FAR LIMITED — Interim / Quarterly Report 2020

Jul 15, 2020

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01 April – 30 June 2020
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Highlights

• FAR signs new Joint Operating Agreements for Blocks A2 and A5, The Gambia

• FAR continues sale process for Senegal asset

• Virtual AGM held 27 May

• Cash and term deposits at end of quarter of US$63.25 million

Projects update

Senegal

Rufisque, Sangomar and Sangomar Deep (RSSD) (FAR 15% Working Interest)

Over the past three months, the Operator has been undertaking a program to rescope, reschedule and reprice the Sangomar Field Development project in order to reduce capital expenditure to ease the pressure on financing or the development. As previously reported, FAR had been continuing to seek financing for its share of the Sangomar Field Development but concluding these arrangements has been challenged by the current slump in oil price and global pandemic. FAR also made the strategic decision to preserve the group's cash whilst it awaits clarity on project capex amendments and is progressing efforts to sell all or part of its holding in the RSSD blocks. FAR has been notified by the operator that it is in default of its cash call obligations, and has received notices of demand from one of the Joint Venture parties to compensate it for its share of the cash call it is funding on FAR's behalf.

FAR has been notified by the operator that its Joint Venture voting and meeting rights have been suspended. Subject to this, FAR continues to work with the Operator to manage the continued impact of COVID-19 on the supply chain and project schedule for the Sangomar Field Development and other activities under the Production Sharing Agreement. The Operator is working with project contractors and the Government of the Republic of Senegal to optimise near-term spend whilst protecting the overall value of the investment and remain on schedule to deliver first oil in 2023.

Detailed engineering is progressing and long lead item purchase orders are continuing to be awarded for major equipment items in preparation for commencement of drilling operations in mid 2021.

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Figure 1: Map of the RSSD permits and the Sangomar Field, offshore Senegal

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Processing of the high definition seismic survey over the Sangomar field and FAN discovery has been completed and interpretation of this data has commenced. Processing of the seismic data over the exploration area to the north of the Sangomar field is ongoing.

During the quarter, FAR Senegal RSSD SA (a wholly owned subsidiary of FAR limited) did not pay the June, and subsequent, cash call and accordingly has received notification from the Operator of the RSSD Joint Venture that FAR Senegal is in default. FAR has received notices of demand from one of the Joint Venture parties to compensate it for its share of the cash call it is funding on FAR's behalf.

Under the JOA default provisions, if a defaulting party has not fulfilled its financial obligations within 6 months from the date of notification of the default, it shall forfeit its participating interest without compensation. Unpaid amounts accrue interest at the LIBOR rate + 2%.

Key points of the Joint Operating Agreement (JOA) default provisions are:

• 6 month period to fulfill its financial obligations before forfeiting participating interest

• non-defaulting parties must pay defaulting party’s unpaid amounts pro-rata to their participating interests over this period

• defaulting party does not attend Operating Committee meetings or vote during default period

The Gambia

Blocks A2/A5 (FAR 50% WI and Operator)

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Figure 2: Map of the A2/A5 permits, offshore The Gambia

During the quarter, FAR Gambia Ltd (a wholly owned subsidiary of FAR Limited) signed new JOA’s in respect of the A2 and A5 Blocks in The Republic of The Gambia with PC Gambia Ltd (a subsidiary of Petroliam Nasional Berhad, “PETRONAS”). This follows the granting of new Licences for those Blocks by The Government of The Gambia effective 1 October 2019, after which FAR and PETRONAS took the opportunity to update the terms of the existing JOA’s by entering into new JOA’s with effect from 1 October 2019.

Efforts to find an additional partner for the drilling of the next well in The Gambia are ongoing with FAR having run numerous data room presentations for interested parties. FAR is working to conclude a farm-out before the restart of the drilling operations.

Towards the end of the quarter, FAR Gambia Ltd submitted an updated Environmental and Social Impact Assessment for the planned Bambo-1 well to fulfill statutory and regulatory requirements. It has now been advertised in local newspapers for public review with comments due 23 July 2020.

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Guinea-Bissau

Blocks 2, 4A, 5A (FAR 21.43% WI)

Well planning for drilling Atum-1X was placed into permanent suspension by Operator during the quarter. FAR began working with the Operator to help identify and protect the Joint Venture from any further associated cost exposures during the COVID-19 shutdown. Decrees in relation to the Joint Venture’s licence extension requests have been drafted by Petroguin for formal submission to the Council of Ministers and to the President of Guinea-Bissau. FAR anticipates Operator will submit them on behalf of the Joint Venture in the coming quarter.

Kenya

L6 Block (FAR 60% WI and Operator)

Following a long period of inactivity due to land access issues, Flow Energy Pty Ltd, a FAR Limited subsidiary, and its co-venturers, Pancontinental Oil & Gas NL (‘Pancontinental’) and Afrex Ltd (‘Afrex’), a subsidiary of Pancontinental, agreed to surrender the Block L6 PSC. A Surrender and Termination Notice was formally issued to the Government of Kenya in late June. FAR anticipates concluding the termination arrangements in the next quarter.

Late in the quarter, FAR concluded negotiations with Pancontinental and Afrex Ltd regarding payment of outstanding cash calls to the Operator. Pancontinental agreed to settle this matter with payment of US$150,000 as full and final settlement of any and all outstanding cash calls relating to Kenya Block L6.

Western Australia

WA-458-P (FAR 100% and Operator)

Early in the quarter, FAR began implementing measures to manage and plan through the COVID-19 pandemic, which the Joint Authority (the Australian offshore regulator) regards as a force majeure event. As a result, FAR engaged with the National Offshore Petroleum Titles administrator (‘NOPTA’) to advance a request to suspend and extend the current phase of the exploration work programme by 12 months. FAR lodged the application in early Q3 2020.

Corporate

This year, FAR Limited’s AGM was held virtually via a ZOOM webinar because of restrictions on public gatherings in the wake of the COVID-19 pandemic. The Company thanks shareholders for their patience as we navigate through these unprecedented times.

During the quarter FAR made staff redundancies, and all senior executives and Non-Executive Directors have accepted a 20% salary or fee reduction. The Board will review this fee and salary reduction at least quarterly. FAR also substantially reduced contractor headcount in April.

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Social Programs

Great progress was made with social programs in The Gambia this quarter with the Jambanjelly Lower Basic school project fully completed. The project involved installation of electricity so that the 1,400 pupils had lights for their classrooms, offices and around the perimeter of the school. A handing over ceremony will be completed once the school reopens, noting that The Gambia is also under movement restrictions to ease the spread of COVID-19.

The upgrade of the Sanyang women’s garden water storage and distribution project is now 95% complete and Bansang hospital roofing repairs and ward rehabilitation are 90% complete. We look forward to bringing you final updates on those projects in the coming months.

Managing Director comments:

This has been a challenging quarter for FAR and our industry generally. The Board of FAR has been focussed on finding a way forward for our Sangomar asset since we announced in March that the Company’s debt financing for the project would not proceed as planned. The Board is actively exploring a sale of the asset, and work continues on this front.

FAR’s aim is to conserve shareholder cash by firstly reducing expenditure in the business and to this end, FAR has reduced the headcount and cut salaries of staff and non-executive directors.

However, by far the largest cost to the business has been expenditure on FAR’s share of the Sangomar Field Development (US$39.7M to date this year). In order to conserve cash and whilst we wait for the Operator’s forecast reduction in CAPEX due to the changing business environment in the wake of COVID19, FAR has made the decision to cease to pay cash calls for this project. In doing so, we are formally in default and have 6 months to make good on the default.

As time progresses and global markets continue to be stressed, there remains uncertainty around FAR’s ability to conclude a financing option. At this point in time, a sale or partial sale is a more likely outcome. FAR has run data rooms for this purpose and has had good level of interest.

As with Senegal, FAR continues to engage with a number of parties interested in farming-in to our interest in the A2 and A5 blocks in The Gambia. Activity in this data room has been strong, and we anticipate bringing in a partner before drilling in 2021.

The board understands that our shareholders are keen to know the results of FAR’s activities as soon as possible. In entering default, we have allowed a 6 month window in which to find a solution and will report immediately to the market when any definitive commitments are made.

Many thanks to the shareholders that attended our virtual AGM.

FAR hopes that all shareholders are remaining healthy in these unprecedented times.

This announcement has been approved for release by the FAR Limited disclosure committee.

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Additional Notes to Appendix 5B

Appendix 5B reference	ASX description reference	ASX description reference	FAR commentary	FAR commentary	FAR commentary	FAR commentary
1.2 (a)	Exploration and evaluation costs expensed		The FAR group accounts for the cost of exploring and evaluating discoveries under the successful efforts method. During the quarter the company spent US$4.0M on exploration and evaluation expenditure, including general permit activity, geological and geophysical costs and seismic acquisition, mainly relatingto its Gambian and Senegalprojects.
1.2 (e)	Administration and corporate costs		Included in these costs are expenditures associated with operating the Company’s office, ASX listing fees, insurances, software licences,audit,tax,corporatepresentations and travel.
1.4	Interest received		FAR holds a significant portion of its cash in interest bearing accounts in order to optimise interest income. The amount of interest received varies each quarter based on the interest rate, the term held in the interest-bearing account and the maturity dates.
2.1 (d)	Exploration and evaluation capitalised		During the quarter FAR spent US$0.40M on well planning activities for the Gambiaproject.
2.1 (f)	Oil and gas properties		FAR spent US$16.1M on Senegal development expenditure during the quarter. As announced on 24 June 2020 the June Cash Call was not paid and FAR received notification from the Operator that it was in default. The under contribution relating to the default has not been recorded in the cash flow report of ~US$10m but instead has been booked as a payable in the financial statements at 30 June 2020.
4.5	Effect of movement in exchange rates		There was a significant strengthening of the AUD against the USD during the quarter which resulted in a foreign exchange translation adjustment on the AUD cash held that increased the Company’s USD equivalent cash holdings byUS$4.7M.
6.1	Aggregate amount of payments to related parties and their associates		These costs include payments to Directors in respect to remuneration for the Managing Director, Executive Director and the Company’s Non-Executive Directors.
8.0	Future operating activities		For the upcoming quarter FAR forecasts US$2.4M of exploration and evaluation expenditure, US$Nil development expenditure (due to default in Senegal) and US$1.3M in corporate costs. As announced on 24 June 2020 FAR is continuing to investigate selling all or part of its interest in the Senegal project to mitigate its ongoing Senegal development expenditure commitments. FAR estimates its 15% share of Q3 2020 Senegal Development spend would be ~US$26m (this amount does not include the contribution mentioned in 2.1(f)above).
Project Table
Project		Permits		Operator	Interest held	Interest acquired/disposed
Senegal		Rufisque, Sangomar and Sangomar Deep		Woodside	15.00%*	-
Gambia		Blocks A2 and A5		FAR	50.00%	-
Guinea-Bissau		Blocks 2,4A and 5A		Svenska	21.43%	-
Australia		WA-458-P		FAR	100.00%	-
Kenya		Block L6**		FAR	60.00%	-

*FAR’s interest reduces to 13.67% if Petrosen accretes their interest from 10% to 18%

** During the quarter, a surrender and termination notice was formally issued to the Government of Kenya in relation to Kenya Block L6. Subject to Government approval FAR’s interest will be reduced to nil%.

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Disclaimers

*Prospective Resource Estimates Cautionary Statement - With respect to the Prospective Resource estimates contained within this report, it should be noted that the estimated quantities of Petroleum that may potentially be recovered by the future application of a development project may relate to undiscovered accumulations. These estimates have an associated risk of discovery and risk of development. Further exploration and appraisal is required to determine the existence of a significant quantity of potentially moveable hydrocarbons. The Prospective Resource estimates provided in this report are Low Estimate, Best Estimate and High Estimate and represent that there is a 90%, 50% and 10% probability respectively that the actual resource volume will be in excess of the amounts reported.

Prospective and Contingent Resources - All contingent and Prospective Resource estimates presented in this report are prepared as at 23/10/2019 (Reference: FAR ASX releases of 24/10/2019). The estimates have been prepared by the Company in accordance with the definitions and guidelines set forth in the Petroleum Resources Management System, 2007 approved by the Society of Petroleum Engineer and have been prepared using probabilistic methods. The contingent resource estimates provided in this report are those quantities of petroleum to be potentially recoverable from known accumulations, but the project is not considered mature enough for commercial development due to one or more contingencies. The Prospective Resource estimates provided in this report are Best Estimates and represent that there is a 50% probability that the actual resource volume will be in excess of the amounts reported. The estimates are unrisked and have not been adjusted for both an associated chance of discovery and a chance of development. The 100% basis and net to FAR contingent and Prospective Resource estimates include Government share of production applicable under the Production Sharing Contract or Licence.

Competent Person Statement Information - The hydrocarbon resource estimates in this report have been compiled by Peter Nicholls, the FAR Limited exploration manager. Mr Nicholls has over 30 years of experience in petroleum geophysics and geology and is a member of the American Association of Petroleum Geology, the Society of Petroleum Engineers and the Petroleum Exploration Society of Australia. Mr Nicholls consents to the inclusion of the information in this report relating to hydrocarbon Contingent and Prospective Resources in the form and context in which it appears. The Contingent and Prospective Resource estimates contained in this report are in accordance with the standard definitions set out by the Society of Petroleum Engineers, Petroleum Resource Management System.

Forward looking statements - This document may include forward looking statements. Forward looking statements include, are not necessarily limited to, statements concerning FAR’s planned operation program and other statements that are not historic facts. When used in this document, the words such as “could”, “plan”, “estimate”, “expect”, “intend”, “may”, “potential”, “should” and similar expressions are forward looking statements. Although FAR Ltd believes its expectations reflected in these are reasonable, such statements involve risks and uncertainties, and no assurance can be given that actual results will be consistent with these forwardlooking statements. The entity confirms that it is not aware of any new information or data that materially affects the information included in this announcement and that all material assumptions and technical parameters underpinning this announcement continue to apply and have not materially changed.

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Top 10 shareholders (as at 10 July 2020)

	Shareholder	Units	%
1.	CITICORP NOMINEES PTY LIMITED	2,503,586,132	25.09
2.	J P MORGAN NOMINEES AUSTRALIA PTY LIMITED	1,289,708,561	12.92
3.	HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED	686,856,365	6.88
4.	FARJOY PTY LTD	514,463,236	5.16
5.	CITY SECURITIES LTD	336,504,533	3.37
6.	NATIONAL NOMINEES LIMITED	150,276,105	1.51
7.	MR OLIVER LENNOX-KING	75,647,869	0.76
8	BNP PARIBAS NOMS PTY LTD	71,241,983	0.71
9.	TOAD FACILITIES PTY LTD	68,528,589	0.69
10	NETWEALTH INVESTMENTS LIMITED	47,045,641	0.47
	TOTAL	5,743,859,014	57.56

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Rule 5.5

Appendix 5B

Mining exploration entity or oil and gas exploration entity quarterly cash flow report

(Expressed in United States dollars unless otherwise stated)

Name of entity

Name of entity	Name of entity
FAR Ltd
ABN 41 009 117 293	Quarter ended (“current quarter”)
41 009 117 293	30 June 2020

Consolidated statement of cash flows	Current quarter US$’000	Year to date (6 months) US$’000
1. Cash flows from operating activities 1.1 Receipts from customers 1.2 Payments for (a) exploration & evaluation (b) development (c) production (d) staff costs (e) administration and corporate costs 1.3 Dividends received (see note 3) 1.4 Interest received 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Government grants and tax incentives 1.8 Other (provide details if material) 1.9 Net cash from / (used in) operating activities	(4,017) - - (932) (600) - 31 (7) - 33 -	(9,059) - - (1,730) (1,431) - 162 (18) - 33 5
	(5,492)	(12,038)

ASX Listing Rules Appendix 5B (17/07/20) + See chapter 19 of the ASX Listing Rules for defined terms.

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Appendix 5B

Mining exploration entity or oil and gas exploration entity quarterly cash flow report

2. Cash flows from investing activities 2.1 Payments to acquire or for: (a) entities (b) tenements (c) property, plant and equipment (d) exploration & evaluation (e) investments (f) oil and gas properties 2.2 Proceeds from the disposal of: (a) entities (b) tenements (c) property, plant and equipment (d) investments (e) other non-current assets 2.3 Cash flows from loans to other entities 2.4 Dividends received (see note 3) 2.5 Other (provide details if material) 2.6 Net cash from / (used in) investing activities	- - (1) (403) - (16,135) - - - - - - - 113	- - (4) (1,023) - (39,688) - - - - - - - 163
	(16,426)	(40,552)
3. Cash flows from financing activities 3.1 Proceeds from issues of equity securities (excluding convertible debt securities) 3.2 Proceeds from issue of convertible debt securities 3.3 Proceeds from exercise of options 3.4 Transaction costs related to issues of equity securities or convertible debt securities 3.5 Proceeds from borrowings 3.6 Repayment of borrowings 3.7 Transaction costs related to loans and borrowings 3.8 Dividends paid 3.9 Other (provide details if material) 3.10 Net cash from / (used in) financing activities	- - - 261 - - - - (122)	107,546 - - (3,648) - - - - (192)
	139	103,706

ASX Listing Rules Appendix 5B (17/07/20) + See chapter 19 of the ASX Listing Rules for defined terms.

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Appendix 5B

Mining exploration entity or oil and gas exploration entity quarterly cash flow report

4. Net increase / (decrease) in cash and cash equivalents for the period
4.1 Cash and cash equivalents at beginning of period 4.2 Net cash from / (used in) operating activities (item 1.9 above) 4.3 Net cash from / (used in) investing activities (item 2.6 above) 4.4 Net cash from / (used in) financing activities (item 3.10 above) 4.5 Effect of movement in exchange rates on cash held 4.6 Cash and cash equivalents at end of period	80,319 (5,492) (16,426) 139 4,710	13,753 (12,038) (40,552) 103,706 (1,619)
	63,250	63,250
5. Reconciliation of cash and cash equivalents at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts	Current quarter US$’000	Previous quarter US$’000
5.1 Bank balances 5.2 Call deposits 5.3 Bank overdrafts 5.4 Other (provide details)(i) 5.5 Cash and cash equivalents at end of quarter (should equal item 4.6 above)	976 61,921 - 353	10,874 69,132 - 313
	63,250	80,319

(i) including a term deposit of US$205 (A$297K) restricted cash and not readily available for use. This term deposit is held as security over the Company’s corporate head office lease in the form of a bank guarantee. The remaining US$148K is held as unrestricted term deposit and available for use on maturity.

6. Payments to related parties of the entity and their associates 6.1 Aggregate amount of payments to related parties and their associates included in item 1 6.2 Aggregate amount of payments to related parties and their associates included in item 2	Current quarter US$'000
	291
	-

Note: if any amounts are shown in items 6.1 or 6.2, your quarterly activity report must include a description of, and an explanation for, such payments

ASX Listing Rules Appendix 5B (17/07/20) + See chapter 19 of the ASX Listing Rules for defined terms.

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Appendix 5B

Mining exploration entity or oil and gas exploration entity quarterly cash flow report

7. Financing facilities Note: the term “facility’ includes all forms of financing arrangements available to the entity. Add notes as necessary for an understanding of the sources of finance available to the entity. Total facility amount at quarter end US$’000 Amount drawn at quarter end US$’000 7.1 Loan facilities - - 7.2 Credit standby arrangements - - 7.3 Other (please specify) - - 7.4 Total financing facilities - - 7.5 Unused financing facilities available at quarter end - 7.6 Include in the box below a description of each facility above, including the lender, interest rate, maturity date and whether it is secured or unsecured. If any additional financing facilities have been entered into or are proposed to be entered into after quarter end, include a note providing details of those facilities as well.	Total facility amount at quarter end US$’000	Amount drawn at quarter end US$’000
	-	-
	-	-
	-	-
	-	-
		-

8.	Estimated cash available for future operating activities	US$’000
8.1 8.2 8.3 8.4 8.5 8.6 8.7	Net cash used in operating activities (Item 1.9) (Payments for exploration & evaluation classified as investing activities) (item 2.1(d)) Capitalised development expenditure for oil & gas properties (item 2.1(f) Total relevant outgoings (Item 8.1 + item 8.2) Cash and cash equivalents at quarter end (item 4.6) Unused finance facilities available at quarter end (item 7.5) Total available funding (item 8.4 + item 8.5) Estimated quarters of funding available (item 8.6 divided by item 8.3) – for further details see reference 8 of the Additional notes to Appendix 5B in the Activities Report	(5,492) (403) (16,135) (22,030) 63,250 - 63,250
		2.9
	Note: if the entity has reported positive relevant outgoings (ie: a net cash inflow) in item 8.3, answer item 8.7 as “N/A”. Otherwise, a figure for the estimated quarters of funding available must be included in item 8.7.
8.8	If item 8.7 is less than 2 quarters, please provide answers to the following questions: 8.8.1. Does the entity expect that it will continue to have the current level of net operating cash flows for the time being and, if not, why not?
	Answer:
	8.8.2. Has the entity taken any steps, or does it propose to take any steps, to raise further cash to fund its operations and, if so, what are those steps and how likely does it believe that they will be successful?
	Answer:
	8.8.3. Does the entity expect to be able to continue its operations and to meet its business objectives and, if so, on what basis?

ASX Listing Rules Appendix 5B (17/07/20) + See chapter 19 of the ASX Listing Rules for defined terms.

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Appendix 5B

Mining exploration entity or oil and gas exploration entity quarterly cash flow report

Answer:

Note: where item 8.7 is less than 2 quarters, all of questions 8.8.1, 8.8.2 and 8.8.3 above must be answered

Compliance statement

• 1 This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A.

• 2 This statement gives a true and fair view of the matters disclosed.

Date: 16 July 2020

Authorised by: FAR Limited Disclosure Committee..........................................................................

(Name of body or officer authorising release – see note 4)

Notes

1. This quarterly cash flow report and the accompanying activity report provide a basis for informing the market about the entity’s activities for the past quarter, how they have been financed and the effect this has had on its cash position. An entity that wishes to disclose additional information over and above the minimum required under the Listing Rules is encouraged to do so.

2. If this quarterly cash flow report has been prepared in accordance with Australian Accounting Standards, the definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report. If this quarterly cash flow report has been prepared in accordance with other accounting standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent standards apply to this report.

3. Dividends received may be classified either as cash flows from operating activities or cash flows from investing activities, depending on the accounting policy of the entity.

4. If this report has been authorised for release to the market by your board of directors, you can insert here: “By the board”. If it has been authorised for release to the market by a committee of your board of directors, you can insert here: “By the [ name of board committee – eg Audit and Risk Committee ]”. If it has been authorised for release to the market by a disclosure committee, you can insert here: “By the Disclosure Committee”.

5. If this report has been authorised for release to the market by your board of directors and you wish to hold yourself out as complying with recommendation 4.2 of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations , the board should have received a declaration from its CEO and CFO that, in their opinion, the financial records of the entity have been properly maintained, that this report complies with the appropriate accounting standards and gives a true and fair view of the cash flows of the entity, and that their opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.

ASX Listing Rules Appendix 5B (17/07/20) + See chapter 19 of the ASX Listing Rules for defined terms.

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