PetroNor E&P ASA

Investor Presentation • Aug 31, 2020

H1 2020 Presentation 31 August 2020

This Presentation has been prepared by PetroNor E&P Limited (Company).

Summary information

This Presentation contains summary information about the Company and its subsidiaries (Company Group) and their activities. The information in this Presentation does not purport to be complete or comprehensive, and does not purport to summarise all information that an investor should consider when making an investment decision. It should be read in conjunction with the Company's other periodic and continuous disclosure announcements lodged with Oslo Axess, which are available at www.oslobors.no

Not financial product advice

This Presentation is for information purposes only and is not a prospectus, product disclosure statement or other offer document under Australian law or the law of any other jurisdiction. This Presentation is not financial advice, a recommendation to acquire Company shares or accounting, legal or tax advice. It has been prepared without taking into account the objectives, financial or tax situation or needs of individuals. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own objectives, financial and tax situation and needs and seek such legal, financial and/or taxation advice as they deem necessary or appropriate to their jurisdiction. The Company is not licensed to provide financial product advice in respect of Company shares.

Future performance

This Presentation contains certain forward looking statements. The words anticipated, expected, projections, forecast, estimates, could, may, target, consider and will and other similar expressions are intended to identify forward looking statements. Forward looking statements, opinions and estimates provided in this Presentation are based on assumptions and contingencies which are subject to change without notice, as are statements about market and industry trends, which are based on interpretations of current market conditions. Forward looking statements including projections, indications or guidance on future earnings or financial position and estimates are provided as ^a general guide only and should not be relied on as an indication or guarantee of future performance. There can be no assurance that actual outcomes will not differ materially from these statements. This difference may be due to various factors, including, among others: general business, economic, competitive, political and social uncertainties; the actual results of current exploration activities; actual results of reclamation activities; the outcome of negotiations, conclusions of economic evaluations and studies; changes in project parameters and returns as plans continue to be refined; future price of oil and gas; drilling risks; political instability; insurrection or war; arbitrary changes in law; delays in obtaining governmental approvals or financing or in the completion of development activities. The forward looking statements in this Presentation speak only as of the date of this Presentation. To the full extent permitted by law, the Company and its directors, officers, employees, advisers, agents and intermediaries disclaim any obligation or undertaking to release any updates or revisions to the information to reflect any change in expectations or assumptions. Nothing in this Presentation will under any circumstances create an implication that there has been no change in the affairs of Company Group since the date of this Presentation.

Investment risk

An investment in the Company shares is subject to investment and other known and unknown risks, some of which are beyond the control of the Company Group. The Company does not guarantee the performance of the Company or any particular rate of return on the performance on the Company Group, nor does it guarantee the repayment of capital from the Company or any particular tax treatment. Due to the widespread Covid-19 virus, the situation is highly volatile implying significant risk on forward looking statements.

Not an offer

This Presentation is not and should not be considered an offer or an invitation to acquire Company shares or any other financial products and does not and will not form any part of any contract for the acquisition of the Company shares. This Presentation does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States. Company shares have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws.

Competent person statements

The information in this Presentation relating to hydrocarbon resource estimates for Gambia and Senegal includes information compiled by Dr Adam Law, Geoscience Director of ERC Equipoise Ltd. Dr Law, is a post-graduate in Geology, a Fellow of the Geological Society and a member of the Society of Petroleum Evaluation Engineers. He has 18 years relevant experience in the evaluation of oil and gas fields and exploration acreage, preparation of development plans and assessment of reserves and resources. Dr Law has consented to the inclusion in this Presentation of the matters based on the information in the form and context in which it appears. The information in this Presentation relating to hydrocarbon resource estimates for Congo-Brazzaville includes information compiled by AGR Petroleum Services AS ("AGR"). AGR has consented to the inclusion in this Presentation of the matters based on the information in the form and context in which it appears.

Disclaimer

The Company's advisers have not authorised, permitted or caused the issue, lodgement, submission, despatch or provision of this Presentation and do not make or purport to make any statement in this Presentation and there is no statement in this Presentation which is based on any statement by the advisers. To the maximum extent permitted by law, the Company, its representatives, advisers and their respective officers, directors, employees, agents or controlling persons (collectively, the Representatives) expressly disclaim all liabilities in respect of, and make no representation or warranty, express or implied, as to the accuracy or completeness of the information contained in this Presentation or in any other documents furnished by the foregoing persons.

Statements made in this Presentation are made only at the date of this Presentation. The information in this Presentation remains subject to change without notice.

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Company Overview

PetroNor is a full-cycle Africa-focused independent

• Current production of ~2,650 bopd (H1 2020) targeting a ten-fold increase by YE-2023

• Strong ambitions of further regional growth with focus on Sub-Saharan Africa

• Experienced management team with proven track record of industry leading value creation

Well positioned for further growth

• Listed on Oslo Axess with market cap. of NOK ~1bn / USD ~100m4

• Robust financial position with limited debt

• Supportive strategic shareholder in Petromal (38%), part of National Holding (Abu Dhabi)

Portfolio Overview

Key Metrics

PetroNor History and Key Milestones

q Grow PetroNor into a leading E&P independent through M&A – target 30,000 boepd net production by 2023

Experienced Board and Management Team

Management

Knut Søvold: CEO

30 years' E&P experience (executive and technical) and focused on FSU, Africa and ME since 2000, including Nigeria and Angola.

Operational management experience on Snorre Field

Mgt buy-out of PGS Reservoir in 2005 and merger into AGR in 2006. Co-Founder of Hemla in 2009 and Pangea LNG in 2012

MSc in Petroleum from The Institute of Technology in Trondheim

Claus Frimann-Dahl: Chief Technical Officer

30 years' E&P experience (technical & management) Operator experience incl. Phillips Petroleum, Norsk Hydro & Hess Co-founder of Ener Petroleum, subsequently acquired by Dana/KNOC BSc in Petroleum Engineering from Texas A&M University and an MSc from The Institute of Technology in Trondheim

Michael Barrett: Exploration Director

30+ years global exploration experience incl. Chevron and Addax Specialised in Play and Prospect risk assessment, volumetric analysis, commercial evaluation and portfolio management

Background in quantitative geophysics, stratigraphic interpretation workflows and 3D visualisation

Founder of several companies in Norway and internationally within oil & gas and other ventures

Instrumental in establishing Pangea LNG

Strong network in the international E&P industry with extensive experience in deal sourcing

Chris Butler: Group Financial Controller

15 years of financial and corporate experience from roles in public practice, oil & gas and mining spread over Africa, Asia and Europe.

Has been responsible for all financial reporting obligations for the listed Company and E&P licences held by the group since 2010

Qualified Chartered Accountant & BSc in Physics from Uni. of Warwick

Emad Sultan: Strategic director

20 years E&P International experience

Held multiple operation and marketing management with major international Oil Field Services companies

Held multiple technical, contracting and strategy management with major oil and gas operator

BSc Mechanical Engineering from University of Washington

Board

Eyas Alhomouz: Chairman

20+ years international E&P experience (full-cycle), including several years with Schlumberger

Currently the CEO of Petromal - part of National Holding Group

Master in Energy and Mineral Economics from Colorado School of Mines and a BSc in Chemical Engineering

Joseph Iskander: Non-Executive Director 20 years of experience in the

financial services industry, covering asset management, private equity, portfolio management, financial restructuring, research, banking, and audit

Currently Director of Private Equity at EIIC – part of the National Holding Group

Jens Pace: Non-Executive Director

30 years at BP, and heritage company Amoco, gaining E&P leadership experience in Africa, Europe and Russia. Managed an active exploration portfolio for BP in North Africa. Additional experience in the areas of field development and as commercial manager

Former Deputy Minister of Energy in Norway, Minister of social Security and Emergency, 30 years diverse experience

Other Non-Executive Board Members: Roger Steinepreis & Alexander Neuling (Australian domiciled board members)

Strong Technical Capabilities, Wide Geographic Reach and On-Ground Presence

In-country presence

On-ground presence: A team of ~10 people active in West Africa, based in Congo, Nigeria, The Gambia and Senegal

Case study: Significant Operational Improvements in PNGF Sud

Entered license with 10.5% nonoperated interest in 2017 with new partnership following Total's exit in 2016

Operational improvement program to increase production and reduce costs initiated in cooperation with Perenco (PNGF Sud operator)

Strong results seen to date with significant increase in production and reserves combined with material reduction in costs

High-in-place oil volumes create significant potential for further production and reserve growth for several years to come

Aiming to become a leading E&P independent

• Targeting +10x reserves and production growth in three years

• Utilise competitive edge to access exclusive opportunities:

  • Extensive Sub-Saharan network and government relations
  • Strategic shareholder provides capital and opens doors
  • Public listing at Oslo Stock Exchange attracts partners

High business development activity in 2020

• More than 20 transactions screened in 2020

  • Technical and in-depth work on +10 assets
  • Extensive negotiations on numerous potential transactions, several of which currently ongoing

• Access to capital and largely unencumbered balance sheet a strong competitive edge in the current market environment

• Numerous financially stranded assets have been considered

• Working with larger Tier 1 strategic and financial consortium partners on potential transformative acquisitions

3-year growth target

Geographical focus

Core: Offshore Sub-Saharan Africa

Opportunistically:

Assess other African plays

Strong ESG Commitment

Environment / HSE1 Social Governance

• Plan to eliminate existing gas flaring on Aje

• Aje gas development displacing gasoline used for power generation in Lagos

• Continuously strive to minimize any adverse environmental impact

• Undertake and report Environmental Social Impact Assessments (ESIA) prior to all major activities

• No LTI2 on PNGS Sud since the acquisition in January 2017

• 5% of net profits in Congo-B are invested in local community education initiatives

• The Power to Educate initiative is focused on improving conditions for families in areas with no access to electricity

• Other projects include human capacity development and access to quality health care

• Our commitment to operating responsibly is evidenced by a long history of social projects undertaken by PetroNor management

• Embrace the UN Sustainable Development Goals

• Responsible behavior to our stakeholders

• Partnering with local players reduces country / political risk

• Careful selection of local leadership and strong representation on subsidiary boards

• Actively working to improve diversity of Board of Directors

• Intention to move to main list and clear commitment to follow governance guidelines

PetroNor Flare Gas Reduction Initiative

Partnership with Aragon on Gas Technology

Prequalified together with Aragon for the ongoing flare-gas tender in Nigeria

Key Highlights

• Maintained positive EBITDA in Q2 2020, despite challenging market conditions

• No reduction or stoppage in oil production at PNGF Sud, despite Covid-19 challenges

• Strong focus on cost efficiency

• Successfully refinanced the USD 12.9m short-term debt facility with Rasmala with a new USD 15m facility due October 2022

• Actively pursued multiple business development opportunities

Reduced G&A expenses by 25% compared to 2019

• Salary expenses were reduced with immediate effect in mid-March

• Streamlined organization while maintaining core technical competence and African experience

• Renegotiated terms with legal & professional firms

• G&A expenses are expected at USD 4m in 2021 and onwards

Key financials H1 2020

Total revenue USD 30.3m (H1 2019: USD 48.1m)

EBITDA

USD 13.6m (H1 2019: USD 30.4m)

Net profit/ (loss) USD 2.9m (H1 2019: USD 11.3m) Cash and bank balances USD 11.1m (Dec 2019: USD 27.9m)

Operating cash flow2 USD 12.9m

Average selling price USD 37/bbl

Positive working capital USD 21.0m (Dec 2019: USD 8.4m)

Interest bearing debt USD 15.0m (Dec 2019: USD 12.9m)

G&A expenses H1 20 vs. H1 19

1 – The company has changed to quarterly reporting as part of the revised investor policy after the reverse take-over by PetroNor late 2019

² – Operating cash flow before working capital changes

Robust Financial Position Enables Further Growth

Financial platform and key principles for growth

Robust capital structure	> Healthy balance sheet > PetroNor aims to maintain a low financial leverage and conservative capital structure
Substantial cash flow to be invested in further growth	> Cash flow from producing fields forms back-bone of the company > Estimated operating cash flow of USD +40m next 2 years1 to be recycled into further organic growth and M&A
Listed in Oslo with strong and supportive shareholders	> Supportive strategic shareholder in Petromal (38%), part of National Holding (Abu Dhabi), providing access to further growth capital if the right accretive opportunities are identified
M&A growth pursued with Tier 1 strategic and financial partners	> In discussions with several RBL banks and debt providers regarding the Aje field development > Active discussions with numerous Tier 1 parties, including off-take counterparties, strategic co-investors and financial sponsors

Positions PetroNor with the financial capacity and flexibility to:

• Execute its organic growth strategy

• Execute transformational accretive M&A deals

• Whilst maintaining a conservative risk profile

Asset Overview

Balanced Portfolio Across the E&P Value Chain

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Production base – Congo-Brazzaville – PNGF Sud/Bis

• Average 2020 production 2,390 bopd – a 4% increase above 2019 average

• Low cost and high margin production with significant organic growth potential

• Operated by Perenco, a world-class operator of mature assets in emerging markets

Redevelopment – Nigeria – Aje Field (OML 113)

2

• Entered the Aje field late 2019

• Producing asset with significant upside potential, acquired at a low entry cost

• Preparing a revised development plan to increase field production to 25kboepd

Portfolio Overview

Reserves and Resources (mmboe, net)1, 2, 3

1) Congo: PNGF Bis constitutes 4.3 mmbbls of 2C resources in Congo. PetroNor has the right to enter into the PNGF Sud license with net working interest of 14.7% with Perenco as operator. Nigeria: Estimates according to independent competent person's report prepared by AGR, volumes as of 1 Jan 2019 adjusted to 1 Jan 2020 by subtracting 2019 production and excluding gas on PNGF Sud;

2) Nigeria: Resources are subject to completion of the Aje transaction (initial net working economic interest of 13.08%, expected to reach 24% within three years based on project payout phases).

3) Exploration: Based on ERC Equipoise, net unrisked mean prospective resources, assets in dispute

Production Base – PNGF Sud1

High Margin Producer With Growth Potential

• Mature oil asset which came on stream in 1987 and holds a significant remaining potential

• Located in shallow waters (80-100m) with significant infrastructure in place

  • Seven steel jackets as drilling or processing centers
  • 56 producing wells across five fields

• New partnership established in Jan. 2017 operated by Perenco2, a world leading operator of mature assets in emerging markets

• Asset revamped with new partnership with further potential to increase production through workovers and infill drilling

  • Substantial scope for increased oil recovery
  • Strong IRR from incremental low-effort measures

• 2) A private held French oil & gas company with current production of 465.000 boepd
• 3) PNGF Sud indirect interest of 10.5% to PetroNor through Hemla E&P Congo's 20% interest
• 4) Independent competent person's report prepared by AGR (oct 2019) as of 1 Jan 2019, volumes above adjusted to 1 Jan 2020 by subtracting 2019 production

1 2 3

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PNGF Sud: Upcoming Drilling Program to Fuel Production Growth

Litanzi Infill Drilling Program Approved Drilling Targets

• Infill drilling targeting proven undeveloped reserves in un-swept fault terraces

  • Currently one producing well and one water injector
  • Targeting to increase production from ~1,000 bopd to ~3,000 bopd (gross)
  • Increases field recovery factor from 13% to 27%, adding 9.3 mmbbl (gross)

• Drilling of 4 new wells (2 producers + 2 injectors)

• Includes re-purposing of jack-up rig as a low-cost wellhead platform

• Capex: USD 107m (gross) corresponding to USD 11.5/bbl, of which USD 49m spent in 2019

Tchendo Infill Drilling Program

• 19 producing wells and one water injector currently

• 2019: New workover unit installed allows fast & cheap workovers

• 2020: New wellhead platform w/ 12 new slots & drilling rig to be installed

  • Creating new area hub annual opex savings of USD 2.2m

• 2021: Initial 6 infill wells production from ~4,500 to 6,500 bopd (gross)

  • Significant further resource potential, particularly for Senonian reservoir due to low current recovery factor (5%)

• Capex: USD 84m (gross) corresponding to USD 8/bbl

  • Platform & installation: USD 55m (2020)
  • Drilling: USD 28m (2021)

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Development Plan Schedule

Attractive Economics From Drilling Program

Production profile (Gross field)

Reserve basis (Gross field)

Key

economic indicators

• STOOIP Albien 74 mmbo

• RF : 31%

• P50 reserves: 9.3 mmbo1

• P10 reserves: 12.3 mmbo

Incr. infill NPV (gross) (mUSD)	Oil price (USD/bbl)	40	50	60
	NPV (USDm)	26	42	58
Project IRR	Oil price (USD/bbl)	40	50	60
	IRR	18%	24%	29%
Payback

Litanzi Tchendo

1 2 3

• STOOIP Senonien 641/ Turonien 138 mmbo

• RF : Senonien 5%/ Turonien 42%

• P50 reserves: 11.0 mmbo1

• P10 reserves: 17.0 mmbo

Oil price (USD/bbl)	40	50	60
NPV (USDm)	27	44	56
Oil price (USD/bbl)	40	50	60
IRR	19%	25%	31%

time ^> Payback 2 years , plus potential for further infill at lower per barrel cost ^> Payback 2 years

PNGF Bis – Near Field Opportunity Adjacent to PNGF Sud

Near Field Development tie-back to PNGF Sud

• Located ~11km from existing PNGF Sud fields, containing the Louissima discoveries – gross 2C contingent resources of 29 mmbbl

• PetroNor has right to enter the license (14.7% indirect WI) together with Perenco (operator), negotiations expected to conclude late 2020 or early 2021

• Early production scheme planned prior to decision to proceed with full development, expected to commence in 2021

• Field planned developed using low cost jack-up with minimum topside upgrading and catenary pipeline to Tchibouela

• Less than USD 10/bbl development capex

1 2 3

The Aje Field: Intention to Revitalize License

Key redevelopment

• Producing asset1 with significant upside potential to be unlocked through new partnership and different technical approach

• During Q4 2019, PetroNor acquired an interest in OML 113 through two separate transactions:

  • Acquisition of Panoro's non-operated interest for USD 10m payable in PetroNor shares2
    • Share consideration to be spun off to Panoro shareholders
  • Partnership with existing operator YFP to revitalize the Aje field through Aje Petroleum SPV
    • PetroNor to hold 45% interest in Aje Petroleum SPV economic interest in OML 113 starting at 13.08% and expected to reach 17.4% within 3 years based on projected payout phases
    • PetroNor to be engaged by YFP as the operator of OML 113, serving as a technical service company

• Field redevelopment being planned with replacement of FPSO, increased liquids production and extraction of large gas resources

  • FPSO could become regional field center substantial proven resources nearby such as Ogo and Albian

Aje field location and partnership overview

1 2 3

New SPV being formed with Operator (YFP) to provide technical assistance, align partners and progress development of liquid and gas resources

¹⁾ Assumed 2020 production of 260 bopd (net)

²⁾ 6.502% participating interest, with 16.255% cost bearing interest, representing an economic interest of 12.1913% in OML 113. Option to pay partly in cash should the PetroNor share price fall below USD 0.13 per share; Future consideration of up to USD 25M based on gas production royalty in a success case

Bring-in new FPSO with increased gas processing capacity

• Improve operational efficiencies and provide sufficient gas processing capacity

• Three suitable replacements have been identified; two vessels have been inspected

Infill drilling & Increase liquids production

• Drilling of three new wells for oil and gas production

• Offshore condensate stripping and export of wet-gas to shore

Development of gas resources

• Onshore gas plant (land identified)

• Gas to be sold to nearby WAGP and Lagos/Lekki gas-to-power market

• Power production through a barge solution

• Produced LPGs and propane to be sold in the domestic market

Forward Plan for Aje New field development

2021: Drilling of two new gas producers and one oil producer (in addition to the existing two wells)

1 2 3

• Expected to increase production to 15 kboepd (gross)

• 2021: Bring in a cost effective FPSO with + 110 mmscfd gas capacity

  • OPEX USD ~30m/yr including FPSO bareboat, O&M and G&A

• 2024: Expand gas production capacity to 110 mmscfd through drilling of additional two gas wells

• Project planned split in upstream and midstream parts to maximize access to non-dilutive capital

Production Profile (gross, kboepd)

The Gambia and Senegal – Disputed High Impact Assets

Disputed exploration assets with high potential

• PetroNor has an interest in four exploration blocks in Senegal (90% WI) and The Gambia (100% WI), which are currently in dispute

  • Unrisked net exploration potential close to 5 bnbbls
  • The license status is disputed due to PetroNor's predecessor African Petroleum not fulfilling its exploration commitments

• Status of disputes:

  • Senegal: PetroNor has reached a mutual agreement with the Government of Senegal to suspend the Arbitration related to the Rufisque Offshore Profond and Senegal Offshore Sud Profond licence areas (180 days standstill until 26th October 2020) with a view to reaching a satisfactory outcome for all parties
  • The Gambia: Ongoing arbitration process with respective governmental bodies, however the parties have agreed to seek settlement outside the court
  • Covid-19 is causing challenges for the above process, but all involved parties are determined to reach a harmonious solution during 2020

The Gambia and Senegal prospect map

1 2 3

• Sub-Saharan Africa focused E&P independent with proven track record

• Full-cycle platform: Sizeable production with significant growth potential from existing assets

• Strong operational experience combined with strong partnerships and local network in Africa

• Targeting transformational growth through focused M&A

• Well positioned to deliver near-term growth and shareholder value

Contact Details

PETRONOR E&P LIMITED

UK Office:

48 Dover Street London W1S 4FF

T: +44 (0) 203 655 7810 F: +44 (0) 207 106 7762

info@petronorep.com www.petronorep.com

Norway Office: Frøyas gate 13 0273 Oslo

T: +47 22 55 46 07 F: +47 64 00 27 65

UAE Office:

M Floor, Al Heel Tower Al Khalidiya Abu Dhabi