cast significant doubt on the Group's ability to continue as a going concern.

(d) Foreign currency transactions

The consolidated financial statements of the Group are presented in United States Dollars ("USD" or "US$"), rounded to the nearest US$1,000.

The functional currency of the Company and all UK domiciled subsidiaries is British Pounds Sterling ("GBP" or "£"). The Group's subsidiaries domiciled in Singapore have a functional currency of USD. The Group's subsidiaries domiciled in the Philippines have a functional currency of Philippines Pesos ("PHP"). The Group's subsidiaries domiciled in Vietnam have a functional currency of Vietnamese Dong ("VND").

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss as finance income or expense. Non-monetary assets and liabilities denominated in foreign currencies are translated at the date of transaction and not retranslated.

The results and financial position of Group companies that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

• Assets and liabilities are translated at the closing rate;

• Income and expenses are translated at average rates; and

• Equity balances are not retranslated. All resulting exchange differences are recognised in other comprehensive income.

(e) Use of estimates and judgements

The preparation of the financial statements requires management to make judgments regarding the application of the Group's accounting policies, and to use accounting estimates that impact the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

This note sets out the estimates and judgements taken by management that are deemed to have a higher risk of causing a material adjustment to the reported carrying amounts of assets and liabilities in future years.

(i) Key accounting judgements

Accounting for investment in Coro Renewables VN1 Joint Stock Company

At the reporting date the Group owned 85% of Coro Renewables VN1 Joint Stock Company ("CRV1"), which owns 100% of Coro Renewables VN2 Company Limited, which in turn owns 100% of Coro Renewables Vietnam Company Limited ("CRVCL"). The non-controlling shareholder of CRV1 is Vinh Phuc Energy JSC ("VPE"). CRVCL operates the Group's electricity generating operation in Vietnam.

Under IFRS, the accounting for an interest in another entity depends on the level of influence held over the investee by the investor. Management have concluded that CRV1 is an indirectly held subsidiary of the Company, due to the Company controlling more than half of the voting rights. With reference to the factors outlined in IAS 27 Consolidated and Separate Financial Statements, we concluded that there was no change to management's conclusion.

• There is no agreement with VPE giving them control of the joint venture;

• There is no statute or agreement ceding control to any other party; and

• VPE does not have the power to appoint or remove the majority of the Board of Directors.

100% of the transactions relating to CRV1 and its subsidiary undertakings have been recorded in these consolidated financial statements and the Group has recognised the appropriate non-controlling interest.

Share options and warrants

The Black-Scholes model is used to calculate the fair value of the share options and warrants. The use of this model to calculate the charge involves a number of estimates and judgements to establish the appropriate inputs to be entered into the model, covering areas such as the use of an appropriate interest rate and dividend rate, exercise restrictions and behavioural considerations. A significant element of judgement is therefore involved in the calculation of the charge.

Convertible Loan Notes

Upon issue of a new convertible loan, where the convertible option is at a fixed rate, the net proceeds received from the issue of CLNs are split between a liability element and an equity component at the date of issue. The fair value of the liability component is estimated using the prevailing market interest rate for similar non-convertible debt. The difference between the proceeds of issue of the CLNs and the fair value assigned to the liability component, representing the embedded option to convert the liability into equity of the Group, is included in equity and is not remeasured.

Subsequent to the initial recognition the liability component is measured at amortised cost using the effective interest method.

When there are amendments to the contractual loan note terms these terms are assessed to determine whether the amendment represents an inducement to the loan note holders to convert. If this is considered to be the case the estimate of fair value adjusted as appropriate and any loss arising is recorded in the income statement.

Where there are amendments to the contractual loan note terms that are considered to represent a modification to the loan note, without representing an inducement to convert, the Group treats the transaction as an extinguishment of the existing convertible loan note and replaces the instrument with a new convertible loan note. The fair value of the liability component is estimated using the prevailing market interest rate for similar nonconvertible debt. The fair value of the conversion right is recorded as an increase in equity. The previous equity reserve is reclassified to retained loss. Any gain or loss arising on the extinguishment of the instrument is recorded in the income statement, unless the transaction is with a counterparty considered to be acting in their capacity as a shareholder whereby the gain or loss is recorded in equity.

Where the loan note is converted into ordinary shares by the loan note holder; the unaccreted portion of the loan notes is transferred from the equity reserve to the liability; the full liability is then converted into share capital and share premium based on the conversion price on the note.

(ii) Key accounting estimates

Assessment of indicators of impairment of solar assets

The Group's solar assets consist of two projects in Vietnam, comprising of a 3MW pilot plant and a contract to roll out roof top solar for Mobile World Group ("MWG").

Solar assets are assessed for indicators of impairment under IAS 36 Tangible Assets. Based on estimates as at 31 December 2025 there was $nil write-off (2024: nil).

During 2024 the pilot project produced revenue throughout the year with the initial 10 MWG sites began producing revenue in July 2024 and a further 27 sites commencing revenue on November 2024. A further 47 sites commenced revenue production in January 2025 producing revenue for 2025 of US$644k (2024: US$297).

Assessment of indicators of impairment of intangible assets (note 13)

The Group's intangible assets consist of development assets related to the solar projects in Coro Clean Energy Philippines. The wind assets in the Philippines have been reclassified as held for sale following the announcement by the agreement to sell the Philippines wind project.

Development assets are assessed for indicators of impairment under IAS 38 Intangible Assets. Coro has an 88% share of the dividend entitlement from Coro Clean Energy Philippines Inc which in turn owns 100% of two other Philippines companies involved in solar development: Coro Philippines Project 121 Inc and Coro Philippines Project 128 Inc. These two operational companies are involved in research and development activities with the purpose of establishing substantial solar projects in the Philippines (the "Projects"). Coro is responsible for funding 100% of the costs of the Projects. As at year end 2025 Coro has two specific development stage renewables projects in the Philippines, a 100MW solar project.

A pre-feasibility study ("PFS") was completed by Global Renewable Energy Development Services Inc on 21 January 2025 which reported the indicative financial viability of three scenarios covering 60 to 100 megawatt developments. The PFS estimated that the capital expenditure requirements to bring the projects to operation as US$67m for a 100MW scenario and US$44m for 60MW. The Company will need to raise sufficient funding to bring these assets into operation and is in discussions with other parties to this end

Assessment of indicators of impairment of development assets and goodwill (note 13)

In September 2025, management completed a strategic review of the Wind Project and it was decided to divest the Group of this project to focus the Group on solar projects only. Discussions with various parties had been held about the development and potential sale of this wind assets and were assessed under IFRS 5 Held for Sale as at 31 December 2025 at a value of $1 representing the fair value less costs to sell the project based on management's judgement from the discussions held to date.

Based on the IFRS 5 conclusion above it was determined that as at 31 December 2025, there is an impairment write-off of $642k to wind related intangible development assets (2024: $nil) and a full impairment write-off of $863k to goodwill (2024: $nil), being a total impairment charge of $1,505k (2024: $Nil) included in the loss from discontinued operations see note 10.

The remaining value of the Philippines assets was held at US$270k. The assets are undergoing a strategic review by the Board where it seeks to maximise the value of its existing assets. The strategic review will be completed in H2 2026. Should the strategic review result in a decision to sell these assets then it may result in an impairment to the intangible development assets in the Philippines.

Company only - impairment assessment for investment in subsidiaries, including loans and receivables (notes 14, 16 and 19)

The Company is required to assess its investments in subsidiaries for impairment at each reporting date. The Company's main assets are its investment in the solar pilot project in Vietnam, held by Coro Renewables Vietnam Company Limited (CRVCL") and its investment in wind and solar developments in the Philippines, held by Coro Asia Renewables Ltd ("CARL"). As such, the recoverability of investments in subsidiaries depends on the Company's assessment of indicators of impairment of the underlying assets recorded within its subsidiaries .

During 2024, the Company identified indicators of impairment for its 15% interest in the Duyung PSC and, accordingly, the Company's investment in Coro Energy Duyung (Singapore) Pte Ltd (held indirectly) was subject to a $17.2m write-off in 2024 leaving a carrying value of $225,000. During 2025 this carrying value was reclassified as held for sale (note 10 and note 13).

In September 2025, management completed a strategic review of the Philippines Wind Project and it was decided to divest this project to focus the Group on solar projects only. Discussions with various parties had been held about the development and potential sale of this wind asset and were assessed under IFRS 5 Held for Sale as at 31 December 2025 concluding that sufficient indicators existed for the wind assets to be classified as held for sale being valued at the lower of carrying value and fair value less costs to sell.

The Company performed a review for impairment on its solar projects in Vietnam and found that the recoverable value in use exceeds the net book value, accordingly, the Company's investment in Coro Energy Holdings Cell A Ltd (CEHAL) (held indirectly) and receivables from CEHAL is deemed to be recoverable in full.

 

NOTE 3: SIGNIFICANT ACCOUNTING POLICIES

(a) Principles of consolidation

(i) Subsidiaries

The consolidated financial statements include the results of Coro Energy plc and its subsidiary undertakings made up to the same accounting date. Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. The accounting policies of subsidiaries have been changed when necessary to align them with the policies adopted by the Group. All intra-group balances, transactions, income and expenses are eliminated in full on consolidation.

(ii) Interests in other entities

The Group classifies its interests in other entities based on the level of control exercised by the Group over the entity.

Other investments

In a situation where the Group has direct contractual rights to the assets, and obligations for the liabilities, of an entity but does not share joint control, the Group accounts for its interest in those assets, liabilities, revenues and expenses in accordance with the accounting standards applicable to the underlying line item. This is analogous to the "joint operator" method of accounting outlined in IFRS 11 Joint arrangements.

(b) Taxation

Income tax expense or credit for the period is the tax payable on the current period's taxable income, based on the applicable income tax rate for each jurisdiction, adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantially enacted at the date of the statement of financial position, and any adjustment to tax payable in respect of previous years.

Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for the initial recognition of assets or liabilities that affect neither accounting nor taxable profit, and differences relating to investments in subsidiaries to the extent that the Group is able to control the timing of the reversal of the temporary difference and it is probable that they will not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities using tax rates enacted at the date of the statement of financial position.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

Deferred tax assets and liabilities are offset where there is a legally enforceable right to offset current tax assets and liabilities and where the deferred tax balances relate to the same taxation authority. Current tax assets and liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

(c) Property, plant and equipment

(i) Recognition and measurement

Property, plant and equipment comprises the Group's solar equipment as well as office furniture and equipment. Items of property, plant and equipment are recorded at cost less accumulated depreciation, accumulated impairment losses and pre-commissioning revenue and expenses. Cost includes expenditure that is directly attributable to acquisition of the asset.

Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment, and are recognised within "other income" in profit or loss.

(ii) Subsequent expenditure

Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with expenditure will flow to the Group.

(iii) Depreciation

Other property, plant and equipment

Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. The depreciation will commence when the asset is installed ready for use.

The estimated useful lives of each class of asset fall within the following ranges:

Solar equipment 7 - 25 years

Office furniture and equipment 3 - 5 years

The residual value, the useful life and the depreciation method applied to an asset are reviewed at each reporting date.

(iv) Impairment

The Group assesses at each reporting date whether there is an indication that an asset (or Cash Generating Unit - "CGU") may be impaired. For operating Solar equipment in Vietnam, management has assessed its CGUs as being individual solar arrays including inverters. For development solar projects in Philippines, management has assessed its CGU as being an economically viable development. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset's or CGU's recoverable amount. The recoverable amount is the higher of an asset's or CGU's fair value less costs of disposal ("FVLCD") and value in use ("VIU"). Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset/CGU is considered impaired and is written down to its recoverable amount.

The Group bases its impairment calculation on detailed budgets and forecasts, which are prepared separately for each of the Group's CGUs to which the individual assets are allocated. These budgets and forecasts generally cover the forecasted life of the CGUs. VIU does not reflect future cash flows associated with improving or enhancing an asset's performance.

For assets/CGUs, an assessment is made at each reporting date to determine whether there is an indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the Group estimates the asset's or CGU's recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset's/CGU's recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset/CGU does not exceed either its recoverable amount, or the carrying amount that would have been determined, net of depreciation/amortisation, had no impairment loss been recognised for the asset/CGU in prior years. Such a reversal is recognised in the income statement.

(d) Intangible assets

(i) Exploration and evaluation assets

Exploration and evaluation assets are carried at cost less accumulated impairment losses in the statement of financial position. Exploration and evaluation assets include the cost of oil and gas licences, and subsequent exploration and evaluation expenditure incurred in an area of interest.

Exploration and evaluation assets are not depreciated. When the commercial and technical feasibility of an area of interest is proved, capitalised costs in relation to that area of interest are transferred to property, plant and equipment (oil and gas assets) and depreciation commences in line with the depreciation policy outlined above.

Exploration and evaluation assets are assessed for impairment if sufficient data exists to determine technical feasibility and commercial viability or facts and circumstances suggest that the carrying value amount exceeds the recoverable amount.

Exploration and evaluation assets are tested for impairment when any of the following facts and circumstances exist:

• the term of the exploration licence in the specific area of interest has expired during the reporting period or will expire in the near future, and is not expected to be renewed;

• substantive expenditure on further exploration for an evaluation of mineral resources in the specific area is not budgeted nor planned;

• exploration for and evaluation of mineral resources in the specific area have not led to the discovery of commercially viable quantities of mineral resources and the decision was made to discontinue such activities in the specific area; or

• sufficient data exists to indicate that, although a development in the specific area is likely to proceed, the carrying amount of the exploration and evaluation asset is unlikely to be recovered in full from successful development or by sale.

Areas of interest that no longer satisfy the above policy are considered to be impaired and are measured at their recoverable amount, with any subsequent impairment loss recognised in the profit and loss.

(ii) Software

Costs for acquisition of software, including directly attributable costs of implementation, are capitalised as intangible assets and amortised over their expected useful life (currently five years).

(iii) Goodwill

Goodwill arising from business combinations is included in intangible assets.

Goodwill is not amortised but it is tested for impairment annually, or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less accumulated impairment losses.

Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or groups of cash-generating units that are expected to benefit from the business combination in which the goodwill arose.

(iv) Research and Development

Development costs that are directly attributable to the design and development of identifiable and unique projects controlled by the Group are recognised as intangible assets when the following criteria are met:

• It is technically feasible to complete the project;

• Management intends to complete the project;

• There is sufficient certainty that contractual rights, planning and permitting will be agreed;

• It can be demonstrated how the project will generate probable future economic benefits;

• Adequate technical, financial and other resources to complete the project are available; and

• The expenditure attributable to the project can be reliably measured.

Other development expenditures that do not meet these criteria are recognised as an expense as incurred.

(e) Non-current assets (or disposal groups) held for sale and discontinued operations

Non-current assets (or disposal groups) are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use, they are available for sale in their present condition, they are being actively marketed, and a sale is considered highly probable. These conditions must be continuing for the assets to continue to be classified as held for sale.

Disposal groups are measured at the lower of their carrying amount and fair value less costs to sell, except for certain assets such as deferred tax assets, which are specifically exempt from this requirement. An impairment loss is recognised for any initial or subsequent write-down of the asset (or disposal group) to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset (or disposal group), but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the non-current asset (or disposal group) is recognised at the date of derecognition.

Non-current assets (including those that are part of a disposal group) are not depreciated or amortised while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal group classified as held for sale continue to be recognised.

Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale are presented separately from the other assets in the balance sheet. The liabilities of a disposal group classified as held for sale are presented separately from other liabilities in the balance sheet.

A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and that represents a separate major line of business or geographical area of operations, is part of a single co-ordinated plan to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The results of discontinued operations are presented separately in the statement of profit or loss.

In April 2025, the Company announced a sale plan for its 15% interest in the Duyung PSC to West Natuna Exploration Ltd, a subsidiary of Conrad Asia Energy Ltd. The sale plan set out a consideration price of an initial 500,000 shares in Conrad with a value of approximately USD225,000, with a further USD750,000 shares in Conrad to be delivered to the Company within 45 days of first commercial production. This sale plan is well below the carrying value of the exploration and evaluation asset of USD18.9m and impairment in 2024 to the estimated value of the Conrad shares. Post the year under review in April 2026, the Company announced the completion of the sale and the receipt of the Conrad shares and under IFRS 5 the value of the Conrad shares were deemed to be reclassed as held for sale as at 31 December 2025 (note 10).

In September 2025, management completed a strategic review of the Philippines Wind Project and it was decided to divest this project to focus the Group on solar projects only. Discussions with various parties had been held about the development and potential sale of this wind asset and were assessed under IFRS 5 Held for Sale as at 31 December 2025 concluding that sufficient indicators existed for the wind assets to be classified as held for sale (note 10).

(f) Investments and financial assets

(i) Classification

The Group classifies its financial assets in the following measurement categories:

• those to be measured subsequently at fair value (either through other comprehensive income or through profit or loss); and

• those to be measured at amortised cost.

The classification depends on the entity's business model for managing the financial assets and the contractual terms of the cash flows.

 

(ii) Recognition and measurement

A financial asset is recognised if the Group becomes a party to the contractual provisions of the instrument. Financial assets are derecognised if the Group's contractual rights to the cash flows from the financial assets expire or if the Group transfers the financial asset to another party without retaining control or substantially all risks and rewards of the asset. Regular purchases and sales of financial assets are accounted for at trade date, i.e. the date the Group commits itself to purchase or sell the asset.

At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss ("FVTPL"), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVTPL are expensed in profit or loss.

Subsequent measurement of debt instruments depends on the Group's business model for managing the asset and the cash flow characteristics of the asset. Currently, the Group's financial assets are all held for collection of contractual cash flows, which are solely payments of principal and interest. Accordingly, the Group's financial assets are measured subsequent to initial recognition at amortised cost.

Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the Group's cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows.

(iii) Impairment

On a forward-looking basis, the Group estimates the expected credit losses associated with its receivables and other financial assets carried at amortised cost, and records a loss allowance for these expected losses.

(iv) Investment in subsidiaries

In the Company balance sheet, investments in subsidiaries are carried at cost less accumulated impairment.

(ii) Other provisions

Other provisions are measured at the present value of management's best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The provisions are discounted to present value using a market rate of interest that is deemed to approximate the time value of money. The increase in the provision due to the passage of time is recognised as interest expense.

(i) Borrowings

Borrowings are initially recognised at fair value, net of transaction costs incurred, and subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Loan fees paid on the establishment of loan facilities are recognised as transaction costs of the loan and amortised over the life of the borrowings.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.

(j) Trade and other payables

Trade and other payables represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid. The amounts are unsecured and are usually paid within 30 days of the invoice date. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

(k) Share capital

Ordinary Shares are classified as equity. Incremental costs directly attributable to issue of shares are recognised as a deduction from equity, net of any tax effects.

(l) Share-based payments

Share-based payments relate to transactions where the Group receives services from employees or service providers and the terms of the arrangements include payment of a part or whole of consideration by issuing equity instruments to the counterparty. The Group measures the services received from non-employees, and the corresponding increase in equity, at the fair value of the goods or services received. When the transactions are with employees, the fair value is measured by reference to the fair value of the share based payments. The expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied.

(m) Revenue

Under IFRS 15 Revenue from Contracts with Customers, there is a five-step approach to revenue recognition:

Step 1: Identify the contract(s) with a customer;

Step 2: Identify the performance obligations in the contract;

Step 3: Determine the transaction price;

Step 4: Allocate the transaction price to the performance obligations in the contract; and

Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation.

The Group has a single revenue stream, being the sale electricity from two Vietnam solar projects. Electricity is sold to two industrial customers under power purchase agreements. Revenue is recognised based on actual produced electricity, which is the only performance obligation, at contractual rates. Revenue is presented net of value added tax ("VAT"), rebates and discounts and after eliminating intra-group sales.

(n) Changes to accounting policies, disclosures, standards and interpretations

(i) New and amended standards adopted by the Group

The following new standards, amendments and interpretations are effective for the first time in these financial statements. However, none has had a material impact on the financial statements:

Standard

Effective date

Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rate: Lack of Exchangeability

1 January 2025

(ii) New standards not yet adopted

There are no new International Financial Reporting Standards and Interpretations issued but not effective for the reporting period ending 31 December 2024 that will materially impact the Group.

Standard

Effective date

Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Classification and Measurement of Financial Instruments

1 January 2026

Annual Improvements to IFRS Standards - Volume 11

1 January 2026

Amendments to IFRS 9 and IFRS 7: Contracts referencing nature-dependent electricity

1 January 2026

Amendments to IFRS 18 Presentation and disclosure in the Financial Statements

1 January 2027

 

 

 

NOTE 4: SEGMENT INFORMATION

The Group's reportable segments as described below are based on the Group's geographic business units. This includes the Group's renewables operations in South East Asia, and the corporate head office in the United Kingdom. This reflects the way information is presented to the Board of Directors.

Asia

UK

Total

31 December

2025

US$'000

31 December

2024

US$'000

31 December

2025

US$'000

31 December

2024

US$'000

31 December

2025

US$'000

31 December

2024

US$'000

Revenue

644

297

-

-

644

297

Depreciation and amortisation

(141)

(87)

(3)

(5)

(144)

(92)

Interest expense

-

-

(28)

(1,218)

(28)

(1,128)

Segment profit / (loss) before tax from continuing operations

43

(19,417)

14,457

(1,940)

14,500

(21,357)

Segment profit / (loss) before tax from discontinuing operations

(107)

-

-

-

(107)

-

 

Asia

UK

Total

31 December

2025

US$'000

31 December

2024

US$'000

31 December

2025

US$'000

31 December

2024

US$'000

31 December

2025

US$'000

31 December

2024

US$'000

Segment assets

4,299

4,675

619

1,063

4,917

5,738

Segment liabilities

(308)

(1,996)

(711)

(31,767)

(1,019)

(33,763)

 

 

 

NOTE 5: GENERAL AND ADMINISTRATIVE EXPENSES

31 December

2025

US$'000

31 December

2024

US$'000

Employee benefits expense (note 6)

643

826

Business development

344

495

Corporate and compliance costs

1,305

449

Investor and public relations

155

113

Doubtful debt expense

-

238

General and administration costs - Duyung venture

-

153

Other general and administration costs

208

141

Share-based payments (note 21)

-

97

2,655

2,512

The corporate and compliance costs increased throughout the 2025 year under review due the third party work undertaken on the Eurobond redemption and the share reorganisations.

 

Auditor's remuneration

Services provided by the Group's auditor and its associates

During the year, the Group (including its overseas subsidiaries) obtained the following services from the Company's auditor and its associates:

31 December

2025

US$'000

31 December

2024

US$'000

Fees payable to the Company's auditor for the audit of the Parent Company and consolidated financial statements

101

65

 

 

 

NOTE 6: STAFF COSTS AND DIRECTORS' EMOLUMENTS

Group

Staff costs

31 December

2025

US$'000

31 December

2024

US$'000

Wages and salaries

524

433

Contracted staff

25

27

Pensions and other benefits

3

18

Social security costs

91

54

Share-based payments (note 21)

-

97

Total employee benefits

643

629

Average number of employees from continuing operations(excluding Directors)

3

3

 

Group

Directors' emoluments

31 December

2025

US$'000

31 December

2024

US$'000

Wages and salaries

122

263

Pensions and other benefits

1

-

Social security costs

16

30

Share-based payments (note 21)

-

-

Total employee benefits

139

293

The highest paid Director received aggregate cash emoluments of US$66k (2024: US$141k) as disclosed in the Directors' Remuneration Report on pages 23 - 24.

 

NOTE 7: FINANCE INCOME/EXPENSE

Group

Finance income

31 December

2025

US$'000

31 December

2024

US$'000

Foreign exchange gain

77

2,582

Total finance income

77

2,582

In 2024 the Company recorded a large foreign exchange on gain on the Eurobond as the pound sterling strengthened against the Euro. As the Eurobond was fully redeemed in 2025 the Group lessened its exposure to Euro and other foreign currencies.

Group

Finance expense

31 December

2025

US$'000

31 December

2024

US$'000

Interest on borrowings

28

1,218

Other finance charges

11

61

Foreign exchange loss

45

1,119

Total finance expense

84

2,398

Interest of borrowings consists of accrued interest on the Eurobond, the convertible loan note and the EPC loan (see note 16).

 

NOTE 8: INCOME TAX

Income tax

Group

31 December

2025

US$'000

31 December

2024

US$'000

Deferred tax

-

-

Current tax

-

-

Total tax expense

-

-

Income tax expense is attributable to:

Loss from discontinued operations

-

-

-

-

Numerical reconciliation of income tax result recognised in the statement of comprehensive income to tax benefit/expense calculated at the Group's statutory income tax rate is as follows:

Group

31 December

2025

US$'000

31 December

2024

US$'000

Proft / (loss) from continuing operations before tax

14,540

(21,336)

Profit from discontinued operations before tax

-

-

Total profit/(loss) before tax

14,540

(21,336)

Income tax (charge/(credit) using the Group's tax rate of 25% (2024: 25%)

(3,635)

5,334

Non-deductible expenses

67

(4,282)

Non-taxable income

4,209

-

Current year losses and temporary differences for which no deferred tax assetwas recognised

(642)

(1,043)

Income tax expense

(1)

(9)

Deferred tax

No Deferred Tax Assets in respect of carried forward tax losses has been recognised in respect of any Group company due to doubt about the availability of future profits in these companies. Total unrecognised losses (gross) in respect of continuing operations are US$93,770k (2024: US$96,651k). Unrecognised losses (gross) relating to discontinued operations total US$Nil (2024: $Nil).

 

NOTE 9: EARNINGS PER SHARE

Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year.

31 December

2025

US$'000

31 December

2024

US$'000

Result for the year

Total profit / (loss) for continuing operations for the year attributable to equity shareholders

14,540

(21,366)

 

Weighted average number of shares

549,311,209

28,668,558

Basic and diluted loss per share from continuing operations (US$)

0.026

(0.745)

The 2024 comparative year has been restated to take into account the 100-1 share consolidation undertaken in February 2025.

 

 

NOTE 10: DISCONTINUED OPERATIONS

As at 31 December 2025 the Group classified the assets and liabilities of the Duyung business and the Philippine wind development business as a disposal group held for sale. Furthermore the Group received the remaining outstanding receipts on the sale of the Italian operations.

The results of the disposal group for the period are presented below:

31 December

2025

US$'000

31 December

2024

US$'000

Impairment of intangible assets - Duyung

-

(18,936)

Gain from impairment of payables - Duyung

487

-

Impairment of intangible assets - Philippines

(642)

-

Gain from write-off of payable - Philippines

48

Gain from operating activities

(107)

(18,936)

 

The assets of the disposal group as at 31 December 2025 are present below:

31 December

2025

US$'000

Held for sale - Duyung

225

Held for sale - Philippines

-

Total assets of the disposal group

225

 

Duyung PSC

As at 31 December 2025, the Group classified the assets and liabilities of the Duyung business as a disposal group held for sale following the completion of the sale of 15% interest in the Duyung PSC to West Natuna Exploration Ltd, a subsidiary of Conrad Asia Energy Ltd in April 2026 when the sale was approved by Indonesia's Ministry of Energy and Mineral Resources.

In April 2025, the Company announced a sale plan for its 15% interest in the Duyung PSC to West Natuna Exploration Ltd, a subsidiary of Conrad Asia Energy Ltd. The sale plan set out a consideration price of an initial 500,000 shares in Conrad with a value of approximately USD225,000, with a further USD750,000 shares in Conrad to be delivered to the Company within 45 days of first commercial production. This sale plan is well below the carrying value of the exploration and evaluation asset of USD18.9m and impairment in 2024 to the estimated value of the Conrad shares. Post the year under review in April 2026, the Company announced the completion of the sale and the receipt of the Conrad shares and under IFRS 5 the value of the Conrad shares were deemed to be reclassed as held for sale.

The only class of assets and liabilities of the Duyung PSC operation classified as held for sale as at 31 December 2025 in the 500,000 Conrad shares with a carrying value of US$225k which is classified as held for sale under IFSR 5.

Philippines Wind

In September 2025, management completed a strategic review of the Philippines Wind Project and it was decided to divest this project to focus the Group on solar projects only. Discussions with various parties had been held about the development and potential sale of this wind asset and were assessed under IFRS 5 Held for Sale as at 31 December 2025 concluding that sufficient indicators existed for the wind assets to be classified as held for sale being valued at the lower of carrying value and fair value less costs to sell.

During the year under review an impairment of US$642k (2024: $nil) was recognised being to total intangible development asset for the wind project (note 13). Furthermore, an outstanding payables of US$48k (2024: $Nil) was also impaired.

Italian Operations

In August 2022 the Group entered into an option agreement with Zodiac Energy plc ("Zodiac") whereby Zodiac acquired the right to acquire 100% of the issued share capital of Coro Energy Europe Ltd for a total consideration of up to €7.5 million, which included up to an aggregate of €1.5 million through a 10% net profit interest. Additionally, Zodiac was liable to pay a working capital adjustment to the Group for the net working capital and the Company was liable to discharge certain tax obligations in Italy at completion. A definitive sale and purchase agreement was executed on 27 March 2023 and the disposal completed on 8 November 2023. From this date CEL ceased to be consolidated as a group company.

As at 31 December 2024 a provision of US$298,000 was raised against the recoverability of the residual proceeds receivable in relation to the Italian operations. During the year under review the Company received US343k from the working capital adjustment noted above being full and final settlement under the sale agreement. Additionally, the 2024 provision was reversed during the 2025 year and the residual proceeds where reassessed providing an overall gain of US$396k.

 

NOTE 11: TRADE AND OTHER RECEIVABLES

Group

31 December

2025

US$'000

31 December

2024

US$'000

Current:

Trade receivables

50

28

Indirect taxes receivable

405

292

Other receivables

45

7

Prepayments and accrued income

26

28

526

355

 

Company

31 December

2025

US$'000

31 December

2024

US$'000

Current:

Indirect taxes receivable

189

26

Other receivables

-

31

Intercompany receivables

4,056

3,664

Prepayments

26

28

4,271

3,749

The Company performed a review for impairment on its solar projects in Vietnam and found that the recoverable value in use exceeds the net book value, accordingly, the Company's investment in Coro Energy Holdings Cell A Ltd ("CEHAL") (held indirectly) and receivables from CEHAL is deemed to be recoverable in full.

Furthermore, the Company performed a review on the recoverable value of a receivable in Vietnam and found that the recoverable value was lower than its book value and impaired the amount by UD$58k (2024: $Nil).

NOTE 12: PROPERTY, PLANT AND EQUIPMENT

Group

31 December

2025

US$'000

31 December

2024

US$'000

Office furniture and equipment

2

3

Solar assets

3,394

3,257

3,396

3,260

Reconciliation of the carrying amounts for each class of property, plant and equipment are set out below:

Group

31 December

2025

US$'000

31 December

2024

US$'000

Office furniture and equipment:

Carrying amount at beginning of year

3

8

Additions

1

1

Depreciation expense

(2)

(5)

Effect of foreign exchange

-

(1)

Carrying amount at end of year

2

3

 

Group

31 December

2025

US$'000

31 December

2024

US$'000

Solar assets:

Carrying amount at beginning of year

3,257

1,672

Additions

530

1,670

Depreciation expense

(157)

(87)

Effect of foreign exchange

(236)

2

Carrying amount at end of year

3,394

3,257

 

Company

31 December

2025

US$'000

31 December

2024

US$'000

Office furniture and equipment

-

2

-

2

Reconciliation of the carrying amounts for each class of property, plant and equipment are set out below:

Company

31 December

2025

US$'000

31 December

2024

US$'000

Office furniture and equipment:

Carrying amount at beginning of year

2

7

Additions

-

-

Depreciation expense

(2)

(5)

Carrying amount at end of year

-

2

 

NOTE 13: INTANGIBLE ASSETS

Group

31 December

2025

US$'000

31 December

2024

US$'000

Exploration and evaluation assets

-

225

Intangible development assets

270

778

Goodwill

-

864

270

1,867

Reconciliation of the carrying amounts for each material class of intangible assets are set out below:

Group

31 December

2025

US$'000

31 December

2024

US$'000

Exploration and evaluation assets:

Carrying amount at beginning of year

225

18,731

Additions

-

430

Impairment

-

(18,936)

Reclassification as held for sale

(225)

-

Carrying amount at end of year

-

225

The Duyung PSC asset was assessed in accordance with IFRS 5 to be Held for Sale as at 31 December 2025, being the lower of carrying value and fair value less costs to sell and was reclassed as held for sale (note 10)

Group

31 December

2025

US$'000

31 December

2024

US$'000

Intangible development assets :

Carrying amount at beginning of year

777

579

Additions

146

230

Impairment

(642)

-

Effect of foreign exchange

(11)

(32)

Carrying amount at end of year

270

777

Intangible development assets comprise additions related to expenditure directly attributable to the design and development of identifiable and unique renewables projects controlled by the Group in the Philippines.

In September 2025, management completed a strategic review of the Wind Project and it was decided to divest the Group of this project to focus the Group on solar projects only. Discussions with various parties had been held about the development and potential sale of this wind assets and were assessed under IFRS 5 Held for Sale as at 31 December 2025 concluding that sufficient indicators existed for the wind assets to be classified as held for sale being valued at the lower of the carrying value and the estimated sale value less disposal costs. .

Based on estimates as at 31 December 2025, there was a $642k write-off to intangible development assets (2024: $Nil).

 

Group

31 December

2025

US$'000

31 December

2024

US$'000

Goodwill:

Carrying amount at beginning of year

864

880

Impairment

(864)

-

Effect of foreign exchange

-

(16)

Carrying amount at end of year

-

864

Goodwill relates to the acquisition of an additional 8% economic interest the Coro Clean Energy Philippines Inc.'s renewables operations in the Philippines. Impairment of goodwill was noted following testing performed at 31 December 2025 in line with the strategic review results as noted above and $863k to goodwill (2024: $Nil).

 

 

NOTE 14: INTERESTS IN OTHER ENTITIES

Duyung PSC

The Group's wholly owned subsidiary, Coro Energy Duyung (Singapore) Pte Ltd, is the owner of a 15% interest in the Duyung Production Sharing Contract ("PSC").

The Duyung PSC partners have entered into a Joint Operating Agreement ("JOA"), which governs the arrangement. Through the JOA, the Group has a direct right to the assets of the venture, and direct obligation for its liabilities. Accordingly, Coro accounts for its share of assets, liabilities and expenses of the venture in accordance with the IFRSs applicable to the particular assets, liabilities and expenses.

The operator of the venture is West Natuna Exploration Ltd ("WNEL"). WNEL is a company incorporated in the British Virgin Islands and its principal place of business is Indonesia. Following the sale of the Group's interest in the PSC the investment asset has been reclassified as held for sale, being the lower of carrying value and fair value less costs to sell (note 10).

 

NOTE 15: TRADE AND OTHER PAYABLES

Group

31 December

2025

US$'000

31 December

2024

US$'000

Current

Trade payables

331

444

Other payables

241

38

Accrued expenses

118

32

Joint operations payables

-

802

690

1,316

 

Company

31 December

2025

US$'000

31 December

2024

US$'000

Current

Trade payables

317

471

Other payables

202

-

Accrued expenses

100

15

619

486

Non-current payables as at 31 December 2025 of US$58k (2024: $Nil) consists of outstanding amounts owed by the Company to HMRC. The Company entered into a settlement agreement with HMRC to repay the outstanding amount over a 15 month period.

 

NOTE 16: BORROWINGS

Group

31 December

2025

US$'000

31 December

2024

US$'000

Current

Eurobond

-

30,362

Convertible loan note

-

888

EPC loan

272

1,196

272

32,446

 

Company

31 December

2025

US$'000

31 December

2024

US$'000

Current

Eurobond

-

30,362

Convertible loan note

-

888

-

31,250

Eurobond

In 2019, the Group issued €22.5m three-year Eurobonds with attached warrants to key institutional investors. The bonds were issued in two equal tranches A and B, ranking pari passu, with Tranche A paying a 5% cash coupon annually in arrears, and Tranche B accruing interest at 5% per annum payable on redemption.

The Eurobonds were due to mature on 12 April 2022 at 100% of par value plus any accrued and unpaid coupon. Bond subscribers were issued with 41,357,500 warrants to subscribe for ten new Ordinary Shares in the Company at an exercise price of 4p per share at any time over the three-year term of the bonds. An additional 6,000,000 warrants were issued to the firm subscriber Lombard Odier Asset Management (Europe) Limited and underwriter Pegasus Alternative Fund Ltd. All warrants related to the Eurobonds expired in April 2022 and none were exercised.

The bonds were initially recognised at fair value and subsequently are recorded at amortised cost, with an average effective interest rate of 18.10%.

In March and April 2022 respectively, the tranche B Noteholders and Tranche A Noteholders approved the extension of the maturity of the bonds by two years to 12 April 2024 with an increase in the coupon to 10% accrued annually and payable in cash on redemption.

The restructured bonds were initially recognised at fair value and subsequently are recorded at amortised cost, with an average effective interest rate of 12.10%. The contingent payment upon the sale of the Company's interest in the Duyung PSC has not been considered in the estimate of the effective interest rate as it meets the definition of a contingent liability (note 22).

Since the interest quarter expiring on 12 July 2022, Noteholders had the option to demand quarterly interest payments in newly issued ordinary shares of the Company. This election was made for the quarters ended 12 January 2023 and 12 April 2023 (2022: election was made for the quarter ended 12 October 2022) and the quarterly interest was settled in shares. After this date shareholder approval for the issuance of further shares in the Company as satisfaction of interest charges expired and all interest accrued since this date remains accrued and unpaid and included in the balance above.

On 12 April 2024 the Company received a binding Standstill Letter which provides a conditional standstill on the repayment of the Company's current debt obligations. Under the Standstill Letter the calculation and accruing of interest also came to a standstill.

On 5 February 2025 at a meeting of the bondholders a single resolution to deem the repayment of 75% of the outstanding principal and accrued interest with the remaining 25% of the outstanding amount being converted to 311,617,085 new ordinary shares was approved by the bondholders. The value of the Eurobond as at 31 December 2025 is $Nil.

 

An analysis of the movements in Eurobond debt for each of the years presented is shown below:

Group

31 December

2025

US$'000

31 December

2024

US$'000

Carrying amount at beginning of year

30,362

31,327

Interest accrued

-

1,218

Shares issued under the redemption agreement

(12,591)

-

Gain under the redemption agreement

(17,820)

-

Effect of foreign exchange

49

(2,183)

Carrying amount at end of year

-

30,362

 

Convertible Loan Note

On the 15 August 2024 the Company entered into a 6-month convertible loan agreement for $500,000. Should the Company decide not to repay in cash or default on the Loan, then the Loan is convertible, together with accrued interest, at the discretion of the Lenders, into such number of new Ordinary shares of the Company as is the higher of: (a) 946,063,400 Ordinary Shares, being the number of Ordinary Shares permitted to be issued pursuant to the authority provided by shareholders at the Company's Annual General Meeting in April 2024; and (b) such number of Ordinary Shares calculated by dividing the total amount drawn down under the Loan by the price per Ordinary Share at which the Company may raise equity funds in the next six months. The 6-month term Loan attracts an annualised coupon of 40% (20% for the 6-month term), payable on the amount of the Loan drawn down, and is secured on the shares of Coro Asia Renewables Limited, the holding company for the Company's renewables business in the Philippines.

On 6 November 2024 the Company increased the loan by an additional USD250,000 bringing the total of the principal of the loan to USD750,000. No other changes were made to the original loan agreement of 15 August 2024.

On 3 April 2025 the convertible loan note principal and accrued interest was repaid in full in cash.

EPC Loan

On 30 July 2024, the Company announced that the first 10 pilot sites (of an estimated 900 sites) are now operational and revenue generating under the 14 year Power Purchase Agreement ("PPA") in Vietnam with Mobile World Group ("MWG").

On 27 August 2024, the Company (via one of its Vietnam-domiciled subsidiaries) has signed a second binding 14 year PPA in Vietnam with MWG to deliver power at the next 30 sites with a capacity of circa 1MW. The terms of the PPA are consistent with those of the pilot sites. The Company has also signed an EPC contract for these sites and agreed upon payment arrangements with the EPC provider which will in effect provide deferred payment terms for 85% of the EPC costs.

On 25 September 2024, the Company signed a further 14 year PPA with MWG for the next 50 sites with a capacity of circa 1.9MW. To facilitate the construction of these sites, the Company has also entered into an EPC contract with the EPC provider which will in effect provide deferred payment terms for 85% of the EPC costs.

At the end of the year under review the EPC loan balance was $272k (2024 $1,196m) following a write down of US$93k to bring the outstanding amount in line with loan provider.

Group

31 December

2025

US$'000

31 December

2024

US$'000

Carrying amount at beginning of year

1,196

-

Principal

436

1,153

Accrued interest

11

43

Repayments

(1,201)

-

Write off of loan

(93)

-

Effect of foreign exchange

(77)

-

Carrying amount at end of year

272

1,196

 

 

 

Net debt reconciliation

An analysis of net debt and the movements in net debt for each of the years presented is shown below:

Group

31 December

2025

US$'000

31 December

2024

US$'000

Cash and cash equivalents

500

256

Borrowings

(272)

(32,446)

Net debt

228

(32,190)

 

Cash and cash equivalents

US$'000

Eurobond

US$'000

Convertible loan note

US$'000

EPC loan

US$'000

Total

US$'000

Net debt as at 1 January 2024

1,095

(31,327)

-

-

(30,232)

Cashflows

(833)

-

(750)

-

(1,583)

Non-cash debt amounts

-

-

(25)

(1,153)

(1,178)

Debt interest / amortisation

-

(1,062)

(113)

(43)

(1,218)

Effects of foreign exchange

(6)

2,027

-

-

2,021

Net debt as at 31 December 2024

256

(30,362)

(888)

(1,196)

(32,190)

Cashflows

226

-

955

1,201

2,382

Non-cash debt amounts

-

-

-

(447)

(447)

Debt interest

-

-

(17)

-

(17)

Settled in shares

-

12,591

-

-

12,591

Written off

-

17,820

-

93

17,913

Effects of foreign exchange

18

(49)

(50)

77

(4)

Net debt as at 31 December 2025

500

-

-

(272)

228

 

 

NOTE 17: SHARE CAPITAL AND SHARE PREMIUM

Ordinary shares Number

000s

Deferred shares Number 000s

Nominal

value

US$'000

Share premium

US$'000

Total

US$'000

As at 1 January 2025

2,866,859

-

3,826

51,762

55,588

Share consolidation 100-1 on 6 February 2025

(2,838,190)

28,669

As at 6 February 2025 after consolidation

28,669

28,669

3,826

51,762

55,588

 

 

 

 

 

 

Eurobond redemption

311,617

1,937

10,654

12,591

Share issuance during the period

483,899

3,176

2,221

5,397

Closing balance at 31 December 2025

824,185

28,669

8,939

64,637

73,576

 

Ordinary shares Number

000s

Deferred shares number 000s

Nominal

value

US$'000

Share premium

US$'000

Total

US$'000

As at 1 January 2024

2,866,859

-

3,826

51,762

55,588

Share issuance during the period

-

-

-

-

-

Closing balance at 31 December 2024

2,866,859

-

3,826

51,762

55,588

 

All Ordinary Shares are fully paid and carry one vote per share and the right to dividends. In the event of winding up the Company, Ordinary shareholders rank after creditors. Ordinary Shares have a par value of £0.001 per share. Share premium represents the issue price of shares issued above their nominal value. As at the date of these financial statements, the Company no unused authority to issue any new Ordinary Shares.

In February 2025 the Company completed a share consolidation whereby for every 100 Existing Ordinary Shares of 0.1 pence each in the issued share capital of the Company will be consolidated into one Consolidated Share of 10 pence each. Subsequently, each Consolidated Share was subdivided into one New Ordinary Share of 0.5 pence and one Deferred Share of 9.5 pence.

No dividends were paid or declared during the current period (2024: nil).

Issue of ordinary shares

In February 2025 at a meeting of the Eurobond bondholders approved a single resolution to deem the repayment of 75% of the outstanding principal and accrued interest with the remaining 25% of the outstanding amount being converted to 311,617,085 new ordinary shares valued at US$12.6m.

In February 2025 the Company raised US$2.6m with an equity fund raising through the issue of 140,375,616 new ordinary shares.

In August 2025 the Company raised US$2.1m with an equity fund raising through the issue of 335,572,038 new ordinary shares.

In August 2025 The Company issued 7,951,091 new ordinary shares on consideration for outstanding third party payables at a discount US$0.5m to the market value at the time of the issue.

 

NOTE 18: RESERVES

Other reserves

Share-based payments reserve

The increase in share-based payments reserve is attributable to the current period charge relates to options issued to Directors and management of the Company in prior years, which was US$nil (2024: US$97k). There have been no share options lapsed during the year and were recycled to accumulated losses (2024: US$2.3m).

Functional currency translation reserve

The translation reserve comprises all foreign currency differences arising from translation of the financial position and performance of the Parent Company and certain subsidiaries, which have a functional currency different to the Group's presentation currency of USD. The total loss on foreign exchange recorded in other reserves for the year was US$400k (2024: US$361k gain).

 

 

 

NOTE 19: INVESTMENT IN, AND LOANS TO, SUBSIDIARIES

Company

2025

US$'000

2024

US$'000

Cost

At 1 January

52,622

52,518

Additions

-

104

At 31 December

52,622

52,622

Accumulated impairment

At 1 January

(50,216)

(33,298)

Impairment

(642)

(16,918)

At 31 December

(50,858)

(50,216)

Impact of foreign exchange

(746)

(972)

Net book value

At 31 December

793

1,434

The impairment of investment in subsidiaries relates to Company's interest in the Philippines wind project which following a strategic review by management concluded to sell the wind assets leaving the solar assets as the sole investment. Discussions with various parties had been held about the development and potential sale of this wind assets and were assessed under IFRS 5 Held for Sale as at 31 December 2025 at a value of $1 representing the fair value less costs to sell the project based on management's judgement from the discussions held and resulting in an impairment of US$642,000. In 2024 the impairment related to the Company's interest in Duyung PSC as the 2025 sale plan provided that indicators of impairment existed in that sufficient data exists to suggest that although a development is likely to proceed, but that the full carrying value of investment in Duyung PSC will not be recovered and was impaired by $16.9m to a year end balance of $225,000 (see note 13).

The additions to investment in subsidiaries in 2024 relates to the Company's decision in January 2024 to increase its entitlement to future dividends from the Philippines projects held by Coro Clean Energy Philippines Inc. from 80% to 88% under a restructuring agreement. The consideration paid consisted of $102,000 in cash and 375,000 new ordinary shares in the Company valued at $2,000. In exchange for the increased share of dividends and to align the Philippine partners with Coro shareholders, the Company issue each of the two Philippines partners, who are also Officers of the Philippine subsidiary, with 20,000,000 ordinary shares in Coro at a price of 0.3p (representing a total of £60,000 each) - a 43% premium to the closing mid-market price on 24 January 2024 (the "New Ordinary Shares"). 50% of the New Ordinary Shares will be subject to lock-in restrictions until first power production and revenue on the first Philippines renewable energy project, with the remaining 50% subject to lock-in restrictions until first power production and revenue on the second Philippines renewable energy project.

 

The Company's subsidiary undertakings at the date of issue of these financial statements are set out below:

Name

Incorporated

Principal activity

% owned

Registered address

Coro Energy Asia Limited*

England

Holding company

100%

c/o Pinsent Masons LLP, 1 Park Row, Leeds, England LS1 5AB

Coro Energy Holdings Cell A Limited

England

Holding company

100%

c/o Pinsent Masons LLP, 1 Park Row, Leeds, England LS1 5AB

Coro Energy (Singapore) Pte Ltd*

Singapore

Holding company

100%

80 Robinson Road #02-00, Singapore 068898

Coro Energy Bulu (Singapore) Pte Ltd*

Singapore

Holding company

100%

80 Robinson Road #02-00, Singapore 068898

Coro Energy Duyung (Singapore) Pte Ltd*

Singapore

Exploration and development company

100%

80 Robinson Road #02-00, Singapore 068898

Coro Asia Renewables Ltd†

Scotland

Holding company

100%

12 Traill Drive, MontroseDD10 8SW, Scotland

Coro Clean Energy Philippines Inc* #

Philippines

Exploration and development company

40%

1008 The Infinity Tower, 26th Street, Bonifacio Global City, Taguig City, Fourth District, National Capital Region, Philippines, 1634.

Coro Philippines Project 109 Inc*

Philippines

Exploration and development company

40%

1008 The Infinity Tower, 26th Street, Bonifacio Global City, Taguig City, Fourth District, National Capital Region, Philippines, 1634

Coro Philippines Project 121 Inc*

Philippines

Exploration and development company

40%

1008 The Infinity Tower, 26th Street, Bonifacio Global City, Taguig City, Fourth District, National Capital Region, Philippines, 1634

Coro Philippines Project 128 Inc*

Philippines

Exploration and development company

40%

1008 The Infinity Tower, 26th Street, Bonifacio Global City, Taguig City, Fourth District, National Capital Region, Philippines, 1634

Coro Clean Energy Ltd

England

Holding company

100%

c/o Pinsent Masons LLP, 1 Park Row, Leeds, England LS1 5AB

Coro Clean Energy Vietnam Ltd*

England

Holding company

100%

c/o Pinsent Masons LLP, 1 Park Row, Leeds, England LS1 5AB

Coro Renewables VN1 Joint Stock Company*

Vietnam

Holding company

92.5%

136 - 138 Vanh Dai Tay, Town 4, An Khanh Ward, Thu Duc City, Ho Chi Minh City, Vietnam

Coro Renewables VN2 Company Ltd*

Vietnam

Holding company

85%

136 - 138 Vanh Dai Tay, Town 4, An Khanh Ward, Thu Duc City, Ho Chi Minh City, Vietnam

Coro Renewables Vietnam Company Ltd*

Vietnam

Exploration and development company

85%

136 - 138 Vanh Dai Tay, Town 4, An Khanh Ward, Thu Duc City, Ho Chi Minh City, Vietnam

* Indirectly held.

† Formerly Global Energy Partnership Limited, acquired on 17 March 2021.

# The Group has 80% economic interest and management's judgement is that Company controls this entity

 

The following subsidiaries are exempt from audit for the 2025 financial year under s477 of the Companies Act 2006: Coro Clean Energy Limited, Coro Energy Asia Limited, Coro Energy Holdings Cell A Limited, Coro Clean Energy Vietnam Limited, and Coro Asia Renewables Limited.

 

Loans to subsidiaries

Company

2025

US$'000

2024

US$'000

Current

Loans to subsidiaries

1,768

590

At 31 December

1,768

590

Loans to subsidiaries comprise advances to and from Coro Energy Holdings Cell A Limited and Coro Clean Energy Vietnam Limited which are unsecured, interest free and are repayable on demand. Following the decision to impair the investment in Duyung PSC in 2024 the loans to and from Coro Energy Holdings Cell A Limited were written off in full.

 

NOTE 20: FINANCIAL INSTRUMENTS

Carrying amount versus fair value

The fair values of financial assets and financial liabilities, together with the carrying amounts in the consolidated statement of financial position, are as follows:

31 December 2025

Group

Carrying amount

US$'000

Fair value

US$'000

Financial assets

Trade receivables (current and non-current)

50

50

Cash and cash equivalents

500

500

Financial liabilities

Trade and other payables

274

274

Borrowings (current and non-current)

272

272

31 December 2024

Group

Carrying amount

US$'000

Fair value

US$'000

Financial assets

Trade receivables (current and non-current)

34

34

Cash and cash equivalents

256

256

Financial liabilities

Trade and other payables

1,317

1,317

Borrowings (current and non-current)

32,446

32,446

31 December 2025

Company

Carrying amount

US$'000

Fair value

US$'000

Financial assets

Trade and intercompany receivables (current and non-current)

4,056

4,056

Cash and cash equivalents

232

232

Financial liabilities

Trade and other payables

258

258

Borrowings (current and non-current)

-

-

 

 

 

 

31 December 2024

Company

Carrying amount

US$'000

Fair value

US$'000

Financial assets

Trade and intercompany receivables (current and non-current)

3,749

3,749

Cash and cash equivalents

156

156

Financial liabilities

Trade and other payables

486

486

Borrowings (current and non-current)

31,244

31,244

Determination of fair values

All the Group's financial instruments are carried at amortised cost. The carrying value of trade and other receivables, cash and cash equivalents and trade and other payables approximates their fair value. Borrowings in 2024 comprises the Group's Eurobond, which is listed on the Luxembourg Stock Exchange.

Financial risk management

Exposure to credit, market and liquidity risks arise in the normal course of the Group's business.

This note presents information about the Group's exposure to each of the above risks, their objectives, policies and processes for measuring and managing risk, and the management of capital.

Risk recognition and management are viewed as integral to the Group's objectives of creating and maintaining shareholder value, and the successful execution of the Group's strategy. The Board as a whole is responsible for oversight of the processes by which risk is considered for both ongoing operations and prospective actions. In specific areas, it is assisted by the Audit Committee.

Management is responsible for establishing procedures that provide assurance that major business risks are identified, consistently assessed and appropriately addressed.

(i) Credit risk

The Group is exposed to credit risk on its cash and cash equivalents and trade and other receivables. The maximum exposure to credit risk is represented by the carrying amount of each financial asset as shown in the table above and in note 19.

Credit risk with respect to cash is reduced through maintaining banking relationships with financial intermediaries with acceptable credit ratings. All banks with which the Group has a relationship have an investment grade credit rating and a stable outlook, according to recognised credit rating agencies.

The Group undertakes credit checks for all material new counterparties prior to entering into a contractual relationship.

(ii) Market risk

Interest rate risk

The Group is primarily exposed to interest rate risk arising from cash and cash equivalents that are interest bearing. The Group's Eurobond bears interest at a fixed rate. Interest rate risk is currently not material for the Group.

Currency risk

The Group operates internationally and is exposed to foreign exchange risk. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the functional currency of the relevant Group entity.

 

The Group's and Company's exposure to foreign currency risk at the end of the reporting period is summarised below. All amounts are presented in US Dollar equivalent.

 

Group

 

2025

US$'000

USD

2025

US$'000

SGD

2025

US$'000

PHP

2025

US$'000

VND

2025

US$'000

GBP

2025

US$'000

EUR

 

2024

US$'000

USD

2024

US $'000

EUR

Trade and other receivables

-

-

-

311

215

-

15

-

Other financial assets > 1 year

-

-

-

-

-

-

-

-

Cash and cash equivalents

412

-

13

44

32

-

198

-

Trade and other payables

-

(30)

(4)

(1)

(711)

-

(908)

-

Borrowings (current and non-current)

-

-

-

(272)

-

-

-

(30,241)

Net exposure

412

(30)

9

82

(464)

-

(695)

(30,241)

 

Sensitivity analysis

As shown in the table above, the Group is exposed to changes in USD exchange rate. The table below shows the impact in USD on pre-tax profit and loss of a 10% increase/decrease in exchange rates, holding all other variables constant:

Company

 

2025

US$'000

USD

2025

US$'000

SGD

2025

US$'000

PHP

2025

US$'000

VND

2025

US$'000

GBP

2025

US$'000

EUR

 

2024

US$'000

USD

2024

US $'000

EUR

Trade and other receivables

-

-

-

-

22

-

-

-

Inter-company loans

1,768

-

-

-

-

-

2,274

-

Cash and cash equivalents

200

-

-

-

32

-

140

1

Trade and other payables

-

-

-

-

(655)

(22)

(3)

(84)

Borrowings (current and non-current)

-

-

-

-

-

-

(888)

(30,241)

Net exposure

1,968

-

-

-

(601)

(22)

1,524

(30,324)

 

Sensitivity analysis

As shown in the table above, the Company is exposed to changes in USD exchange rate. The table below shows the impact in USD on pre-tax profit and loss of a 10% increase/decrease in exchange rates, holding all other variables constant.

 

 

Group

 

2025

US$'000

USD

2025

US$'000

SGD

2025

US$'000

PHP

2025

US$'000

VND

2025

US$'000

GBP

2025

US$'000

EUR

 

2024

US$'000

USD

2024

US $'000

EUR

Net exposure

412

(30)

9

82

(464)

-

(695)

(30,241)

10% strengthening of currency to USD rate

-

3

(1)

(8)

46

-

-

3,024

10% weakening of currency to USD rate

-

(3)

1

8

(46)

-

-

(3,024)

 

Company

 

2025

US$'000

USD

2025

US$'000

SGD

2025

US$'000

PHP

2025

US$'000

VND

2025

US$'000

GBP

2025

US$'000

EUR

 

2024

US$'000

USD

2024

US $'000

EUR

Net exposure

1,968

-

-

-

(601)

(22)

1,524

(30,324)

10% strengthening of currency to USD rate

-

-

-

-

60

2

-

3,032

10% weakening of currency to USD rate

-

-

-

-

(60)

(2)

-

(3,032)

 

(iii) Capital management

The Group's policy is to maintain a strong capital base so as to maintain creditor confidence and to sustain future development of the business, safeguard the Group's ability to continue as a going concern and provide returns for shareholders.

As explained further in note 16 and note 2c, the Group's Eurobonds were due to mature in April 2024 at 100% of par value plus any accrued and unpaid coupon. On 12 April 2024 the Company received a binding Standstill Letter which provided a conditional standstill on the repayment of the Company's current debt obligations. Under the Standstill Letter the calculation and accruing of interest also came to a standstill.

On 5 February 2025 at a meeting of the bondholders a single resolution to deem the repayment of 75% of the outstanding principal and accrued interest with the remaining 25% of the outstanding amount being converted to 311,617,085 new ordinary shares was approved by the bondholders. The value of the Eurobond as at 31 December 2025 is $Nil.

 

(iv) Liquidity risk

The Group's approach to managing liquidity is to ensure that it will always have sufficient liquidity to meet its liabilities when due. Refer to the going concern statement in note 2c for further commentary.

The table below analyses the Group's financial liabilities into relevant maturity groupings based on their contractual maturities. The amounts presented are the contractual undiscounted cash flows.

 

 

Group

31 December 2025

Less than

 6 months

US$'000

6 to 12

months

US$'000

Between

1 and 2 years

US$'000

Between

2 and 7 years

US$'000

Total contractual cash flows

US$'000

Trade and other payables

273

-

-

-

273

Borrowings

102

160

-

-

272

Total

375

160

-

-

545

 

31 December 2024

Less than

 6 months

US$'000

6 to 12

months

US$'000

Between

1 and 2 years

US$'000

Between

2 and 7 years

US$'000

Total contractual cash flows

US$'000

Trade and other payables

1,316

-

-

-

1,316

Borrowings

32,446

-

-

-

32,446

Total

33,762

-

-

-

33,762

 

 

Company

31 December 2025

Less than

 6 months

US$'000

6 to 12

months

US$'000

Between

1 and 2 years

US$'000

Between

2 and 7 years

US$'000

Total contractual cash flows

US$'000

Trade and other payables

258

-

-

-

258

Borrowings

-

-

-

-

-

Total

258

-

-

-

258

 

 

31 December 2024

Less than

 6 months

US$'000

6 to 12

months

US$'000

Between

1 and 2 years

US$'000

Between

2 and 7 years

US$'000

Total contractual cash flows

US$'000

Trade and other payables

486

-

-

-

486

Borrowings

31,250

-

-

-

31,250

Total

31,736

-

-

-

31,736

 

NOTE 21: SHARE-BASED PAYMENTS

 

Share options and warrants

The following equity settled share-based awards have been made under the Company's discretionary share option plan.

31 December 2025

31 December 2024

Average exercise price per option (pence)

Number of options

Average exercise price per option

(pence)

Number of options

As at 1 January

0.15

103,603,712

0.15

221,013,166

Post consolidation

0.15

1,036,037

Granted during the year

-

-

-

-

Expired during the year

0.255

(820,810)

4.38

(117,409,454)

Forfeited during the year

-

-

-

-

As at 31 December

0.15

215,227

0.15

103,603,712

Vested and exercisable at 31 December

-

-

-

-

All remaining unvested options vest after three years of continuous service with the Company and on condition that the mid-market closing price per Coro ordinary share on the last day of the three year vesting period is equal to or higher than 0.46 pence per ordinary share for 2021 grants and higher than 0.43 pence per ordinary share for 2022 grants. Grants issued in 2023 are exercisable once certain performance criteria have been met. Once vested, the Options may be exercised at any time until the sixth anniversary of grant. 

Options granted in 2023 are conditional upon a final investment decision having been taken by the partners to the Duyung PSC or the successful sale of Coro's interest in the Duyung PSC.

The fair value of services rendered in return for 2023 share options is based on the fair value of share options granted and was measured using a Black Scholes model.

In February 2025 the Company completed a share consolidation whereby for every 100 Existing Ordinary Shares of 0.1 pence each in the issued share capital of the Company will be consolidated into one Consolidated Share of 10 pence each. Subsequently, all vested and exercisable options at the date of the share consolidation were also consolidated at the same ratio.

The inputs used in the measurement of the options granted during the year are summarised in the table below, with the volatility estimate of 61% based on the Company's historical volatility:

February 2023

options

Fair value at grant date (p)

0.13

Share price at grant date (p)

0.24

Exercise price

0. 26

Expected volatility

61%

Option life

3 years

Risk-free interest rate (based on yield on five-year gilts)

3.2%

Expiry date

9 February 2028

p - British pence.

The fair value of the options granted are spread over the vesting period. The amount recognised in the income statement for the year ended 31 December 2025 was US$40k (2024: US$97k). Furthermore, no share options lapsed in 2025 (2024: US$2.3m) and recycled to accumulated losses.

During the year no options were granted.

 

NOTE 22: CONTINGENCIES AND COMMITMENTS

Commitments

The Group had no committed work programmes in its Philippine or Vietnam operations at the reporting date.

Contingent liabilities

The Company has received a claim for fees in relation to services claimed to have been provided in relation to the Company's 2024 convertible loan note and the recently completed fundraising and recapitalisation of the business. The Company does not believe there is merit in the claim but in the event that the party claiming the fees is ultimately successful then the Company could be in a position where it has to pay a material amount of money for which it has currently made no provision.

 

 

NOTE 23: RELATED PARTY TRANSACTIONS

Key management personnel compensation

2025

US$'000

2024

US$'000

Short-term benefits

475

698

Share-based payments

-

97

Key management personnel consists of the Directors of the Company and James Parsons.

 

 

 

NOTE 24: SUBSEQUENT EVENTS

On 22 January 2026 a resolution to consolidate 10 existing shares into 1 consolidated share was approved by shareholders at a General Meeting.

On 2 April 2026 the Company announced that it has received internal credit committee approval from a leading global sustainable infrastructure investor in respect of a proposed senior secured debt facility of up to US$20 million.

On 7 April 2026 the Company announced that it has signed binding 25-year equipment lease agreements and operations and maintenance contracts with a new customer, An Viet Phat Group, for the installation and leasing of rooftop solar systems across an initial two factories in Vietnam with a total estimated capacity of 1.6MW.

On 10 April 2026 the Company announced that it had issued 1,110,000 new ordinary shares in lieu of cash to a creditor.

On 27 April 2026 the Company announced that the sale of Duyung has been approved by Indonesia's Ministry of Energy and Mineral Resources and that 500,000 shares in Conrad Asia Energy Ltd have been issued to the Company.

 

 

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END
 
 
FR GPUWPQUPQGRU
Date   Source Headline
11th Jun 20267:00 amRNSFinal Results
5th Jun 20266:17 pmRNSHolding(s) in Company
27th Apr 20262:29 pmRNSDuyung sale: completion and receipt of shares
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2nd Apr 20267:00 amRNSCredit Approval of up to $20m Senior Debt Facility
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