WRAP Retail Offer for up to £350,000

Europa Oil & Gas (Holdings) plc, (AIM: EOG) the AIM quoted West Africa, UK and Ireland focused oil and gas exploration, development and production company, is pleased to announce a retail offer via the Winterflood Retail Access Platform ("WRAP") to raise up to £350,000 (the "WRAP Retail Offer") through the issue of new ordinary shares of £0.01 each in the capital of the Company ("Ordinary Shares").

Under the WRAP Retail Offer up to 29,166,667 new Ordinary Shares (the "WRAP Retail Offer Shares") will be made available at a price of 1.2 pence per share.

As part of the WRAP Retail Offer, the Company has agreed that 1 warrant for every 4 WRAP Retail Offer Shares will be granted (for no additional subscription cost), with each warrant entitling the holder to acquire one new Ordinary Share at a price of 2 pence up to expiry on the date 2 years after the admission of the WRAP Retail Shares to trading on AIM.

In addition to the WRAP Retail Offer, and as announced earlier today, the Company is also proposing a placing of new Ordinary Shares (the "Placing Shares" and together with the WRAP Retail Offer Shares, the "New Ordinary Shares") to raise approximately £3.5m (before expenses) through a bookbuild process (the "Placing") at a price of 1.2 pence per Placing Share (the "Placing Price"). The Placing Price represents a discount of approximately 20 per cent. to the closing bid price of an Ordinary Share on 9 February 2026 (being the latest practicable date prior to this announcement). The issue price of the WRAP Retail Offer Shares is equal to the Placing Price. Investors in the Placing will also receive Warrants on the same basis as the investors in the WRAP Retail Offer.

The separate announcement that has been made regarding the Placing and its terms sets out the reasons for the Placing and use of proceeds. The proceeds of the WRAP Retail Offer will be utilised in the same way as the proceeds of the Placing.

The issue of the WRAP Retail Offer Shares, the Placing Shares and the Warrants is conditional on the passing of a resolution to be put to shareholders of the Company at a General Meeting, which is expected to be held on or around 27 February 2026.

The WRAP Retail Offer and the Placing are conditional on the New Ordinary Shares being admitted to trading on AIM ("Admission"). It is anticipated that Admission will become effective and that dealings in the New Ordinary Shares will commence on AIM at 8 a.m. on Tuesday 3 March 2026.

The WRAP Retail Offer

To be eligible to participate in the WRAP Retail Offer, applicants must be:

• a retail shareholder of the Company, which may include individuals aged 18 years or over, companies and other bodies corporate, partnerships, trusts, associations and other unincorporated organisations, prior to the release of this announcement;
• resident in the United Kingdom; and
• a customer of a participating intermediary

(such persons being "Eligible Shareholders")

There is a minimum subscription of £100 per investor under the WRAP Retail Offer. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges.

Existing shareholders can contact their broker or wealth manager to participate in the WRAP Retail Offer. Retail brokers wishing to participate in the WRAP Retail Offer on behalf of existing retail shareholders, should contact wrap@winterflood.com.

The WRAP Retail Offer is expected to close at 16:30 on 11 February 2026. Eligible shareholders should note that financial intermediaries may have earlier closing times.

Expected Timetable in relation to the WRAP Retail Offer

UK Product Governance Requirements