TOWER RESOURCES PLC — Interim / Quarterly Report 2015

Nov 19, 2015

Wentworth Resources Limited : Q3 2015 Financial Statements and MD&A

Wentworth Resources Limited : Q3 2015 Financial Statements and MD&A

PRESS RELEASE

19 November 2015

Wentworth Resources Limited

("Wentworth" or the "Company")

Q3 2015 Financial Statements and MD&A

Wentworth Resources Limited, the Oslo Stock Exchange (OSE: WRL) and AIM (AIM:

WRL) listed independent, East Africa-focused oil & gas company, today announces

its results for the third quarter and nine months ended 30 September 2015.

The following should be read in conjunction with the Q3 2015 Management

Discussion and Analysis and Financial Statements which are available on the

Company's updated website at http://www.wentworthresources.com.

Q3 2015 HIGHLIGHTS

Corporate

* Agreement reached on payment security terms between the gas purchaser in

Tanzania, Tanzania Petroleum Development Corporation ("TPDC"), and the Mnazi

Bay joint venture partners.

* Commenced gas sales to the new Mtwara to Dar es Salaam gas pipeline in

Tanzania.

* On 1 July 2015 successfully completed a private placement (the "Private

Placement") and issued 15,412,269 new common shares for cash consideration

of $0.50 (GBP0.315 or NOK3.88) per share for total gross proceeds of $7.64

million (GBP4.9 million or NOK59.7 million).

Financial

* Commenced gas sales to the new Mtwara to Dar es Salaam gas pipeline in

Tanzania generating revenue of $0.97 million for the quarter, up 260% from

Q3 2014.

* Net loss for the third quarter of $1.25 million, compared to a net loss of

$1.32 million in Q3 2014.

* Utilized the remaining $5.16 million undrawn balance on a $26.0 million

credit facility to fund Mnazi Bay development expenditures.

* Third quarter exploration capital expenditure of $0.38 million compared to

$7.98 million in Q3 2014.

* Third quarter development capital expenditure of $1.16 million, compared to

$0.33 million in Q3 2014.

* Cash and cash equivalents on hand of $2.28 million at September 30, 2015

compared with $5.49 million on hand at December 31, 2014.

* Working capital was $17.72 million compared to $15.84 million at December

31, 2014.

* Following the commencement of gas sales under the long-term gas sales

agreement in Tanzania, the Company expects to generate sufficient cash flow

to meet ongoing obligations extending beyond 12 months and therefore the

going concern note has been removed from the unaudited condensed

consolidated interim financial statements.

Operational

Mnazi Bay Block, Tanzania

* On 20 August 2015 first gas delivery to the new government-owned Mtwara to

Dar es Salaam natural gas pipeline commenced. Gas delivered during the third

quarter was primarily used by TPDC for commissioning of pipeline

infrastructure and to fill and pressurize the 36" pipeline.

* Current production into the new pipeline is approximately 45 MMscf/d with an

expected gradual increase up to approximately 80 MMscf/d by the end of 2015

as gas turbines at existing and new power generation facilities are

commissioned and become operational.

* During the third quarter development capital activity involved the ongoing

construction of field infrastructure connecting the Mnazi Bay gas field

infrastructure to the government-owned gas pipeline.

Rovuma Onshore Block, Mozambique

* On 21 July 2015, the Company provided formal notification to the Mozambique

government of its intention to proceed with an appraisal of the gas

discovery in the Tembo-1 well.   With the exception of state owned Empresa

Nacional de Hidrocarbonetos de Mocambique ("ENH"), all other parties to the

Rovuma Onshore Block Concession relinquished their participation interest

effective 31 August 2015.

* Discussion ongoing with ENH regarding the assignment of the relinquishing

parties' participation interest to the remaining parties in the Concession,

selection and appointment of an operator of the Concession, determining the

appraisal acreage for Tembo-1 discovery and agreeing to a multi-year

appraisal plan.

Geoff Bury, Managing Director, commented:

"The third quarter of 2015 was a pivotal period in the Company's history.

Completion of a $7.6 million equity financing provided the necessary funds to

see the Company through to first cash flow from gas sales to the new government-

owned transnational pipeline in Tanzania.  First gas sales to TPDC commenced on

20 August 2015 and first payment was received in early November 2015 for gas

sold in October 2015.  Four of the five wells are now tied in to the new

pipeline with production rates and well performance being comfortably within

expectations.  We expect to exit 2015 in a strong financial position and have

positioned the Company to take advantage of strategic growth opportunities

should they arise in 2016."

A conference call for investors, analysts and other interested parties will be

held today at 06:00 MST (Calgary) / 13:00 GMT (London) / 14:00 CET (Oslo). See

the Company's announcement from 13 November 2015 for call-in details.

-Ends-

Enquiries:

Wentworth Lance Mierendorf, lance.mierendorf@wentworthresources.com

Chief Financial +1 403 680 8773

Officer

Katherine Roe katherine.roe@wentworthresources.com

Head of Investor +44 7841 087 230

Relations &

Corporate

Communications

Swedbank First Broker(Norway) +47 23 23 80 00

Securities

Ove Gusevik

Jarand Lønne

Crux Advisors Investor Relations +47 909 808 48

Adviser

(Norway)

Jan Petter Stiff

Carl Bachke

Stifel Nicolaus AIM Nominated +44 (0) 20 7710 7600

Europe Limited Adviser and Broker

(UK)

Callum Stewart

Ashton Clanfield

FirstEnergy Broker (UK) +44 (0) 20 7448 0200

Capital

Hugh Sanderson

FTI Consulting Investor Relations + 44 (0) 20 3727 1000

Adviser (UK)

Edward Westropp

Tom Hufton

***

Financial Statements

The following primary statements have been extracted from the Q3 2015 unaudited

consolidated financial statements which are located on the Company's website at

www.wentworthresources.com.

WENTWORTH RESOURCES LIMITED

Unaudited Condensed Consolidated Interim Statement of Financial Position

United States $000s, unless otherwise stated

September 30, December 31,

2015 2014

---------------------------

ASSETS

Current assets

Cash and cash equivalents 2,282 5,487

Trade and other receivables 2,712 2,613

Prepayments, deposits and advances to partners 226 1,418

Current portion of long-term receivables 24,305 14,530

---------------------------

29,525 24,048

---------------------------

Non-current assets

Long-term receivables 13,435 19,472

Exploration and evaluation assets 43,434 33,762

Property, plant and equipment 95,192 85,035

---------------------------

152,061 138,269

---------------------------

Total assets 181,586 162,317

---------------------------

LIABILITIES

Current liabilities

Trade and other payables 4,254 7,343

Current portion of contingent liability 3,214 861

Current portion of long-term loans 4,333 -

---------------------------

11,801 8,204

---------------------------

Non-current liabilities

Long-term loans 21,437 5,718

Contingent liability - 2,271

Decommissioning provision 921 782

---------------------------

22,358 8,771

---------------------------

Equity

Share capital 411,493 404,225

Equity reserve 25,510 24,916

Accumulated deficit (289,576) (283,799)

---------------------------

147,427 145,342

---------------------------

Total liabilities and equity 181,586 162,317

---------------------------

WENTWORTH RESOURCES LIMITED

Unaudited Condensed Consolidated Interim Statement of Comprehensive Loss

United States $000s, unless otherwise stated

Quarter ended Nine months ended

September 30,  September 30,

2015 2014 2015 2014

----------------------------------------

Total revenue 972 270 1,536 759

Operating expenses

Production and operating (752) (474) (2,645) (1,646)

General and administrative (1,479) (1,767) (4,332) (5,066)

Share based compensation (136) (308) (594) (785)

Depreciation and depletion (434) (155) (662) (446)

Gain from sale of office assets - 5 - 60

----------------------------------------

Loss from operating activities (1,829) (2,429) (6,697) (7,124)

Finance income 1,205 1,437 3,899 4,484

Finance costs (625) (326) (2,979) (878)

----------------------------------------

Net loss and comprehensive loss (1,249) (1,318) (5,777) (3,518)

----------------------------------------

Net loss per ordinary share

Basic and diluted (US$/share) (0.01) (0.01) (0.04) (0.02)

----------------------------------------

WENTWORTH RESOURCES LIMITED

Unaudited Condensed Consolidated Interim Statement of Changes in Equity

United States $000s, unless otherwise stated

Number of Share Equity Accumulated Total

shares capital reserve deficit  equity

$ $ $ $

--------------------------------------------------------------

Balance at 153,872,700 403,998 23,903 (299,076) 128,825

December

31, 2013

Net loss and - - - (3,518) (3,518)

comprehensive

loss

Share based - - 785 - 785

compensation

Issue of share 250,000 227 (77) - 150

capital

--------------------------------------------------------------

Balance at 154,122,700 404,225 24,611 (302,594) 126,242

September

30, 2014

--------------------------------------------------------------

Balance at 154,122,700 404,225 24,916 (283,799) 145,342

December

31, 2014

Net loss and - - - (5,777) (5,777)

comprehensive

loss

Share based - - 594 - 594

compensation

Issue of share 15,412,269 7,639 - - 7,639

capital

Share issue - (371) - - (371)

costs

--------------------------------------------------------------

Balance at 169,534,969 411,493 25,510 (289,576) 147,427

September

30, 2015

--------------------------------------------------------------

WENTWORTH RESOURCES LIMITED

Unaudited Condensed Consolidated Interim Statement of Cash Flows

United States $000s, unless otherwise stated

Quarter ended Nine months ended

September 30,  September 30,

2015 2014 2015 2014

----------------------------------

Operating activities

Net income/(loss) for the period (1,249) (1,318) (5,777) (3,518)

Adjustments for:

Share based compensation 136 308 594 785

Depreciation and depletion 434 155 662 446

Finance loss, net (580) (1,111) (920) (3,606)

Gain from sale of office assets - (5) - (60)

Change in non-cash working capital (1,855) 3,760 523 (156)

----------------------------------

Cash (used in)/generated from operating (3,114) 1,789 (4,918) (6,109)

activities

----------------------------------

Investing activities

Additions to evaluation and exploration (382) (7,976) (9,672) (16,447)

assets

Additions to property, plant and equipment (1,158) (331) (10,770) (1,107)

Net (increase)/reduction in long-term 481 43 (1,472) 235

receivable

Conversion of term deposits to cash - 4,013 - 23,176

Interest income - 21 - 96

Change in non-cash working capital (7,777) - (2,978) -

----------------------------------

Cash (used in)/from investing activities (8,836) (4,230) (24,892) 5,953

----------------------------------

Financing activities

Issue of share capital, net of issue costs 7,268 - 7,268 150

Proceeds from long-term loans 5,161 - 20,000 -

Interest paid (421) (91) (663) (269)

Proceeds from sale of office assets - 7 - 62

----------------------------------

Cash from/(used in) financing activities 12,008 (84) 26,605 (57)

----------------------------------

Net change in cash and cash equivalents 58 (2,525) (3,205) (213)

Cash and cash equivalents, beginning of the 2,224 16,813 5,487 14,501

period

----------------------------------

Cash and cash equivalents, end of the period 2,282 14,288 2,282 14,288

----------------------------------

About Wentworth Resources

Wentworth Resources is a publicly traded (OSE:WRL, AIM:WRL), independent oil &

gas company with: natural gas production; midstream assets; and exploration and

appraisal opportunities; all in the Rovuma Delta Basin of coastal southern

Tanzania and northern Mozambique.

Cautionary note regarding forward-looking statements

This press release may contain certain forward-looking information.  The words

"expect", "anticipate", believe", "estimate", "may", "will", "should", "intend",

"forecast", "plan", and similar expressions are used to identify forward looking

information.

The forward-looking statements contained in this press release are based on

management's beliefs, estimates and opinions on the date the statements are made

in light of management's experience, current conditions and expected future

development in the areas in which Wentworth is currently active and other

factors management believes are appropriate in the circumstances. Wentworth

undertakes no obligation to update publicly or revise any forward-looking

statements or information, whether as a result of new information, future events

or otherwise, unless required by applicable law.

Readers are cautioned not to place undue reliance on forward-looking

information. By their nature, forward-looking statements are subject to numerous

assumptions, risks and uncertainties that contribute to the possibility that the

predicted outcome will not occur, including some of which are beyond Wentworth's

control.  These assumptions and risks include, but are not limited to: the risks

associated with the oil and gas industry in general such as operational risks in

exploration, development and production, delays or changes in plans with respect

to exploration or development projects or capital expenditures, the imprecision

of resource and reserve estimates, assumptions regarding the timing and costs

relating to production and development as well as the availability and price of

labour and equipment, volatility of and assumptions regarding commodity prices

and exchange rates, marketing and transportation risks, environmental risks,

competition, the ability to access sufficient capital from internal and external

sources and changes in applicable law.  Additionally, there are economic,

political, social and other risks inherent in carrying on business in Tanzania

and Mozambique. There can be no assurance that forward-looking statements will

prove to be accurate as actual results and future events could vary or differ

materially from those anticipated in such statements. See Wentworth's

Management's Discussion and Analysis for the year ended December 31, 2014,

available on Wentworth's website, for further description of the risks and

uncertainties associated with Wentworth's business.

Notice

Neither the Oslo Stock Exchange nor the AIM Market of the London Stock Exchange

has reviewed this press release and neither accepts responsibility for the

adequacy or accuracy of this press release.

This information is subject to the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act.

[HUG#1967881]