https://www.tullowoil.com/investors/results-reports-and-presentations/

Contacts

Notes to editors

Tullow is an independent energy company committed to building a better future through the responsible oil and gas development of its core producing assets in Ghana. The Group is quoted on the London and Ghanaian stock exchanges (symbol: TLW). For further information, please refer to: www.tullowoil.com

Follow Tullow on:

LinkedIn: www.linkedin.com/company/Tullow-Oil

X: www.x.com/TullowOilplc

Finance review

Condensed consolidated income statement

1. Alternative performance measures are reconciled on pages 34 to 36.
2. Last 12 months (LTM). Refer to the 2025 Annual Report and Accounts and 2025 Half-year results for a full reconciliation of 2025 and 1H 2025 Adjusted EBITDAX.

Revenue

Sales oil volumes

During the period, there were 29,900 boepd (1H 2025: 30,200 boepd) of liftings, comprising 5 in Jubilee (1H 2025: 5) and 1 in TEN (1H 2025: 1).

Realised oil price ($/bbl)

The Group’s realised oil price after hedging for the period was $86.3/bbl (1H 2025: $69.7/bbl) and before hedging $95.0/bbl (1H 2025: $71.4/bbl). Hedge loss decreased total revenue by $47 million in 1H 2026 (1H 2025: decrease of $10 million). The higher hedge loss in 1H 2026 was driven by the stronger oil price environment, while hedge settlements in 1H 2025 were primarily comprised of premium payments.

Gas sales

Included in total revenue of $496 million is gas sales of $29 million (1H 2025: $30 million) all of which relate to Ghana (1H 2025: $25 million). During the period, Tullow exported 20,252 mmscf (gross) of gas at an average price of $3.05/mmbtu in Ghana (1H 2025: 17,342 mmscf, $3.04/mmbtu). In 1H 2026 Tullow recovered $23 million related to 2026 gas sales and $73 million related to historic gas receivables.

Cost of Sales

Underlying cash operating costs

Underlying cash operating costs amounted to $82 million; $10.3/boe (1H 2025: $108 million; $14.6/boe). This consists of Ghana $63 million ($7.8/boe), Côte d’Ivoire $15 million ($137.5/boe) and Corporate $4 million (1H 2025: Ghana $88 million ($12.4/boe), Côte d’Ivoire $11 million ($48.1/boe) and Corporate $8 million). The decrease in Ghana reflects lower non-recurring costs in 1H 2026 compared with the $21 million incurred in 1H 2025 in relation to the Construction Support Vessel (CSV) and shutdown campaign, as well as revisions to prior period cost estimates. The increase in Côte d’Ivoire is due to lower production in Espoir following an unplanned and extended shutdown and higher than anticipated transition costs incurred prior to the assumption of operations by Société Nationale d'Opérations Pétrolières de la Côte d'Ivoire (PETROCI), upon the expiry of the production licence.

Depreciation, depletion, and amortisation

DD&A charges before impairment on production and development assets amounted to $198 million; $25.0/boe (1H 2025: $159 million: $21.6/boe). The increase compared to the prior period is driven by the downward revision to Jubilee reserves in December 2025, as well as higher field production in 1H 2026.

Underlift/Overlift and oil stock movements

The underlift of $60 million (1H 2025: $18 million) was mainly driven by a higher oil stock position, reflecting the timing of liftings and higher oil prices compared to 31 December 2025.

Administrative expenses

Administrative expenses decreased to $16 million (1H 2025: $23 million), mainly due to lower employee and IT-related costs, as well as reduced professional fees.

Full year forecast administrative costs are expected to be lower than prior year at c.$32 million (FY25: $45 million). Full year forecast net cash administrative costs (less share-based payment charge and depreciation of other fixed assets) is expected to be c.$24 million (FY25: $33 million). This is largely due to targeted cost optimisation initiatives undertaken in 2025 together with the broader Group restructuring following the disposal of the Gabon and Kenya assets.  

Net financing costs

Net financing costs for the period were $230 million (1H 2025: $139 million). The increase compared with the prior period was mainly due to a $24 million loss on extinguishment of borrowings, relating to the release of unamortised debt arrangement fees and $62 million debt arrangement fees incurred and expensed as part of the refinancing transaction completed in 1H 2026.

A reconciliation of net financing costs is included in note 9.

Taxation

The overall adjusted net tax expense of $127 million (1H 2025: $30 million) primarily relates to tax charges in respect of the Group’s production activities in West Africa, reduced by deferred tax credits associated with future UK decommissioning assets, exploration write-offs and impairments.

Based on a profit before tax for the first half of the year of 27 million (1H 2025: loss before tax of $50 million), the effective tax rate is 476.6% (1H 2025: (60.9%)). After adjusting for non-recurring amounts related to exploration write-offs, disposals, impairments, provisions and their associated deferred tax benefit, the Group’s adjusted tax rate is 542.5% (1H 2025: 7,088.6%). The adjusted ETR movement in Ghana (1H 2026: 33.9%, 1H 2025: 37.2%) is due to significant impairment recognised in 1H 2025 compared to nil in 1H 2026. In the UK, there is net interest and hedging expense of $215 million (1H 2025: $77 million), however, there is no UK tax benefit as in previous periods.

The Group has applied the exemption from recognising and disclosing deferred tax assets and liabilities arising from the implementation of Pillar Two income taxes. Based on half-year actuals, the Group has not identified any exposure to Pillar Two income taxes in jurisdictions where the safe harbour thresholds are not met. Accordingly, no Pillar Two income tax charges or related deferred tax effects have been recognised for the period.

Detailed analysis of ETR for underlying business - Continuing operations

Ghana tax assessments

Tullow has two ongoing disputed tax assessments that relate to the disallowance of loan interest deductions for the fiscal years 2010 - 2020 and proceeds received by Tullow Oil plc under Tullow’s corporate Business Interruption Insurance policy. Both were referred to international arbitration in 2023, with first hearings scheduled in 2025. The hearing on the Business Interruption Insurance proceeds was held in November 2025 and a ruling is expected imminently. The parties initially agreed a procedural timetable for the loan interest arbitration under which the first Tribunal hearing was due to have been held in the week commencing 30th June 2025. This has now been postponed to 2027.

Tullow continues to engage with the Government of Ghana, including the Ghana Revenue Authority (GRA), with the aim of resolving the assessments on a mutually acceptable basis. Given current progress of the status of these negotiations, the company has increased the related provision by $30 million to reflect management's estimate of the most likely outcome.

Kenya tax assessments

Tullow is aware of a tax assessment for c.$170 million from the Kenya Revenue Authority relating to alleged underpaid VAT and Capital Gains Tax on the disposal of its 100% shareholding in its Kenyan subsidiary, Tullow Kenya BV, to the Gulf Energy Group for a minimum consideration of $120 million. Tullow's clear and firm position is that the assessment is wholly without merit and, in conjunction with Gulf Energy, has initiated an appeal against the assessment through the regular objection process (the Tax Appeals Tribunal, ‘TAT’). There has been no cash outflow in respect of lodging this objection at TAT, nor does Tullow expect cash outflow on completion of its appeal process. Therefore, Tullow has not recorded a provision for uncertain tax treatments in respect of this risk.

Adjusted EBITDAX

Adjusted EBITDAX for the 12-month period ended 30 June 2026 was $743 million (1H 2025: $768 million). The $25 million decrease was driven by a $100 million reduction in revenue, partially offset by lower operating costs and the income statement impact of movements in the underlift/overlift position.

Loss for the period from continuing activities and loss per share

The loss for the period after tax from continuing activities amounted to $101 million (1H 2025: $80 million). This movement was driven mainly by higher revenue, lower impairment charge and restructuring costs, offset by debt arrangement fees incurred on the refinancing transaction and higher income tax expense in the current period. Basic loss per share was 6.8 cents (1H 2025: 5.5 cents).

Balance Sheet and Liquidity management

1. Alternative performance measures are reconciled on pages 34 to 36.
2. Gearing as of 30 June 2025 presented above excludes discontinued operations in Gabon.

Capital Investment

Capital expenditure amounted to $134 million (1H 2025: $103 million), all of which related to production and development activities in 2026. This comprised $130 million in Ghana (1H 2025: $63 million) and $4 million in Côte d’Ivoire (1H 2025: $11 million). In 1H 2025, $24 million and $2 million were also spent in Gabon and Kenya, respectively; both assets were disposed of in 2H 2025. Investment in exploration and appraisal activities was $nil (1H 2025: $3 million).

The Group’s 2026 capital expenditure guidance is c.$200 million, comprising c.$195 million in Ghana and c.$5 million in Côte d’Ivoire. Ghana capex is expected to include c.$185 million relating to Jubilee, primarily drilling costs of c.$150 million.

Decommissioning

Decommissioning expenditure was $1 million in the first half of 2026 (1H 2025: $1 million), and $12 million of cash provisioning for future decommissioning in Ghana (1H 2025: $12 million). The Group’s decommissioning guidance for 2026 is $15 million, with expenditure in the second half of the year relating decommissioning activities in the UK.

Derivative financial instruments

Tullow has a material hedge portfolio in place to protect against commodity price volatility and to ensure the availability of cash flow for re-investment in capital programmes that are driving business delivery.

At 30 June 2026, Tullow’s hedge portfolio provides downside protection for c.60% against mid-point production guidance with c.$58/bbl weighted average floor across all hedging instruments. For the same period, c.30% of forecast production entitlements are capped at a weighted average ceiling of c.$76/bbl.

For 1H 2027, Tullow’s hedge portfolio provides downside protection for c.43% of forecast production entitlements with c.$61/bbl weighted average floor, while c.15% is capped with collars with a weighted average ceiling of c.$90/bbl. Similarly, for 2H 2027, the Group has secured downside protection for c.25% of forecast production entitlements with c.$63/bbl weighted average floor, while c.23% is capped with collars with weighted average sold calls of c.$92/bbl.

At 30 June 2026, no hedges were in place beyond December 2027. However, following recent price movements, Tullow has been able to start layering in hedges for the first half of 2028. All financial instruments that are initially recognised and subsequently measured at fair value have been classified in accordance with the hierarchy described in IFRS 13 Fair Value Measurement. Fair value is the amount for which the asset or liability could be exchanged in an arm’s length transaction at the relevant date. Where available, fair values are determined using quoted prices in active markets (Level 1). To the extent that market prices are not available, fair values are estimated by reference to market-based transactions or using standard valuation techniques for the applicable instruments and commodities involved (Level 2).

All of the Group’s derivatives are Level 2 (2025: Level 2). There were no transfers between fair value levels during the period.

At 30 June 2026, the Group’s derivative instruments had a net negative fair value of $10 million (1H 2025: net negative $4 million).

The following table demonstrates the timing, volumes and prices of the Group’s commodity hedge portfolio at 30 June 2026:

Borrowings

On 20 February 2026, Tullow announced that it had entered into a binding Lock-Up Agreement to implement a refinancing transaction with holders of c.66% of the 10.25% senior secured notes due May 2026 (the Senior Secured Notes) and with Glencore Energy UK Limited (Glencore).

On 27 April 2026, Tullow announced that it had redeemed $100 million of the existing Senior Secured Notes at par plus accrued and unpaid interest, released the remaining existing Senior Secured Notes (together with all obligations and liabilities thereunder), issued $1,185 million new senior secured notes due 2028 (2028 Notes), released all obligations and liabilities under its existing $400 million secured notes facility with Glencore, issued $423 million of junior secured notes to Glencore (Glencore Notes), entered into a $100 million new super senior cargo prepayment facility with Glencore, and issued $25 million of additional 2028 Notes to Glencore pursuant to a private placement subscription agreement.

On 24 June 2026, Tullow announced a $48 million principal repayment of the 2028 Notes under the cash sweep mechanism within the agreement.

At 30 June 2026, the Group’s total drawn debt was $1,585 million, consisting of $1,162 million nominal value 2028 Notes and $423 million outstanding under the Glencore Notes. The carrying value of the borrowings at 30 June 2026 was $1,544 million, comprising $1,121 million for the 2028 Notes and $423 million for the Glencore Notes.

Management regularly reviews options for optimising the Group’s capital structure and may seek to refinance, retire or purchase any of its outstanding debt from time to time through new debt financings and/or cash purchases or exchanges in the open market, privately negotiated transactions or otherwise.

Credit Ratings

The Group currently maintains credit ratings with Standard & Poor’s (S&P), Moody’s Investors Service (Moody’s) and Fitch Ratings (Fitch).

Standard & Poor’s

On 5 March 2026, following the announcement of a binding lock-up agreement pursuant to which Tullow had agreed with its creditors to refinance its debt facilities, S&P lowered Tullow’s corporate credit rating and the rating of the 2026 Notes to ‘CC’ from ‘CCC-’ with a negative outlook as it viewed the refinancing transaction as a distressed exchange and tantamount to a default. S&P also announced that it would lower Tullow’s corporate credit rating and 2026 Notes rating to ‘D’ (default) on completion of the transaction.

On 27 April 2026, following completion of the refinancing of the 2026 Notes, S&P lowered Tullow’s corporate credit rating and 2026 Notes rating to 'D’ (default) from 'CC’, as previously announced.

On 8 May 2026, S&P upgraded Tullow’s corporate credit rating to ‘CCC+’ from ‘D’ with a stable outlook and assigned a ‘CCC+’ rating to the 2028 Notes.

Moody’s Investors Service

On 27 April 2026, following completion of the refinancing of the 2026 Notes, Moody’s upgraded Tullow’s corporate credit rating to ‘Caa3’ from ‘Ca’ with a stable outlook and assigned a ‘Caa2’ rating to the 2028 Notes.

Fitch Ratings

On 15 June 2026, Fitch assigned Tullow a corporate credit rating of ‘CCC+’ with a stable outlook and assigned a ‘CCC+’ rating to the 2028 Notes.

Underlying Operating Cash Flow and Free Cash Flow

Underlying operating cash flow amounted to $222 million (1H 2025: $34 million), reflecting an increase of $188 million. This was driven by higher cash revenue of $24 million, $61 million reduction in cash operating costs, $40 million reduction in cash and royalty taxes, lower gross administrative spend of $25 million and favourable working capital movements of $38 million.

Free cash flow increased to $4 million (1H 2025: $(188) million), primarily due to the $188 million increase in underlying operating cash flow described above. This was further supported by $40 million of proceeds from Tranche B of the Kenya disposal, $40 million reduction in finance costs, and partly offset by $68 million increase in debt arrangement fee payments incurred on the refinancing completed in April 2026.

Net Debt and Gearing

Net debt, consisting of $1,162 million of Senior Secured Notes due 2028 and $423 million of Glencore Junior Facility, less cash and cash equivalents, increased by $45 million during the period to $1,398 million on 30 June 2026 (FY 2025: $1,353 million).

The increase in net debt was driven by a $145 million reduction in cash, the capitalisation of $21 million of accrued interest and a $2 million lock-up fee due to Glencore at the time of refinancing, as well as the issuance of $25 million of the 2028 Notes to Glencore pursuant to a private placement subscription agreement. This was partially offset by a $100 million principal repayment of the Senior Secured Notes and a $48 million repayment of the 2028 Notes through the cash sweep mechanism in June 2026.

The gearing ratio has decreased to 1.9 times (1H 2025: 2.1 times) mostly due to a decrease in the net debt compared to June 2025 ($1,640 million).

Liquidity Risk Management and Going concern

The Directors consider the going concern assessment period to be up to 30 September 2027. The Group closely monitors and manages its liquidity headroom. Cash forecasts are regularly produced, and sensitivities run for different scenarios covering key judgements and assumptions including, but not limited to, changes in commodity prices, different production rates from the Group’s producing assets and different outcomes on ongoing disputes or litigations and the timing of any associated cash outflows. 

Management has applied the following oil price assumptions for the going concern assessment based on forward prices and market forecasts: 

Base Case: $73/bbl for 2026; $71/bbl for 2027. 

Low Case: $68/bbl for 2026; $66/bbl for 2027.

To consider the principal risks to the cash flow projections, a sensitivity analysis has been performed which is represented in the Low Case, which management considers to be severe, but plausible, given the cumulative impact of the sensitivities applied. The most significant risk would be a sustained decline in oil prices. The analysis has been tested by including a 10% production decrease and a 5% increase in operating costs compared to the Base Case. Management has also considered additional outflows in respect of all ongoing disputes and litigations within the Low Case, with an additional $82 million outflow included for the cases expected to progress in the going concern period. Based on the legal opinions received by management, the remaining disputes and litigations are not expected to conclude within the going concern period or have remote outcomes, therefore no outflows have been included in that respect in the Low Case. In the event of negative outcomes after the going concern period, management would use all available court processes to appeal such rulings, which, based on observable court timelines, would likely take in excess of a further year.

On 27 April 2026, the Group announced the completion of its refinancing transaction to address the maturity of $1.285 billion senior secured notes (the 2026 Notes). Following a repayment of $100 million of principal amount of the 2026 Notes at par, the Group issued $1.185 billion new notes to existing holders plus $25 million fungible new notes to Glencore (together the 2028 Notes) in exchange for the cancellation in full of the 2026 Notes; the 2028 Notes will mature in November 2028. Further, all obligations and liabilities under the existing $400 million loan provided by Glencore were cancelled and $423 million of junior secured notes maturing in November 2030 were issued to Glencore (Glencore Notes).

The Group also entered into a revolving $100 million cargo prepayment facility with Glencore which is undrawn and will be primarily used for working capital purposes and to provide a liquidity buffer in a downside scenario. Governance has been enhanced with the addition of three new Independent Non-Executive Directors (INEDs) to Tullow’s Board of Directors.

The 2028 Notes, the Glencore loan and the cargo prepayment facility do not have any maintenance covenants. Unless a legally binding sale and purchase agreement which maximises the value from the assets has been entered into by 30 September 2027, the maturities of the 2028 Notes and the cargo prepayment facility will be brought forward to 15 May 2028.

At 30 June 2026, the Group had in excess of $250 million liquidity headroom of undrawn and available debt facilities and free cash. The Group’s forecasts show that the Group will be able to operate within its current debt facilities and have sufficient financial headroom for the going concern assessment period under the Base Case and the Low Case. These forecasts assume full availability of the $100 million cargo prepayment facility, which remains undrawn under the Base Case and is available by way of advance payments for future cargoes to be delivered to Glencore within 180 days of a prepayment request. Furthermore, management has performed a reverse stress test and determined that, in the Base Case, the average oil price required throughout the going concern period to reduce headroom to zero during the assessment period is $30/bbl. Management considers the likelihood of such a scenario occurring to be remote. Based on the analysis above, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. The Board have therefore prepared the Financial Statements on a going concern basis.

2026 principal risks and uncertainties

The Company risk profile has been closely monitored throughout the year, with consideration given to the risks to delivering the Business Plan, as well as whether external factors such as geo-political factors, global pandemics and oil price volatility have resulted in any new risks or changes to existing risks. The impact of these factors has been considered and managed across all principal risks. The Directors have reviewed the principal risks and uncertainties facing the Company and concluded that for the remaining six months of the financial year are substantially unchanged from those disclosed in the 2025 Annual Report and are listed below.

1. Business plan not delivered 
2. Asset integrity breach
3. Geopolitical risk
4. Climate change impacts
5. Major accident event
6. Insufficient liquidity and funding capacity to sustain business
7. Capability cannot be attracted, developed or retained
8. Compliance or regulatory breach
9. Major cyber-disruption

The detailed descriptions of the principal risks and how they are being managed can be found on pages 30 to 34 in the 2025 Annual Report and Accounts.

Events since 30 June 2026

On 13 July 2026, Tullow announced that it agreed to amend the terms of the 2025 disposal of Tullow Kenya B.V. to Auron Energy E&P Limited (an affiliate of Gulf Energy Limited). Under the agreement, Tullow received an additional cash consideration of $9 million in exchange for terminating its entitlement to future royalty payments and its 30% back-in right over the Kenyan assets. This is a non-adjusting event as at 30 June 2026 as defined by IAS 10 Events after the Reporting Period.

There have not been any other events since 30 June 2026 that have resulted in a material impact on the half-year results.

Responsibility statement

(DTR 4.2 and the Transparency (Directive 2004/109/EC) Regulations (as amended))

The Directors confirm that to the best of their knowledge:

1. the condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the UK and EU and IAS 34 Interim Financial Reporting as adopted by the EU, the Disclosure Guidance and Transparency Rules of the United Kingdom’s Financial Conduct Authority (DTR) and the Transparency (Directive 2004/109/EC) Regulations 2007 as amended
2. the interim management report includes a fair review of the information required by DTR 4.2.7R and Regulation 8(2) (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and
3. the interim management report includes a true and fair review of the information required by DTR 4.2.8R and Regulation 8(3) (disclosure of related parties' transactions and changes therein).

A list of the current Directors is maintained on the Tullow Oil plc website: www.tullowoil.com.

By order of the Board,

Ian Perks        Richard Miller

Chief Executive Officer       Chief Financial Officer

27 September 2026       27 September 2026

Disclaimer

This statement contains certain forward-looking statements that are subject to the usual risk factors and uncertainties associated with the oil and gas exploration and production business. Whilst the Group believes the expectations reflected herein to be reasonable in light of the information available to them at this time, the actual outcome may be materially different owing to factors beyond the Group’s control or within the Group’s control where, for example, the Group decides on a change of plan or strategy. Accordingly, no reliance may be placed on the figures contained in such forward-looking statements.

Independent review report to Tullow Oil plc

Conclusion

We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2026 which comprises the Condensed consolidated income statement, Condensed consolidated statement of comprehensive income and expense, Condensed consolidated balance sheet, Condensed consolidated statement of changes in equity, Condensed consolidated cash flow statement and the related notes 1 to 23. We have read the other information contained in the half yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2026 is not prepared, in all material respects, in accordance with UK adopted International Accounting Standard 34 and the Disclosure Guidance and Transparency Rules of the United Kingdom’s Financial Conduct Authority.

Basis for Conclusion

We conducted our review in accordance with the International Standard on Review Engagements 2410 (UK) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" (ISRE) issued by the Financial Reporting Council. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

As disclosed in note 2, the annual financial statements of the group are prepared in accordance with UK adopted international accounting standards. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with UK adopted International Accounting Standard 34, “Interim Financial Reporting”.

Conclusions Relating to Going Concern

Based on our review procedures, which are less extensive than those performed in an audit as described in the Basis for Conclusion section of this report, nothing has come to our attention to suggest that management have inappropriately adopted the going concern basis of accounting or that management have identified material uncertainties relating to going concern that are not appropriately disclosed.

This conclusion is based on the review procedures performed in accordance with this ISRE, however future events or conditions may cause the entity to cease to continue as a going concern.

Responsibilities of the directors

The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.

In preparing the half-yearly financial report, the directors are responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor’s Responsibilities for the review of the financial information

In reviewing the half-yearly report, we are responsible for expressing to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report. Our conclusion, including our Conclusions Relating to Going Concern, are based on procedures that are less extensive than audit procedures, as described in the Basis for Conclusion paragraph of this report.

Use of our report

This report is made solely to the company in accordance with guidance contained in International Standard on Review Engagements 2410 (UK) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Financial Reporting Council. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our work, for this report, or for the conclusions we have formed.

Ernst & Young LLP

London

27 September 2026

Condensed consolidated income statement

Six months ended 30 June 2026

Condensed consolidated statement of comprehensive income and expense

Six months ended 30 June 2026

Condensed consolidated balance sheet

As at 30 June 2026

Condensed consolidated statement of changes in equity

Six months ended 30 June 2026

1. The foreign currency translation reserve represents exchange gains and losses arising on translation of foreign currency subsidiaries, monetary items receivable from or payable to a foreign operation for which settlement is neither planned nor likely to occur, which form part of the net investment in a foreign operation.
2. The hedge reserve represents gains and losses on derivatives classified as effective cash flow hedges.
3. The merger reserve represents the premium on shares issued in relation to acquisitions.

Condensed consolidated cash flow statement

Six months ended 30 June 2026

Notes to the financial statements

Six months ended 30 June 2026

1. General information

The condensed financial statements for the six-month period ended 30 June 2026 have been prepared in accordance with International Accounting Standard (IAS) 34 Interim Financial Reporting as adopted by UK and EU and the requirements of the Disclosure and Transparency Rules (DTR) of the Financial Conduct Authority (FCA) in the United Kingdom as applicable to interim financial reporting.

The Condensed financial statements represent a ‘condensed set of financial statements’ as referred to in the DTR issued by the FCA. Accordingly, they do not include all the information required for a full annual financial report and are to be read in conjunction with the Group’s financial statements for the year ended 31 December 2025, which were prepared in accordance with UK-adopted international accounting standards and International Financial Reporting Standards (IFRSs) adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union (EU). The Condensed financial statements are unaudited and do not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The financial information for the year ended 31 December 2025 does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. This information was derived from the statutory accounts for the year ended 31 December 2025, a copy of which has been delivered to the Registrar of Companies. O9The auditor’s report on these accounts was unqualified, did not include a reference to any matters to which the auditor drew attention by way of an emphasis of matter and did not contain a statement under sections 498 (2) or (3) of the Companies Act 2006.

2. Accounting policies

The annual financial statements of Tullow Oil plc will be prepared in accordance with United Kingdom adopted international accounting standards (UK adopted IFRSs) and International Financial Reporting Standards adopted pursuant to Regulation (EC) No. 1606/2002 as it applies in the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard (IAS) 34 Interim Financial Reporting as adopted by UK and EU, the Disclosure and Transparency Rules of the Financial Conduct Authority and the Transparency (Directive 2004/109/EC) Regulations 2007 as amended.

The significant accounting policies adopted in the 2026 half-yearly financial report are the same as those adopted in the Group’s Annual Report and Accounts as at 31 December 2025.

Liquidity risk management and going concern

The Directors consider the going concern assessment period to be up to 30 September 2027. The Group closely monitors and manages its liquidity headroom. Cash forecasts are regularly produced, and sensitivities run for different scenarios covering key judgements and assumptions including, but not limited to, changes in commodity prices, different production rates from the Group’s producing assets and different outcomes on ongoing disputes or litigations and the timing of any associated cash outflows. 

Management has applied the following oil price assumptions for the going concern assessment based on forward prices and market forecasts: 

Base Case: $73/bbl for 2026; $71/bbl for 2027. 

Low Case: $68/bbl for 2026; $66/bbl for 2027.

To consider the principal risks to the cash flow projections, a sensitivity analysis has been performed which is represented in the Low Case, which management considers to be severe, but plausible, given the cumulative impact of the sensitivities applied. The most significant risk would be a sustained decline in oil prices. The analysis has been tested by including a 10% production decrease and a 5% increase in operating costs compared to the Base Case. Management has also considered additional outflows in respect of all ongoing disputes and litigations within the Low Case, with an additional $82 million outflow included for the cases expected to progress in the going concern period. Based on the legal opinions received by management, the remaining disputes and litigations are not expected to conclude within the going concern period or have remote outcomes, therefore no outflows have been included in that respect in the Low Case. In the event of negative outcomes after the going concern period, management would use all available court processes to appeal such rulings, which, based on observable court timelines, would likely take in excess of a further year.

On 27 April 2026, the Group announced the completion of its refinancing transaction to address the maturity of $1.285 billion senior secured notes (the 2026 Notes). Following a repayment of $100 million of principal amount of the 2026 Notes at par, the Group issued $1.185 billion new notes to existing holders plus $25 million fungible new notes to Glencore (together the 2028 Notes) in exchange for the cancellation in full of the 2026 Notes; the 2028 Notes will mature in November 2028. Further, all obligations and liabilities under the existing $400 million loan provided by Glencore were cancelled and $423 million of junior secured notes maturing in November 2030 were issued to Glencore (Glencore Notes).

The Group also entered into a revolving $100 million cargo prepayment facility with Glencore which is undrawn and will be primarily used for working capital purposes and to provide a liquidity buffer in a downside scenario. Governance has been enhanced with the addition of three new Independent Non-Executive Directors (INEDs) to Tullow’s Board of Directors.

The 2028 Notes, the Glencore loan and the cargo prepayment facility do not have any maintenance covenants. Unless a legally binding sale and purchase agreement which maximises the value from the assets has been entered into by 30 September 2027, the maturities of the 2028 Notes and the cargo prepayment facility will be brought forward to 15 May 2028.

2. Accounting policies continued

At 30 June 2026, the Group had in excess of $250 million liquidity headroom of undrawn and available debt facilities and free cash. The Group’s forecasts show that the Group will be able to operate within its current debt facilities and have sufficient financial headroom for the going concern assessment period under the Base Case and the Low Case. These forecasts assume full availability of the $100 million cargo prepayment facility, which remains undrawn under the Base Case and is available by way of advance payments for future cargoes to be delivered to Glencore within 180 days of a prepayment request. Furthermore, management has performed a reverse stress test and determined that, in the Base Case, the average oil price required throughout the going concern period to reduce headroom to zero during the assessment period is $30/bbl. Management considers the likelihood of such a scenario occurring to be remote. Based on the analysis above, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. The Board have therefore prepared the Financial Statements on a going concern basis.

3. (Loss)/earnings per share

The calculation of basic (loss)/earnings per share is based on the loss for the period after taxation attributable to equity holders of the parent of $100.6 million (1H 2025: loss of $60.7 million) and a weighted average number of shares in issue of 1,475.5 million (1H 2025: 1,460.2 million).

The calculation of diluted (loss)/earnings per share is based on the (loss)/profit for the period after taxation as for basic (loss)/earnings per share. The number of shares outstanding, however, is adjusted to show the potential dilution if employee share options are converted into ordinary shares. The weighted average number of ordinary shares is increased by 45.8 million (1H 2025: 77.5 million) resulting in a diluted weighted average number of shares of 1,521.3 million (1H 2025: 1,537.7million).

4. Dividends

The Directors intend to recommend that no 2026 interim dividend be paid.

5. Approval of Accounts

These unaudited half-year results were approved by the Board of Directors on 25 September 2026.

6. Segmental Reporting

The information reported to the Group’s Chief Executive Officer for the purposes of resource allocation and assessment of segment performance is focused on two Business Units: Ghana and Other, which contain non-operated producing assets in Côte d’Ivoire, decommissioning assets and exploration activities. Therefore, the Group’s reportable segments under IFRS 8 are Ghana and Other.

The following tables present revenue and profit information regarding the Group’s reportable business segments for the period ended 30 June 2026, 30 June 2025 and 31 December 2025.

1. Segment result is a non-IFRS measure which includes gross profit, exploration costs written off and impairment of property, plant and equipment. See reconciliation below.
2. Unallocated expenditure relates to general and administrative expenses not specifically attributable to a geographic area.
3. Total liabilities – Corporate comprise the Group’s external debt and other non-attributable liabilities.

6. Segmental Reporting continued

Reconciliation of segment result

1. Segment result is a non-IFRS measure which includes gross profit, exploration costs written off and impairment of property, plant and equipment. See reconciliation above.
2. Unallocated expenditure relates to general and administrative expenses not specifically attributable to a geographic area.
3. Total liabilities – Corporate comprise the Group’s external debt and other non-attributable liabilities.
4. The comparative information for the six months ended 30 June 2025 has been restated to reflect the Group's revised reportable segments, as adopted in the FY25 Annual Report and Accounts.
5. Other excludes results attributable to Gabon, which was classified as discontinued operations.

6. Segmental reporting continued

1. Segment result is a non-IFRS measure which includes gross profit, exploration costs written off and impairment of property, plant and equipment. See reconciliation above.
2. Unallocated expenditure relates to general and administrative expenses not specifically attributable to a geographic area.
3. Total liabilities – Corporate comprise the Group’s external debt and other non-attributable liabilities.

Non-current assets exclude derivative financial instruments and deferred tax assets.

7. Total revenue

Finance income has been presented as part of net financing costs (refer to note 9).

8. Other costs

1. Depreciation expense on leased assets of $3.6 million (1H 2025: $12.3 million; FY 2025: $26.1 million, both restated) as per note 12 includes a charge of $1.1 million (1H 2025: $0.7 million; FY 2025: $2.1 million) on leased administrative assets, which is presented within administrative expenses in the income statement. The remaining balance of $2.5 million (1H 2025: $11.6 million; FY 2025: $24.0 million, both restated) relates to other leased assets and is included within cost of sales.

2.The change from overlift expense at 31 December 2025 to underlift is due to the timing of liftings in Ghana.

9. Net financing costs

1. Interest on borrowings for the period ended 30 June 2026 includes a $23.8 million loss on extinguishment of borrowings, which relates to the release of unamortised debt arrangement fees previously capitalised into 10.25% Senior Notes due 2026 and Secured Notes Facility due 2028.
2. Debt arrangement fees of $62.0 million relate to costs incurred and expensed as part of the refinancing transaction completed in April 2026.
3. The movement in the net interest on obligations for leases is mainly driven by the TEN FPSO lease modification. Refer to note 17.

10. Asset disposals and discontinued operations

Gabon

On 29 July 2025, Tullow completed the sale of Tullow Oil Gabon SA to the Gabon Oil Company for a total cash consideration of $307 million, net of tax and customary adjustments. The transaction was a corporate sale of Tullow’s entire Gabonese portfolio of assets, representing c.10 kbopd of production and c.36 million barrels of 2P reserves. The transaction was subject to a capital gains tax of $51.7 million as agreed with the Gabon Tax Authority, payable by the Gabon Oil Company. This was recorded as an income tax expense with a corresponding pre-tax gain on disposal and no deferred tax recognised.

The Gabon business represented a separate major geographical area of operations and, accordingly, met the criteria to be classified as a discontinued operation under IFRS 5 Non-current Assets Held for Sale and Discontinued Operations. The results of the Gabon operations have therefore been presented as discontinued operations for the six months ended 30 June 2025 and the year ended 31 December 2025.

Kenya

On 25 September 2025, Tullow completed the sale of Tullow Kenya BV, which held Tullow’s entire working interest in Kenya, to Auron Energy E&P Limited (Auron Energy), an affiliate of Gulf Energy Limited, for a total consideration of at least $120 million. The consideration was split into $40 million payment received on completion (Tranche A), $40 million receivable at the earlier of Field Development Plan (FDP) approval or 30 June 2026 (Tranche B), and $40 million receivable no later than 2033 (Tranche C), subject to the following payment schedule:

• Payments of $2 million per quarter starting in the third quarter of 2028, provided Dated Brent oil price averaged at least $65/bbl during the preceding quarter.
• If $40 million in aggregate has not been paid by 30 June 2033, the remainder will be due as a bullet payment at that point irrespective of the prevailing oil price.

In addition, Tullow was entitled to royalty payments subject to oil price, resource, and production related conditions. Tullow retained a back-in right for a 30% participation in potential future development phases at no cost.

During the period, $36 million of Tranche B proceeds were received on 9 March 2026 and the remaining $4 million was received on 1 April 2026 following completion of transition support services. At 30 June 2026, Tranche C has been recognised as non-current deferred consideration of $31.3 million after discounting for the time value of money.

On 13 July 2026, Tullow announced that it agreed to amend the terms of the 2025 disposal of Tullow Kenya B.V. to Auron Energy. Under the agreement, Tullow received an additional cash consideration of $9 million in exchange for terminating its entitlement to future royalty payments and its 30% back-in right over the Kenyan assets. Refer to note 22. Events since 30 June 2026.

For further details of both transactions refer to note 8. Asset disposals and discontinued operations in the Group’s 2025 Annual Report and Accounts.

11. Taxation on profit on continuing activities

The overall adjusted net tax expense of $127 million (1H 2025: $30 million) primarily relates to tax charges in respect of the Group’s production activities in West Africa, reduced by deferred tax credits associated with future UK decommissioning assets, exploration write-offs and impairments.

Based on a profit before tax for the first half of the year of $27 million (1H 2025: loss before tax of $50 million), the effective tax rate is 476.6% (1H 2025: (60.9%)). After adjusting for non-recurring amounts related to exploration write-offs, disposals, impairments, provisions and their associated deferred tax benefit, the Group’s adjusted tax rate is 542.5% (1H 2025: 7,088.6%). The adjusted ETR movement in Ghana (1H 2026: 33.9%, 1H 2025: 37.2%) is due to significant impairment recognised in 1H 2025 compared to nil in 1H 2026. In the UK, there is net interest and hedging expense of $215 million (1H 2025: $77 million), however, there is no UK tax benefit as in previous periods.

Uncertain tax treatments

The Group is subject to various material claims which arise in the ordinary course of its business in various jurisdictions, including cost recovery claims, claims from regulatory bodies and both corporate income tax and indirect tax claims. The Group is in formal dispute proceedings regarding a number of these tax claims. The resolution of tax positions, through negotiation with the relevant tax authorities or litigation, can take several years to complete. In assessing whether these claims should be provided for in the Financial Statements, management has considered them in the context of the applicable laws and relevant contracts for the countries concerned. Management has applied judgement in assessing the likely outcome of the claims and has estimated the financial impact based on external tax and legal advice and prior experience of such claims.

Provisions for uncertain tax treatments of $108.8 million (1H 2025: $83.8 million; FY 2025: $78.3 million) are included in income tax payable of $107.0 million (1H 2025: $79.3 million; FY 2025: $76.7 million), and provisions of $1.8 million (1H 2025: $4.5 million; FY 2025: $1.7 million). Where these matters relate to expenditure which is capitalised within intangible exploration and evaluation assets and property, plant and equipment, any difference between the amounts accrued and the amounts settled is capitalised in the relevant asset balance, subject to applicable impairment indicators. Where these matters relate to producing activities or historical issues, any differences between the accrued and settled amounts are taken to the Group income statement.

Due to the uncertainty of such tax items, it is possible that on conclusion of an open tax matter at a future date, the outcome may differ significantly from management’s estimate. If the Group was unsuccessful in defending itself from all these claims, the result could be additional liabilities of $585.1 million (1H 2025: $615.2 million; FY 2025: $582.7 million) excluding interest and penalties. In management’s view the likelihood of the crystallisation of these liabilities and the associated interest and penalties are remote.

The provisions and contingent liabilities relating to these disputes have decreased following the conclusion of tax authority challenges and matters lapsing under statutes of limitation, but have increased, due to the extrapolation of exposures through to 30 June 2026, and the revision of management’s estimate of the most likely outcome, giving rise to an overall increase in provision of $30.5 million and increase in contingent liability of $2.4 million from 31 December 2025.

Ghana tax assessments

In December 2022, TGL received a $190.5 million corporate income tax assessment and payment demand from the GRA relating to the disallowance of loan interest for the financial years 2010 to 2020. The Group has previously disclosed assessments by the GRA relating to the same issue; this revised assessment supersedes all previous claims. The Group considers the assessment to breach TGL’s rights under its Petroleum Agreements. In February 2023, TGL filed a Request for Arbitration with the ICC disputing the assessment, with the suspension of TGL’s obligation to pay any amount in relation to the assessment until the dispute is formally resolved. The parties initially agreed a procedural timetable for the arbitration under which the first Tribunal hearing was to be held in July 2025. This has now been postponed to 2027.

In December 2022, TGL received a $196.5 million corporate income tax assessment and payment demand from the GRA relating to proceeds received by Tullow during the financial years 2016 to 2019 under Tullow’s corporate Business Interruption Insurance policy. The Group considers the assessment to breach TGL’s rights under its Petroleum Agreements. In February 2023, TGL filed a Request for Arbitration to the ICC disputing the assessment, with the suspension of TGL’s obligation to pay any amount in relation to the assessment until the dispute is formally resolved. The first Tribunal hearing was held in November 2025, and a ruling is expected imminently.

The Group continues to engage with the Government of Ghana with the aim of resolving these tax disputes on a mutually acceptable basis. Given current progress of the status of these negotiations, the company has increased the related provision by $30 million to reflect management's estimate of the most likely outcome.

Kenya tax assessments

Tullow is aware of a tax assessment for c.$170 million from the Kenya Revenue Authority relating to alleged underpaid VAT and Capital Gains Tax on the disposal of its 100% shareholding in its Kenyan subsidiary, Tullow Kenya BV, to the Gulf Energy Group for a minimum consideration of $120 million. Tullow's clear and firm position is that the assessment is wholly without merit and, in conjunction with Gulf Energy, has initiated an appeal against the assessment through the regular objection process (the Tax Appeals Tribunal, ‘TAT’). There has been no cash outflow in respect of lodging this objection at TAT, nor does Tullow expect cash outflow on completion of its appeal process. Therefore, Tullow has not recorded a provision for uncertain tax treatments in respect of this risk.

11. Taxation on profit on continuing activities continued

Bangladesh litigation

The National Board of Revenue (NBR) is seeking to disallow $118 million of tax relief in respect of development costs incurred by Tullow Bangladesh Limited (TBL). The NBR subsequently issued a payment demand to TBL in February 2020 for Taka 3,094 million requesting payment by 15 March 2020. The amount in USD including legal costs is c.$28.8m. However, under the Production Sharing Contract (PSC), the Government is required to indemnify TBL against all taxes levied by any public authority, and the share of production paid to Petrobangla (PB), Bangladesh’s national oil company, is deemed to include all taxes due, which PB is then obliged to pay to the NBR. TBL sent the payment demand to PB and the Government requesting the payment or discharge of the payment demand under their respective PSC indemnities. On 14 June 2021, TBL issued a formal notice of dispute under the PSC to the Government and PB. A further request for payment was received from NBR on 28 October 2021 demanding settlement by 15 November 2021. Arbitration proceedings were initiated under the PSC on 29 December 2021, and a hearing of the merits of the case were heard by the Tribunal on 20 May 2024. Final written submissions were made to the Tribunal in September 2024. The Tribunal has informed both parties that a ruling can be expected during the last quarter of 2026.

Other Items

Other items totalling $169.2 million (1H 2025: $199.1 million, FY 2025: $166.6 million) comprise exposures in respect of claims for corporation tax from disallowed expenditure or withholding taxes that are either currently under discussion with the tax authorities, or which arise from known issues for periods not yet under audit.

Timing of cashflows

While it is not possible to estimate the timing and amount of tax cash flows in relation to possible outcomes with certainty, management anticipates that there will not be material cash taxes paid in excess of the amounts provided for uncertain tax treatments.

12. Property, plant and equipment

1. The lease remeasurement reflects the modification of the TEN FPSO lease recognised during the period, as described in Note 17.

12. Property, plant and equipment continued

The currency translation adjustments arose due to the movement against the Group’s presentational currency, USD, of the Group’s UK assets, which have a functional currency of GBP.

Restatement of comparative information

During the period the Group identified that historical impairment balances relating to the TEN FPSO right of use asset had not been allocated between oil and gas assets and right of use assets on the appropriate basis. As a result, the associated depreciation, depletion and amortisation (DD&A) charge was also not allocated between the two asset classes on the appropriate basis. Comparative information has therefore been restated to present these balances within the appropriate asset classes. The restatement has no impact on total property, plant and equipment, profit or loss, earnings per share, net assets or cash flows, as both the TEN FPSO right of use asset and the TEN oil and gas assets form part of the same TEN cash-generating unit.  

The amounts below show the decrease/(increase) in accumulated DD&A, impairment and net book value arising from the restatement.

As of 30 June 2026, no indicators that the assets may be impaired were identified.

The Group applied the following nominal oil price assumption for impairment assessments in the comparative periods:

1. Changes to decommissioning estimate.

b. The fields in the UK are grouped into one CGU as all fields share critical gas infrastructure.

a. Impairment of capital expenditure in excess of accumulated depreciation as the estimated recoverable amount of the asset is nil.

b. Change to decommissioning estimate.

c. The fields in the UK are grouped into one CGU as all fields share critical gas infrastructure.

d. Partial reversal of previously recognised impairment of right-of-use asset relating to office space.

e. The remaining recoverable amount of the asset is its value in use.

12. Property, plant and equipment continued

1. Downward revision of medium- and long-term oil price assumptions.
2. Impairment of capital expenditure in excess of accumulated depreciation as the NPV of the asset is nil.
3. Change to decommissioning estimate.
4. The fields in the UK are grouped into one CGU as all fields share critical gas infrastructure.
5. The remaining recoverable amount of the asset is its value in use.

13. Trade receivables

Trade receivables comprise amounts due for the sale of oil and gas. They are generally due for settlement within 30-60 days and are therefore all classified as current. The Group holds the trade receivable with the objective of collecting the contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method.

The balance of trade receivables as of 30 June 2026 of $161.8 million (1H 2025: $106.1 million; FY 2025: $179.2 million) includes gross gas receivables in Ghana of $64.9 million (1H 2025: $111.1 million; FY 2025: $165.0 million). The reduction in the gross gas receivable since 31 December 2025 is due to the recovery of $154.2 million and the write-off of $14.3 million of accumulated interest as not recoverable, offset by 2026 gas sales of $68.4 million.

Expected credit loss charge on trade receivables

As at 30 June 2026, the allowance for expected credit losses (ECL) stood at $nil (1H 2025: $8.5 million; FY 2025: $nil) on the net gas receivable balance in Ghana of $33.5 million (1H 2025: 79.7 million; FY 2025: $107.8 million). The ECL was reversed in 2H 2025 due to the Ghana licence extension terms providing a mechanism for recovering the gas receivable balance. No allowance for ECL has been provided on balances receivable where mitigating contract clauses ensure that amounts due will be fully recovered.

14. Other assets