E&P Status Update - Part 1: Premier Oil

18th March 2020

 Premier Oil [PMO LN]
Market Overview
 Current EV:
$150MM Mcap
$198MM cash at YE 2019 ($135MM unrestricted by Feb 2020)
$2,130MM debt
$2,082MM EV
 Share price down 85% YTD 2020
Asset Highlights
 Catcher operating beyond expectations; Tolmount seen as quality asset with
first gas in Q4 2020
 Solan main origin of historic debt burden. New development well planned for
mid 2020; failure would accelerate decommissioning significantly.
 Huntington being decommissioned in 2020
 NSBA and Chim Sao in Indonesia, Vietnam with strong cashflows
 Tuna (Indonesia): 50% farm-out deal with Zarubezhneft with 2 well 2020
appraisal well carry jeopardized by market dynamics
 Sea Lion farm out deal with Navitas close challenged
 Zama successful but no monetisation despite available offers and pressure
from debt holders (target valuation was $439MM, creditors indicated floor of
$300MM)
Debt Overview
 PMO financials do not offer sufficient detail for full debt position to be worked
out. Our best estimate for the most recent debt outstanding:
o £150MM 2021 retail bond
o $538MM senior loan notes
o $1,397MM bank loans (RCF, term loan; $800MM of which is super
senior)
 All debt due on 31st
May 2021 unless extended in ongoing Scheme of
Arrangement in relation to the acquisition of the BP / Tolmount acquisitions
2020 outlook
 $20/boe opex (on par with many diversified producers)
 $470MM capex (pre acquisition); scope to reduce by $100MM
o $320MM for production and development, $60MM for decommissioning of
Huntington, $90MM for E&A
o Excludes “decommissioning pre-funding” (no details mentioned)
 Hedging: Estimated value of oil hedge at $35/bbl for 2020 of $330MM; gas hedging
in place but limited volumes (in UK and Indonesia)
 Sensitivity to 2020 FCF: neutral at $35/bbl (including hedging) according to PMO
statement
o +/-$5/bbl: +/-$60MM FCF
o +/- 5p/therm: +/- $5MM FCF
Key Items / Pressures for PMO
 Andrew, Shearwater & Tolmount acquisitions unlikely to close
o Initially looked very attractive and made a lot of strategic sense
o Equity subscription unlikely to materialise
o Benefits to existing debt holders and tax synergies disappear
o Expensive $ per 2P boe price
o But, 3 separate acquisitions: There might be scope to split the transaction into
more credit accretive sequential deals
 Debt maturity in May 2021
o With acquisition not closing (no extension), no new equity and no significant
improvement of overall macro and Brent price environment, it is very unlikely
that PMO will be able to repay or (part) refinance the existing debt
o Share price reflecting this reality: pure option value
 Tax losses worthless, accelerated decommissioning
o No clarity on timing of decommissioning in formal disclosures
o Tax losses may be impacted for further time to realisation and greater risk
 ARCM: activist creditor with large short equity position.

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 Premier: BP Assets / Tolmount Acquisitions (announced 7th Jan) - Overview

Overview Key Metrics: on 7th Jan and today

 $625MM BP acquisitions: $450MM for Andrew Area, $175MM  Strong 2019 cash flows from BP assets: PMO did not expect to draw $300MM bridge facility
for Shearwater provided by CIBC, DNB, Lloyds and RBC (committed and available subject to Scheme becoming
 25% Tolmount from Dana effective and “customary” CPs)
o $191MM cash consideration + $40MM deferred if new field  High $ per 2P boe price paid, in particular for Andrew; strong cash flows in 2019 justified this but
development plan approved for Tolmount East + $15MM today this now looks expensive, in particular as 2C unlikely to be developed in current environment
under certain circumstances within the 1st year of  Carlingford Comment:
Tolmount East production
o (IF acquisition goes through) Carlingford expects that the bridge will need to be drawn to fund
o Infrastructure deal on Tolmount with Kellas extended to upfront consideration and capex spend on Tolmount since effective date. Tolmount
additional 25% stake production is crucial, in our view, for loan extension case.
o Total net capex for 25% stake is ~$60MM (including Kellas o Tolmount $ per 2P boe price is expensive for a gas asset; keep in mind that the Kellas deal
deal); Mostly spent between effective and closing dates will result in a (not publicly specified) tariff reducing PMO’s margin
and therefore needs to be added to upfront consideration.
Andrew Area Shearwater Tolmount Total
 1st Jan 2019 effective date
Seller BP BP Dana
Rationale
18,000 5,000
2019 net boepd - 23,000
 Limited near-term decom, but $600MM expenditure from 2025 (89% oil) (~50% liquids)
onwards; BP continues to provide security for DSAs for Andrew,
2P / 2P+2C MMBoe at 1st Jan 2019 21 / 34 15 / 25 21 / 23 57 / 82
Farragon, Kinnoull and (if required) Shearwater
Bid price $MM 450 175 191-246 816-871
 $500MM new equity to de-lever balance sheet; low opex;
accelerated use of $4.2bn tax losses; strong FCF to 2023 $ per 2P / 2P+2C boe 21 / 13 12 / 7 9 / 8-11 14 / 10-11
 Carlingford Comment: Pre-tax 2P / 2P+2C“NAV” as per
386 / 599 213 / 213 240 / 240 839 / 1,052
o At point of acquisition, deal looked very attractive to bridge PMO in Jan 2020
PMO through to a full refinancing in 2021/2, alongside Est. NPV10 (2)
Catcher outperformance and perceived quality of Tolmount - At effective date 281 25
(with Zama sale as an option to make up any balance). In - As at 1st Jan 2020 18 (22)
addition, no drawdown on bridge debt assumed. Est. FCF 2020-2023 for CFADS (7th
521 / 194 206 / 54
o At today’s prices, all benefits are nullified, Jan vs today) (3)
decommissioning may be accelerated and the only 1) $55MM deferred contingent consideration
advantage would be to kick the debt-can down the road to 2) Carlingford estimate assuming $65/bbl / 40p/therm in 2019 and $35/bbl / 25p/therm from 2020 onwards; 2%
2023 and beyond. inflation; no Andrew development capex assumed, only 2P; all numbers based on PMO presentation
3) Estimated free cashflow that can be used to serve PMO’s existing debt; estimate using 7 th Jan price deck vs
estimate using current price deck outlined in (2)

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 Premier: BP Assets / Tolmount Acquisitions (announced 7th Jan) - Financing
$500MM “Standby Underwriting Agreement” with Jefferies, RBC
 $500MM “standby underwriting agreement” to fully underwrite the equity raise by
Jefferies and RBC
 Once prospectus and circular are published, this is replaced by a “definitive
underwriting agreement”
 The standby underwriting agreement provides a price for the new shares, agreed
by PMO, RBC and Jefferies shortly before the definitive underwriting agreement
is executed. Price will be included in circular and prospectus.
 In addition: customary reps & warranties, conditions, termination rights within
standby agreement and equity raise is subject to customary conditions
 Carlingford Comment: 3 major hurdles to get equity raise over the line:
o It seems feasible to assume that the standby underwriting agreement will
include conditions and protections for RBC and Jefferies to adjust to recent
market developments.
o Even without this, it seems very unlikely PMO, RBC and Jefferies can agree
a price “shortly before the definitive underwriting agreement is executed”
(current market cap ~$150MM).
o Even if a price was agreed, approval from (majority of) existing shareholders
is required. Main consideration of existing shareholders will be to weigh
dilution from $500MM raise against the next best likely BATNA being a 90-
95% dilution through debt-to-equity swaps during a comprehensive
restructuring in May 2021.
Strictly Private & Confidential
Page 4
Proposed Extension of Credit Facilities
 Extend maturities of all facilities to 30th Nov 2023 and relax covenant restrictions
with a view to fully refinance all facilities in 2022
 Lenders to get 1.6% margin increase (harmonised 8.85% based on LIBOR rates
at the day to apply for all cash credit facilities), 0.25% amendment fees and
0.75% repayment fee
 2 court-approved schemes required for each class attending: Super Senior
Commitments and Senior Commitments
o Threshold: majority in number and 75% in value by total drawn and undrawn
commitments
o As at 16th Jan: 86.03% of Super Senior and 75.15% of Senior Commitments
“have committed” to vote in favour
o As at 12th Feb, PMO announces that resolutions at each Scheme meeting
were approved by the required majorities in each class
o The Schemes therefore remain only subject to approval by the Scottish
Court of Session with sanction hearing scheduled for 17 th Mar 2020
 For reference, PMO’s debt is a mix of RCF, an USD term loan, a GBP term loan,
USPP notes and retail bonds
 Carlingford Comment:
o Assuming no / limited accelerated decommissioning expenditure before
2023 from the acquisition assets, the acquisition would be credit enhancing
to the lenders as it would be funded by new equity and the cash breakeven
of the assets are low.
o If the acquisition will not be approved however (likely scenario), all facilities
are due on 31st May 2021, making refinancing very unlikely
 Premier: Other Dynamics
Other Dynamics
 Tolmount development
o Highly regarded asset with low net capex to PMO
o Infrastructure deal with Kellas / Humber Gathering Systems
Ltd however will result in a tariff, about which there is
absolutely no visibility provided by PMO
o The only indication is via Humber Gathering financials where
at YE 2018 they state to have a £155MM secured loan for
L+2.1% (step down to 1.95%) with Lloyds
 Risk of accelerated decommissioning and limited transparency
o $1.3bn decommissioning provisions at YE 2019 with very few
details
o $60MM for Huntington in 2020; “Decommissioning phased
over 5+ years” as per PMO management, but Decom
Programme submitted to OPRED shows Closeout Reports by
Q4 2020
o Solan: additional well to be drilled in mid-2020 (spud Mar, 1st
oil in Q3) to increase 3,500boepd 2019 production and
“extend field life”; Baker Hughes payment with milestones
payment structure (no details available)
o Additional $600MM from BP acquisition assets
 Near-term liquidity
o From PMO statement last week: “Assuming a $100m
reduction in planned 2020 capex and $35/bbl oil price for the
remainder of the year, the Group would expect to be broadly
cash flow neutral in 2020. This does not take into account
positive cash flows from the proposed UK acquisitions or
potential disposal proceeds.”
o In the as-is scenario, there is no way to repay the loans in
May 2021
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Page 5
Activist Debt Holders
 ARCM: ARCM (on their webpage) claims to hold >15% of PMO’s debt instruments ($425MM
of total due in May 2021 debt). They claim to have blocking positions in two of them which
seems in contraction with PMO’s 12th Feb announcement.
 Fortress, Varde own ~40% (according to media reports in Dec 2019) and hired Lazard and
Akin Gump; Citi, Deutsche Bank also owned debt in 2019
 Lenders wanted PMO to raise $500MM new capital; ARCM opposed extension of debt beyond
2021
 Exact debt positions cannot be verified and PR war is ongoing
 Given past media reports it is fair to assume that most (RCF) debt is held by event driven
investors that came in for a discount to par
ARCM Short
 ARCM short: built 140MM (17%) short position reported to FCA on 6 th Dec 2019; largest ever
short in the UK to hedge against debt holding
 94.44p/share when disclosed (£132MM worth); low of 10p/share hit at 9 th Mar market open
 Public case set out on their website is far too simplistic
 Balance of risk on their debt position might outweigh even a 70p gain and would protect only a
portion of potential losses where the debt is also impaired
 No disclosure required on any CDS position, should they have one, that might also become
effective in the event of an actual default event trigger
 Carlingford Comment:
o In absence of some fundamental macro environment change and the acquisitions not
going through, the most likely scenario for PMO is to pursue a comprehensive
restructuring of its debt by May 2021
o As seen in 2015/16 in the E&P sector, a likely scenario is that the non super senior
portion of the debt is converted into 90-95% of total equity, with rest staying on as senior
debt to be repaid mainly from Catcher and Tolmount and the tenor geared towards
avoiding decommissioning costs
 E&P Peer Overview Market cap as at 17th Mar, 1pm London time

$MM, unless market Premier EnQuest Ithaca Siccar Point Tullow Cairn Kosmos
otherwise

kboepd 2019 / 54 / 70-75 69 / 61-68 75 / 70-75 10 / ~12.5 87 / 70-80 23 / 19-23 66 / 63-70

2020 (BP Acquisitions ~23)

2P MMBoe 175 (251 post 245 (YE 2018) 230 190 243 142 ~540
acquisitions)

Key Post-FID: Tolmount none Post-FID: Vorlich Pre-FID: Cambo, Pre-FID: Kenya, Post-FID: Sangomar Post-FID: Tortue,
Development Rosebank Uganda (Senegal) Yakaar, Birallah
assets (Senegal, Mauritania)

Opex $/boe 20 22 17 ~19 in 2019 (no <12 (11.1 in 2019) <20 (17.4 in 2019) 15.5-16.5
2020 guidance for 2020)

Market Cap 150 170 150 485 270

Cash 198 ~230 ~50 276 289 147 225

(135 unrestricted at
end of Feb)

Debt 2,130 ~1,628 ~1,550 722 3,095 0 ($371MM available, 2,050

undrawn)

EV 2,082 1,568 2,956 337 2,095

Share price -85% -62% -87% -67% -82%

YTD

2020 CF FCF of 0 at $35/bbl $250MM pre debt $900MM EBITDAX Est. $60MM at $50-78MM (75kbopd $200MM pre debt 150-200 (at $60/bbl);
indications and $100MM capex CF, assuming target (pre oil price $65/bbl at $50/bbl) CF, assuming FCF neutral at
reduction $950MM revenue dip, but strong BE 2020 FCF at $306MM revenue $35/bbl
(65kboepd, $40/boe); hedging in place) $45/bbl hedged (65kboepd, $40/boe);
$525MM Opex; $525MM Opex;
$230MM Capex; $230MM Capex
$50MM hedge

2020 Capex 470 (370 with 230 250 n/a 450 615 575-625, but over
o/w production savings) 230 Mostly prod+dvp + 20 220 +100 decom 65 $100MM
o/w 320 (prod+dvp), 60 decom 55 400 discretionary mainly
development (decom) 75 150 in GoM and
o/w exploration 90 exploration; Tortue
carry extension with
BP ongoing

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Page 6
 E&P Peer Overview
$MM, unless Premier EnQuest Ithaca Siccar Point Tullow Cairn Kosmos
market otherwise

Debt £150MM 2021 Retail £178MM 2022 Sr Unsec $1.65bn RBL (approx. $521MM RBL (Add. $300MM 2021 Convert $575MM with $317MM $1,400MM Reserve
breakdown bond $746MM 2022 Sr Unsec $1.050bn drawn) $182MM available at $650MM 2022 Senior available; NIL drawn Based Revolver
$538MM Senior notes $500MM bond Jan 1 2020) notes Expected to increase $650MM 2026 Sr
$162MM Oz
$1,397MM Bank Loans Management (Jun 2019) $200MM Bond $1,345MM 2024 RBL to $1bn in Q2, Unsec
including Senegal
$49MM 2023 Castleton, $800MM 2025 Senior
SVT w/c facility (Jun notes
2019)
$440MM 2021 Senior
(incl. $15MM PIK)

Excludes BP deferred
consideration for
Magnus

Hedging Oil: 40% of H1 at $64 2.9MMBbl in Q1 at Oil: 80% of 2020 at 3.9mmbbl in 2020 at 60% hedged in 2020 at H1 2020: 5,478bopd 16mmbbl hedged in
and 14% of H2 2020 $65/bbl $64/bbl $67.31/bbl $57/bbl floor; 40% in collars $64-79/bbl; 2020 and 2021
63/bbl: At $35/bbl, 1.1MMBbl for 2020 at Gas: 70% of 2020 and 1.7mmbbl in 2021 at 2021 at $53/bbl 2,547bopd swaps at ($145MM value as per
value ~$330MM $52/bbl (mostly for Oz >51% of 2021 gas at $62.89/bbl $62/bbl Kosmos statement
Mgmt facility) 51p/therm H2 2020: 4,824bopd from Mar 17)
At $35/bbl, value of
Gas: 37% at 54p/therm ~$510MM collars $60-70/bbl;
At $35/bbl, value of 2,304bopd swaps at
in 2020, 16% at 42 in At $35/bbl for remaining At $35/bbl and $173MM
2021, 9% at 42 in $62/bbl
of 2020, only ~$50MM 25p/therm, ~$500-
2022; 48% of 2020 protection 600MM value At $35/bbl, value of
Indonesian gas $74MM
production at $9/mcf

Key Acquisitions unlikely to Very low hedging levels Higher gas share and ~85% of 2020 East Africa farm- High capex for High development
Dynamics close for remaining months of less exposure to oil production hedged out/sale Sangomar capex with
Maturity in 2021 with 2020 price (35%) Cambo FID (<$30/bbl Asset sale Debt extension not environment making
very limited scope to Decommissioning of Very strong hedging to breakeven) at risk failed/stalled finalised and uncertain farm-out on Tortue
refinance Alma/Galia mid 2020 support front-ended now difficult
Mariner, Schiehallion Debt burden
Event driven debt Senior debt repayment production and FCF ramp-up remains focus unsustainable
holders ahead of schedule; Sr from Chevron assets
($900MM EBITDAX Monetisation efforts
Accelerated COP Unsecured debt underway since 2019
however unsustainable; target in Feb pre oil
Farm-out HoTs likely dip) but recent environment
2022 maturity can be likely with adverse
not to go ahead extended to Oct 2023 by Owner Delek is in deep impact
Only limited H2 2020 ENQ if Senior not fully trouble due to Holdco
hedging repaid or refinanced by and Opco leverage Bond price collapse an
Oct 2020 levels and structure indication on lower CoS
for full sale (make-
whole)

Strictly Private & Confidential

Page 7
List of Publicly Traded Debt

Price at 1st Price at 17th Mid YTM at

Issuer Maturity Coupon Type Notional o/s
Jan 2020 Mar 2020 17th Mar 2020
Apr 2022, extendable 7%, PIK feature
EnQuest Sr Unsecured £172MM 89 30 77%
to Oct 2023 and Brent trigger
Apr 2022, extendable 7%, PIK feature
EnQuest Sr Unsecured $746MM 88 37 66%
to Oct 2023 and Brent trigger

Ithaca Jul 2024 9.375% Sr Unsecured $500MM 105 77 17%

Siccar Jan 2023 9.0% Sr Unsecured $200MM 107 75 22%

Neptune May 2025 6.625% Sr Unsecured $850MM 100 62 18%

Noreco Jun 2026 9.0% Sr Unsecured $175MM 101 83 14%

Tullow Apr 2022 6.25% Sr Unsecured $650MM 91 35 71%

Tullow Mar 2025 7.0% Sr Unsecured $800MM 85 32 39%

Kosmos Apr 2026 7.125% Sr Unsecured $650MM 102 59 19%

Seplat Apr 2023 9.25% Sr Subordinated $350MM 106 84 16%

Data from Bloomberg as at 17 Mar, 1pm London time

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Page 8
 -
20
40
60
80
100
120
140
31/12/2019

Page 9
02/01/2020

04/01/2020

06/01/2020

Premier Oil
08/01/2020

10/01/2020

12/01/2020

Strictly Private & Confidential

14/01/2020

Enquest
16/01/2020

18/01/2020

20/01/2020

Tullow
22/01/2020

24/01/2020

26/01/2020

Cairn
28/01/2020

30/01/2020

01/02/2020
Share Price development since YE 2019

Kosmos
03/02/2020

05/02/2020

07/02/2020

09/02/2020

11/02/2020

13/02/2020
(100 = Dec 31 2010)

15/02/2020

17/02/2020

19/02/2020

21/02/2020

23/02/2020

25/02/2020

27/02/2020

29/02/2020

02/03/2020

04/03/2020

06/03/2020

08/03/2020

10/03/2020

12/03/2020

14/03/2020

16/03/2020

18/03/2020
 20
30
40
50
60
70
90

80
100
110

Page 10
31/12/2019
02/01/2020
04/01/2020
06/01/2020
08/01/2020
10/01/2020

Ithaca 2024

Kosmos 2026
Neptune 2025
12/01/2020

Strictly Private & Confidential

14/01/2020
16/01/2020
18/01/2020
20/01/2020
22/01/2020
24/01/2020

Siccar 2023

Seplat 2023
26/01/2020

Noreco 2026
28/01/2020
30/01/2020
Bond Price development since YE 2019

01/02/2020
03/02/2020
05/02/2020
07/02/2020
09/02/2020
Tullow 2022

11/02/2020
13/02/2020
Enquest 2022 GBP

15/02/2020
17/02/2020
19/02/2020
21/02/2020
23/02/2020
25/02/2020
Tullow 2025

27/02/2020
Enquest 2022 USD

29/02/2020
02/03/2020
04/03/2020
06/03/2020
08/03/2020
10/03/2020
12/03/2020
14/03/2020
16/03/2020
18/03/2020
Mid Yield to Maturity development since YE 2019

Sub 25%: Mid Yield to Maturity since YE 2019 (%) >25%: Mid Yield to Maturity since YE 2019 (%)

23 90
Ithaca 2024 Siccar 2023 Enquest 2022 GBP Enquest 2022 USD
Neptune 2025 Noreco 2026
Kosmos 2026 Seplat 2023 Tullow 2022 Tullow 2025
21 80

19 70

17 60

15 50

13 40

11 30

9 20

7 10

5 -

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 Carlingford Team

Group Email: Carlingford@GFIgroup.co.uk | Desk Number: Tel: +44 (0)20 7422 1277

Jack Kellett, B.Sc. (jack.kellett@GFIgroup.co.uk)

• Jack is Managing Director at Carlingford and has over 19 years of commodity derivative trading and origination experience. He was previously
Managing Director and headed up European Marketing for commodities at Nomura, Mitsui, Standard Bank and before that at Bank of America
(attaining several Risk Awards including “Crude Oil House of the Year 2003). Jack has either transacted or overseen almost every type of
commodity and derivative transaction in that time from milk to rubber, metals to carbon but primarily been dedicated to the energy markets.

Hugh Mulcahy, MBA (hugh.mulcahy@GFIgroup.co.uk)

• Hugh is an Executive Director at Carlingford with over 15 years of experience in commodity finance and related hedging activities. Hugh was most
recently head of Client origination for commodities at Mitsubishi Securities and prior to that was a Director at Macquarie Bank and at Bank of
America. He has engaged in commodities banking all around the world, having been based in New York, Houston, Tokyo and London. He is a
graduate of Trinity College Dublin and has an MBA from INSEAD.

Lucius Taschler, M.Sc., M.A., CEMS MIM (lucius.taschler@GFIgroup.co.uk)

• Lucius was formerly with Nomura International in its commodity origination practice. His background also includes working for Shell’s LNG
Strategy & Pricing Team. He holds a degree in Political Science from the University of Zurich and a degree in Business Administration from the
University of St.Gallen as well a CEMS MIM in International Management from the University of St.Gallen and the Graduate School of
Management, St.Petersburg.

Graham McCarthy-Fellows, M.Eng. (graham.mccarthy-fellows@GFIgroup.co.uk)

• Graham joins from Nomura International, where he worked in the commodities division and fund derivatives structuring group. Graham holds a
degree in Mechanical and Nuclear Engineering from Imperial College London.

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Page 12
 Select & Recent Carlingford Transactions
C. US$ 3 billion raised in the last 5 years solely by Carlingford

$534 Million Debt $100 Million $255 Million Equity $25 Million Equity- $385 Million Debt $75 Million
Facility Development Debt Investment Linked Loan Facility Development Debt
Debt financing for full Direct equity investment for
Agreement Debt financing for further
Debt refinancing and
onshore asset development development of onshore gas onshore gas development Debt financing with warrants Debt facility combining development of existing
facility. assets. and acquisition financing. for the development of the previous working capital and producing asset.
Gum Deniz oil & Bahar gas .development facilities.
Nigeria China West Africa Romania
fields. West Africa
Azerbaijan STRATUM

$755 Million Equity + $275 Million
Debt Financing Convertible Bond
Structured equity, mezzanine 6.25% coupon, 27.5%
and senior RBL for a UKNS premium convertible bond for
development project. development capital. First
debt ever raised in Kurdistan
UK North Sea Region.
Kurdistan, Northern Iraq
(UNDISCLOSED, LIVE)
$50 + $50 Million
Equity Investment
Equity raise from new
institutional investor in
conjunction with rights issue.
West Africa
$50 Million Crude Oil
Sales Prepayment
Structuring and execution of
prepayment finance facility
and Urals crude oil hedge for
capex facility.
Ukraine / Russia
Development Debt M&A Advisory
Advisory
Advisory and valuation of
Development debt for acquisition opportunities.
producing gas asset.
UK North Sea
Tanzania

$30 Million Crude Oil
Sales Prepayment
3 year prepayment of
production for the Causeway
field in the UK.
UK North Sea
$53 Million Corporate Risk Management & Financial Advisory Acquisition Debt $52 Million Debt
Divestment Financial Advisory Advisory Financing
Acquisition and debt
Sale of Antrim’s UK Working capital and strategic financing of Erksine field Analysis, structuring and Debt and physical off-take
Subsidiary, (including risk management facility for ($4/bbl (2P). Lowest arrangement of debt financing on producing
Causeway) to First Oil Expro. existing and future acquisition price in over 10 acquisition financing. assets.
$40/bbl (2P) and $59/bbl production. years.
Central Eastern Europe West Africa
(1P).
Oman
UK North Sea UK North Sea

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Page 13
 Disclaimer
This document and any attachments (the “Note”) contain certain information relating to our client (the “Company”) and is being furnished to a select, limited number of recipients (each, a
“Recipient”) for their sole use in considering whether to proceed with a further analysis of a possible transaction involving the Company or any related entity (the “Possible Transaction”), in
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sole purpose of providing information to assist the Recipient in deciding whether they wish to proceed with a further analysis of the Possible Transaction. This Note is exempt from the general
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instruments and is not intended to form the basis of any investment activity or decision. This Note does not purport to be all-inclusive or to contain all the information that a Recipient may require
in deciding whether or not to proceed with the Possible Transaction. All information and opinions contained in this Note, which does not purport to be comprehensive, have been provided to
Carlingford by the Company and have not been independently verified by Carlingford. The investments referred to in this Note may not be suitable for all Recipients. Recipients of this Note should
make their own investment decisions based upon their own financial objectives and financial resources and, if in any doubt, should seek advice from a professional advisor. The information set
out in this Note should not be relied upon in relation to any contract or commitment. The provision of this Note shall not be taken as any form of commitment on the part of the Company or its
shareholders to proceed with any negotiations or any transaction.
Recipients of this Note should be aware of the risks detailed (which should not be taken to constitute a comprehensive account of all risks that may be involved). Any pro forma and estimated
financial information contained in this Note was prepared expressly for the use herein and is based on certain assumptions made by the Company’s management and its analysis of information
available at the time that this Note was prepared. It should be understood that subsequent developments may affect such information and that the Company and Carlingford have no obligation to
update or revise this Note. No representation, warranty or other assurance, express or implied, is give or made as to (i) the achievement or reasonableness of any future projections, management
estimates, prospects or returns contained in the Note, or (ii) the accuracy, completeness, reliability or reasonableness of any information or opinions contained in the Note, or in such other written
or oral information, if any. Past performance is not necessarily a guide to future performance and an investor may not get back the amount originally invested. Where investment is made in
currencies other than the investor’s base currency, the value of those investments, and any income from them, will be affected by movements in exchange rates. This effect could be unfavourable
as well as favourable. Levels and bases for taxation may change. Some of the investments mentioned in this Note may not be readily liquid investments.
BGC or its affiliates and its or their officers or staff may, as principal or as agent, make purchases, sales and offers to purchase or sell in the open market or otherwise and may have positions in
or options on any financial instruments mentioned, and may have interests different or adverse to your interests.
To the extent permitted by applicable law, no liability whatsoever is accepted for any loss, damages, costs or prejudices whatsoever arising from the use of this Note or its contents. In any event,
no liability whatsoever is accepted under any circumstances for any loss of profit, business, revenue or opportunity (direct or indirect) or any special, indirect or consequential losses arising under
or in connection with the Note or in relation to any services provided hereunder or Possible Transactions executed and whether arising out of negligence, breach of contract, misrepresentation,
breach of applicable regulations or law or otherwise. Laws and regulations of other countries may also restrict the distribution of this Note and the Recipient should inform themselves about and
observe all applicable legal requirements in their jurisdictions.
This Note and its contents are sent to Recipients on private and confidential basis for their use only. This Note may not be reproduced for further publication or distribution without Carlingford’s
prior written permission.
GFI Brokers Limited, whose registered office is at One Snowden Street, London EC2A 2DQ, U.K., is authorised and regulated by the FCA.

Strictly Private & Confidential

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