PetroNor E&P ASA

Earnings Release • May 29, 2015

UNAUDITED FINANCIAL REPORT FOR THE QUARTER ENDED 31 MARCH 2015

UNAUDITED FINANCIAL REPORT FOR THE QUARTER ENDED 31 MARCH 2015

Please find enclosed African Petroleum Corporation

Limited's (the "Company" or "African Petroleum

Corporation") unaudited financial report for the

quarter ended 31 March 2015.

Highlights

Corporate

- On 10 February 2015, African Petroleum announced

the completion of a private placement, successfully

raising NOK 95,106,200 (approximately US$12.5

million)

- Approximately US$11.6 million cash at bank as at

31 March 2015, together with US$12m restricted cash

that will be released upon the achievement of

certain operational milestones in Côte d'Ivoire

- On 10 February 2015, African Petroleum announced

its intention to launch a subsequent repair

offering. The application period under the

subsequent repair offering commenced on 17 March

2015 and closed on 1 April 2015, raising a total of

NOK 4,061,516 (approximately US$505,000)

- On 16 March 2015, African Petroleum announced the

results of a General Meeting with all resolutions

being passed on a show of hands

- On 18 March 2015, the Board of Directors of

African Petroleum, in accordance with the mandate

granted by the shareholders in the general meeting

held on 16 March 2015, issued 271,732,000 new

shares and 135,866,000 options which were allocated

in the Private Placement and, subsequent to quarter

end, on 16 April 2015 announced an additional

11,604,331 new shares and 5,802,150 options which

have been allocated to investors who participated

in the repair offering

Operations

- During Q1 2015, independently assessed upgrades

were published on the Company's prospective

resources in its licences in Côte d'Ivoire,

Liberia, The Gambia and Senegal, and on 1 April

2015 an upgrade to the Company's Sierra Leone

prospective resources was announced. The Company's

prospective oil resources have more than doubled in

the past 12 months, with the net unrisked mean

prospective oil resources now in excess of 12.5

billion barrels

- On 20 March 2015, African Petroleum announced

that further to the Company's announcement on 29

January 2015 regarding the extension of a non-

binding term sheet with a private London based

independent oil and gas company to farm-in to the

Company's 100% owned Liberian LB-08 licence, it had

agreed to a request from the third party for an

additional extension of the proposed completion date

Company Background

African Petroleum, listed on the Oslo Axess (APCL)

and the National Stock Exchange of Australia (AOQ),

is an independent oil and gas exploration company

led by an experienced Board and management team,

with substantial experience in oil and gas

exploration, appraisal, development and

production.

African Petroleum operates 10 licences in five

countries offshore West Africa (Côte d'Ivoire,

Liberia, Senegal, The Gambia and Sierra Leone). The

Company's assets are located in proven hydrocarbon

basins, where several discoveries have been made in

recent years, including oil discoveries during 2014

by Total in Côte d'Ivoire and Cairn Energy in

Senegal, and a significant gas discovery made by

Kosmos in Mauritania/Senegal in April 2015.

The Company continues to achieve key operational

milestones across its 10 licences, having rapidly

matured its exploration portfolio by acquiring more

than 18,500km2 of 3D seismic data and drilling

three exploration wells, one of which was an oil

discovery at Narina-1 in Liberia. African Petroleum

is the largest net acreage holder in the West

African Transform Margin, alongside industry majors

such as Anadarko Petroleum, Chevron Corporation,

ExxonMobil, Total, and Lukoil. The Company has net

unrisked mean prospective oil resources in excess

of 12.5 billion barrels (ERC Equipoise Competent

Persons Report April 2014 in conjunction with ERCE

Audit January 2015 and ERCE Letters March 2015).

CEO Statement

"This was another quarter of progress for African

Petroleum as we achieved a number of the key

objectives that we set ourselves at the start of

the year. These included the Company strengthening

the balance sheet which we did through raising over

US$13 million through a private placement and a

subsequent repair offering. This was particularly

pleasing when one considers the challenging

environment for oil and gas companies resulting

from a continued low oil price environment. The

fact that we were able to raise these funds despite

the sector backdrop is testament to both our asset

potential and the team we have here at African

Petroleum. It also highlights the support and

belief that we have from both new and existing

shareholders and we hope to repay these

shareholders with value creation.

During the quarter we also demonstrated the huge

technical progress that the company has made over

the last year. This was highlighted by the

independent resources assessment published by

leading industry consultant ERC Equipoise which

showed that the Company had doubled resources in

the past year with material increases to our

independently assessed net unrisked prospective oil

resources across our portfolio in Senegal, The

Gambia, Liberia, Côte d'Ivoire and most recently

Sierra Leone. These upgrades have come as a result

of our ongoing technical work and drilling

preparations to date and as evidenced by these

updated assessments, there is a huge opportunity to

unlock material value in the event of exploration

success.

Whilst we have not formally concluded any farmouts

during the quarter, we remain in very advanced

discussions with a number of interested parties and

with Governments across our diverse portfolio of

assets along the margin, and the recent successes

of Cairn Energy and partners in Senegal, Total and

partners in Côte d'Ivoire and, most recently,

Kosmos and partners in Mauritania, have only led

the industry spotlight to shine more brightly on

our own acreage. It is no exaggeration to say that

post quarter end, our dataroom has been the most

active since it was opened with an impressive

traffic of quality industry players reviewing our

data. During the quarter, we announced an

extension to our signed term-sheet with a private

London based independent oil and gas company to

farm-in to the Company's 100% owned Liberian LB-08

licence, and we remain confident that we will

conclude this transaction within the amended

timeframe.

The Company is at an exciting and critical juncture

in its development and the management team is very

focused on the task at hand. We hope to deliver on

some important milestones again next quarter,

namely the completion of partner negotiations, so

that we can move into the next exciting phase of

our Company's development and commence drilling

operations on our world class exploration acreage."

Operational & Corporate Update

Private Placement

On the 9 February 2015, the Company published a

stock exchange notice regarding a contemplated

Private Placement to certain existing and new

investors of new ordinary shares. On 10 February

2015, African Petroleum announced the completion of

the private placement, successfully raising NOK

95,106,200 (approximately US$12.5 million) in gross

proceeds through the allocation of 271,732,000

Offer Shares at a subscription price of NOK 0.35

per share.

The completion of the Private Placement was

conditional upon (i) the relevant corporate

resolutions required to implement the Private

Placement being made by the Company, including the

approval of the Private Placement by shareholders

of the Company in a general meeting held on 16

March 2015; (ii) the Company receiving full payment

for the Offer Shares on the due date for payment;

(iii) any regulatory approvals and filings required

in connection with the issuance of the Offer

Shares, including but not limited to an approval

from the Australian Foreign Investment Review Board

if applicable and (iv) the approval by the

Financial Supervisory Authority of Norway of a

prospectus prepared in accordance with the

Norwegian Securities Trading Act Chapter 7 for

admission to listing of the Offer Shares on Oslo

Axess.

All of these conditions were fulfilled, and on 18

March 2015 the Company announced the issue of the

271,732,000 New Shares and 135,866,000 options

that were allocated in the Private Placement.

The Private Placement raising of US$12.5 million

was required to strengthen the Company's balance

sheet and liquidity position. The Company was

encouraged to have completed the Q1 2015

fundraising in such adverse oil market conditions

and we believe that this is a testament to the

quality of the Company's assets offshore West

Africa and the management team.

Repair Offering

On 10 February 2015, African Petroleum announced

its intention to launch a subsequent repair

offering. The application period under the

subsequent repair offering commenced on 17 March

2015 and closed on 1 April 2015 raising a total of

NOK 4,061,516 (approximately US$505,000).

The intention of the repair offering was to allow

the Company's supportive retail shareholders an

opportunity to participate in a raise on the same

terms as the Private Placement.

On 16 April 2015 the Company announced the issue of

an additional 11,604,331 new shares and 5,802,150

options that were allocated to investors who

participated in the repair offering.

Results of General Meeting

On 16 March 2015 African Petroleum announced that

all resolutions put at the General Meeting of the

Company held on 16 March 2015 were passed on a show

of hands.

LB-08 Term Sheet

On 20 March 2015, African Petroleum announced that

further to the Company's announcement on 29 January

2015 regarding the extension of a non-binding term

sheet with a private London based independent oil

and gas company to farm-in to the Company's 100%

owned Liberian LB-08 licence ("Term Sheet"), that

it had agreed to a request from the third party for

an additional extension of the proposed completion

date. An extension of approximately three months

to 30 June 2015 has been agreed to allow for

conditions affecting the third party that are

outside their control at the present time.

As previously disclosed, pursuant to the Term Sheet

the third party has agreed, subject inter alia to

completion of due diligence and entering into of

mutually agreed contracts, to acquire a 50% net

participating interest in the LB-08 licence in

return for the payment of 50% of all future costs

and expenditures relating to the LB-08 licence and

a contribution to past costs and expenditures.

The LB-08 licence is situated in a highly

prospective region offshore Liberia. In an

independent review of African Petroleum's acreage

conducted by ERC Equipoise Ltd in April 2014 and

updated January 2015, the net unrisked mean

prospective oil resources of LB-08 exceeds 2.6

billion barrels. With an oil discovery in the

adjacent licence and proof of a working hydrocarbon

system in the central Liberian basin, the Company

believes that LB-08 has substantial potential.

Completion of the farm-in transaction as

contemplated by the Term Sheet is subject to

contract and a number of conditions precedent,

which, apart from one pertaining to approval from

the Liberian Government, is now scheduled to be

completed by midday 30 June 2015.

Farm-Out Update

As previously announced, African Petroleum is

seeking strategic partners on its ten licences in

Côte d'Ivoire, Liberia, Senegal, The Gambia and

Sierra Leone in order to share risk and potential

reward of the Company's exploration programme.

African Petroleum is pleased to have secured an

initial farm-in on Block CI-509 and to have signed

a term sheet for Block LB-08. The Company

continues to make progress on attracting additional

companies to farm-in to its acreage, and has

received a high level of interest in Côte d'Ivoire,

The Gambia and Senegal since the significant

discoveries made by Cairn Energy in Senegal and

Total in Côte d'Ivoire during 2014, and Kosmos on

the Mauritania/Senegal border in 2015. African

Petroleum remains confident that it will complete

one or more farm-outs during H1 2015.

Upgraded Prospective Resources

(i) Côte d'Ivoire and Liberia

On 26 January 2015, the Company announced an update

to its prospective oil resources at its 90% owned

and operated CI-509 and CI-513 offshore licence

blocks in Côte d'Ivoire ("Côte d'Ivoire Licences")

and its 100% owned and operated LB-08 and LB-09

offshore blocks in Liberia ("Liberia Licences").

The Company engaged the independent petroleum

consultant, ERC Equipoise Ltd ("ERCE"), to prepare

an updated assessment of prospective oil resources

attributable to the Company's Côte d'Ivoire and

Liberia Licences (the "ERCE Audit").

The ERCE Audit of prospective resources includes

the addition of eight new prospects and has taken

into account information gathered from third party

drilling campaigns in the margin during 2014,

particularly the oil discovery made by Total in CI-

514 in April 2014.

The ERCE Audit, in conjunction with the ERCE

Competent Persons Report April 2014 ("April 2014

CPR"), estimates the net prospective oil resources

relating to the Côte d'Ivoire Licences and Liberia

Licences are as follows:

Mean (MMstb) % Increase

Net Risked

Net Net Prospective

Unrisked Risked Oil

Prospective Prospective Resources

Oil Oil from April

Licence Resources Resources 2014 CPR

Côte

d'Ivoire

CI-513 &

CI-509 2,130 456 118%

Liberia

*LB-08 &

LB-09 4,192 662 33%

Total

Updated

Portfolio

Côte

d'Ivoire

& Liberia 6,322 1,118 58%

*Liberia values include four (4) new prospects

reviewed in the ERCE Audit as well as unchanged

prospects from April 2014 CPR

The impact of de-risking through regional third

party drilling activity in Côte d'Ivoire and the

addition of new Turonian and Cenomanian prospects

as outlined in the ERCE Audit translates into the

addition of 410 MMstb in the net risked mean

prospective oil resources from the April 2014 CPR

(increase of 58%).

(ii) Senegal and the Gambia

On 16 March 2015, African Petroleum announced an

update to its prospective oil resources at its 90%

owned and operated Senegal Offshore Sud Profond and

Rufisque Offshore Profond licence blocks in Senegal

("Senegal Licences") and its 100% owned and

operated A1 and A4 offshore blocks in The Gambia

("Gambian Licences").

The Company engaged the independent petroleum

consultant, ERC Equipoise Ltd ("ERCE"), to prepare

an updated assessment of prospective oil resources

attributable to the Company's Gambian Licences, and

an initial assessment of the Senegal Licences

(the "ERCE Letter").

The ERCE Letter of prospective resources includes

20 prospects and estimates the net prospective oil

resources relating to the Senegal Licences and

Gambian Licences as follows:

Mean (MMstb)

Net Net

Unrisked Risked

Prospective Prospective

Oil Oil

Licence Resources Resources

Senegal

SOSP & ROP# 1,779 325

The Gambia

A1 & A4 3,079 445

Total Updated

Portfolio

Senegal and The Gambia 4,858 770

# Net Unrisked and Risked Prospective Resources are

stated net to APSL, in which APCL has a 90%

shareholding

The two discoveries made by Cairn Energy at SNE-1

and FAN-1 in Senegal have had a positive impact on

the chance of success for prospects within African

Petroleum's portfolio.

(iii) Sierra Leone

On 1 April 2015, African Petroleum announced an

update to its prospective oil resources at its 100%

owned and operated Licence Blocks SL-03 and SL-4A-

10 in Sierra Leone ("Sierra Leone Licences").

The Company engaged the independent petroleum

consultant, ERC Equipoise Ltd ("ERCE"), to prepare

an updated assessment of prospective oil resources

attributable to the Company's Sierra Leone Licences

(the "SL ERCE Letter"). The SL ERCE Letter of

prospective resources includes four prospects and

estimates the net prospective oil resources

relating to the Sierra Leone Licences as follows:

Mean (MMstb)

Net Net

Unrisked Risked

Prospective Prospective

Oil Oil

Licence Resources Resources

Sierra Leone

SL-03 & SL-4A-10 1,354 223

Health, Safety, Environment and Security

As an operator of offshore concessions, it is the

duty of African Petroleum to provide a safe working

environment and minimise any adverse impact on the

environment. Health, safety, environment and

security policies are embedded throughout all of

the Company's core operations. In this regard, we

strive for continuous improvement as lessons

learned from past operations are incorporated into

business practices going forward.

Due to the Ebola outbreak in West Africa, African

Petroleum has implemented precautionary measures to

ensure the safety of its staff. There have been

office closures in Liberia and Sierra Leone, and

local staff have been urged to work from home and

avoid dangerous regions. Currently, the Company

does not have any active operations in Sierra Leone

or Liberia. We are pleased to note the recent

announcement by the government of Liberia and the

World Health Organisation stating that Liberia has

gone over 42 days without new cases being

identified and the disease is effectively under

control in that country.

Outlook

The Company's strategy and outlook can be broken

into three phases: near-term, medium-term and long-

term. The near term strategy is to deliver on a

number of key milestones during the remainder of

this calendar year. These milestones primarily

centre around securing partners to share both the

risk and the rewards of exploration activity on our

acreage. We are pleased to say that this process

is at its most advanced stage yet at this moment in

time and we remain confident that we will deliver

additional transactions to the ones already

announced in the coming months.

Our ability to have completed more transactions to

date has been somewhat delayed by the global sector

backdrop which has been challenging over the past

six to nine months as a result of the rapid oil

price decline at the back end of 2014. The

surprising speed at which the oil price fell led

the majority of independent E&Ps, IOCs and NOCs,

many of whom we had been in discussion with at the

time, to take a step back to assess the wider

impact of oil price decline on their respective

strategies and capex budgets. We believe that most

of these companies have now recalibrated their

strategies to adapt to a lower oil price

environment and, based on the recent exploration

successes in the region and the high level of

interest we are seeing in our dataroom at present

(including parallel datarooms), we are confident

that exploration of the West Africa Transform

Margin is very much on the industry agenda.

African Petroleum benefits from high equity

positions across the portfolio ranging from 90-100%

and this gives us a lot of flexibility and

optionality in our farmout discussions. We

continue to be mindful of the sector backdrop and

are pragmatic about the impact it has played and

continues to play on our farmout discussions with

regards to transaction structures. However, we are

confident that our acreage, which has been de-

risked by a number of world-class discoveries along

the margin in the last year, will enable us to

conclude farmout discussions with an outcome that

crystallises value for shareholders and retains

significant yet suitable exposure to the exciting

upside potential to be explored in the coming years.

Once we have secured the appropriate partners we

are seeking for our licences, we will be able to

enter the second phase of our strategy which will

focus on the operational activity across the

portfolio. We have made significant strides

towards progressing the portfolio through technical

work, as highlighted by the significant volumes of

prospective resources independently verified by

leading petroleum consultant ERC Equipoise Ltd, and

as a result many of the prospects on our blocks are

drill ready. We have already ordered some of the

long-lead items to enable the Company and its

future partners to commence drilling operations in

late 2015 and early 2016. The weaker oil price

environment has had a significant impact on the rig

contractors, both in terms of pricing and industry

demand, and we will be well positioned to take

advantage of these factors as we commence drilling

activity.

The longer term strategy for the Company is simple

and focuses on leveraging our world class

exploration portfolio to grow into a significant

independent exploration and production company. We

believe that we have the right asset base and

management team to be able to achieve this ambition.

The management team is confident in its ability to

deliver on the near, medium and longer term

strategies outlined above and is fully focused on

the task at hand. We are at a critical juncture in

the Company's development and are excited about

what lies ahead in the next 6-12 months and beyond.

Principal Risks and Uncertainties

As an exploration company in the oil and gas

industry, the Company operates in an inherently

risky sector. Oil and gas prices are subject to

volatile price changes from a variety of factors,

including international economic and political

trends, expectation of inflation, global and

regional demand, currency exchange fluctuations,

interest rates and global or regional consumption

patterns. These factors are beyond control of the

Company and may affect the marketability of oil and

gas discovered. In addition, the Company is

subject to a number of risk factors inherent in the

oil and gas upstream industry, including

operational and technical risks, reserve and

resource estimates, risks of operating in a foreign

country (including economic, political, social and

environmental risks) and available resources. We

recognise these risks and manage our operations in

order to minimise our exposure.

Statement of Responsibility

We confirm that, to the best of our knowledge, the

condensed set of financial statements for the first

quarter of 2015, which has been prepared in

accordance with IAS34 Interim Financial Statements,

gives a true and fair view of the Company's

consolidated assets, liabilities, financial

position and results of operations, and that the

management report includes a fair review of the

information required under the Norwegian Securities

Trading Act section 5-6 fourth paragraph.

For further information, please contact:

Stuart Lake, Chief Executive Officer

Stephen West, Finance Director

Tel: +44 20 3761 6900

Angeline Hicks, Company Secretary

Tel: + 61 401 489 883

Media Contacts:

For UK and International media - Buchanan

Ben Romney/Helen Chan

Tel: +44 207 466 5000

For Norwegian media - First House

Geir Arne Drangeid

Tel: +47 913 10 458

Geir Gjervan

Tel: +47 908 79 108

This information is subject to disclosure

requirements pursuant to section 5-12 of the

Norwegian Securities Trading Act.