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Proposed Reverse Takeover

by Warrego Energy Limited

and AIM Listing

David Casey

Managing Director & CEO

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Why?

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Why consider a merger?

▪ Diversify risk

▪ Enhance capabilities

▪ Greater scale increases funding optionality

▪ Provide certainty

✓ Ultimately combined entity provides greater scope and

scale and return for existing and new shareholders

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Why Warrego?

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Why Warrego?

▪ Very material “company making” asset

▪ $11M carry on very near term high impact drilling activity

▪ Accomplished and credentialed corporate and technical

team

▪ Committed to adding shareholder value through the “drill

bit”

▪ Provides funding optionality in Australia and UK

✓ Combined entity not only has complementary assets and

skillsets but a pathway of very material projects…

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Who is Warrego?

What are the terms?

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Reverse take over / raising $10m-$16m / dual listed on AIM and ASX by Feb 2019

Warrego

UK Private company

Assets:

West Erregulla - Perth Basin WA

Strike farming in - $11m for 50%

Latest see ASX:STX news

Petrel

ASX Listed - PRL

Assets:

Tesorillo Southern Spain

North Perth Basin WA

Uruguay medium term optionality

Approved activities 1st half 2019: Planned activities 2nd half 2019:

Drilling West Erregulla-2 in WA Drilling Tesorillo Spain

Proposed Transaction – subject to shareholder approval

77% 23%

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Proposed Transaction

▪ Petrel has negotiated a non binding term sheet for a reverse takeover with

Warrego Energy (UK) Limited (subject to customary conditions precedent)

▪ RTO requires shareholder approval in January 2019

▪ Warrego shareholders will own approximately 77% of Petrel following the RTO

▪ Petrel shareholders will own approximately 23% of Petrel following the RTO

▪ The company will be renamed Warrego Energy Limited

▪ On completion of the RTO the board will consist of Mr Greg Columbus and five

newly appointed directors nominated by Warrego – see next slide for the 4

Warrego nominees

▪ Immediately after the RTO, Warrego Energy Limited, will list on AIM with a

capital raising of approximately A$10m

See Transaction Details later in presentation

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Proposed Warrego Directors

Warrego Management bring a breadth of technical and corporate expertise

Dennis Donald

Managing Director

Co-Founder

Left Shell to form Leading Edge Advantage (“LEA”). Built this to a global business.

Sold LEA and formed Warrego to bring new technology and techniques to play in

unconventional onshore gas. Educated to Masters level at Robert Gordon’s

University.

Duncan MacNiven

Executive Director

Co-Founder

Former corporate/oil & gas lawyer Co-founded LEA in 1998 and Warrego in 2007.

Invested in and sold out of a number of asset and technology projects. Graduate of

Aberdeen University.

Mark Routh

Non-executive Chairman

Over 30 years experience. Chairman of Independent Oil &Gas plc. Previously MD

of CH4 Energy Ltd.10 years with Hess, 6 years with BP and 5 years with

Schlumberger. Msc in Petroleum Engineering from Imperial College.

Owain Franks

Chief Operating Officer

Formerly Commercial Director Independent Resources Group plc. Previously a

senior partner in PwC in the UK for 21 years. Former Senior Adviser to the Board

of Dana Petroleum plc. LLB University of Southampton, Post Graduate Diploma in

Corporate Strategy, Harvard Business School.

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Warrego brings experience…

Warrego brings proven management and entrepreneurial history.

Also deep knowledge of innovative drilling, production techniques/processes.

and technologies to the Perth Basin and to the combined entity.

Warrego has particular skills and networks in:

▪ Underbalanced, coiled tubing and managed pressure drilling techniques.

▪ Access to proven cutting edge technologies as example in the following areas

▪ Ballistics, Perforator with proven capability to dramatically reduce fracture

breakdown pressure and improve productivity in suitable reservoirs by 20%.

▪ Fibre Optic Logging Tool for Well and Field Evaluation. “Disposable” fibre optic

logging tool can be deployed to give well logs and extrapolation onto filed

characteristics.

▪ Cuttings evaluation technology that can give real time well characteristics and the

ability to extrapolate into successful field management and development.

Warrego’s technical skills are ideally suited to West Erregulla and WA’s unlocked

unconventional potential

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…and a potential world class asset

▪ $11m farm-in by Strike Energy Ltd

for 50% of EP469 signed in June

2018

▪ West-Erregulla 2 well scheduled to

commence drilling during H1

2019 to test 3 horizons including

the Kingia-High Cliff sand sequence

(the Waitsia conventional gas

prospect)

▪ Significant additional

unconventional potential also

identified subject to lifting of

moratorium on fracking

▪ Exploration and appraisal

agreements already in place with

indigenous communities

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North Perth Basin…Australia’s next gas province

Waitsia now ranked in the top 5 largest gas fields ever discovered onshore Australia

North West Shelf to Perth Pipeline

Waitsia-2P Reserves

recently increased to

811PJ (gross); 78%

higher than AWE’s 2P

Waitsia Reserves as at

30 June 2017

Waitsia-2 42m perf. avg.

rate of 38.5Mmscf/d

Waitsia-3 42m perf. avg.

rate of 49.5Mmscf/d

Waitsia-4 50m perf. avg.

rate of 89.6Mmscf/d

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Targets

Multiple conventional and unconventional targets

COOLCALALAYA

1st Unconventional target STP-EPA-0127

2nd Unconventional target STP-EPA-0127

EP-469 & Waitsia

Conventional target

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Strike Energy (STX) agrees…

On 8 June 2018 Warrego completed the farm-out of part of EP469 to Strike

Energy Limited (“Strike”), an ASX listed company on the following terms:

▪ 50% of EP469 was transferred to Strike

▪ Strike became operator

▪ Strike has paid A$600,000 to Warrego and operations are under way

▪ Strike carries Warrego for the first A$11,000,000 of expenditure on the West

Erregulla Deep well

▪ Warrego has equal representation on the Operating and Technical

Committees of the joint venture (“JV”).

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Third Party Validation…

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AWE Valuation of Waitsia vs. West Erregulla

83% of the AWE’s 2P Reserves were attributable to Waitsia providing a market valuation of

$503m for its 50% of Waitsia.

1. Source: Mitsui & Co presentation dated 18 May 2018 “TOB of AWE Limited”.

2. Assumes 100% of the acquisition value is attributable to 2P Reserves. Calculated as AWE acquisition value $605m x 83% = $503m.

3. West Erregulla Kingia- High Cliff Prospective Resource as disclosed by Strike Energy Limited in an announcement entitled West Erregulla Update released on the 13th

June 2018.

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Waitsia buyer is preparing the LNG supply side

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West Erregulla– A tier 1 asset in the making

West Erregulla is a material standalone conventional gas prospect with prospective

volumes up to 1.24 TCF

Source: West Erregulla Kingia- High Cliff Prospective Resource as disclosed by Strike Energy Limited in an announcement entitled West Erregulla Update released on the 13th June 2018.

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West Erregulla – Additional Prospectivity

Source: West Erregulla Lower Dongara Prospective Resource as disclosed by Strike Energy Limited in an announcement entitled October 2018 Update released on the 12th October 2018.

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West Erregulla - Advanced reprocessing

Advanced reprocessing & spacial stacking yields further confidence in Kingia-High Cliff

Source: West Erregulla Advanced reprocessing as disclosed by Strike Energy Limited in an announcement entitled October 2018 Update released on the 12th October 2018.

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West Erregulla-2 Well Delivery

Source: Waitsia drill rig photo from AWE presentation to WA Petroleum Club on 28 March 2018

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In Summary…with complementary assets

and exploration philosophies this clearly

represents a compelling opportunity for

existing shareholders in both companies,

where the whole is definitely worth more than

the parts.

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Transaction details

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Pro Forma Capital Structure

The indicative capital structure of Petrel following completion of the RTO, based on

the current securities on issue, including the Convertible Note issue, and AIM Listing

(each assuming full subscription), will be as follows:

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Preliminary Timetable

A preliminary timetable for the Transaction and associated events is set out below

and is subject to change:

Event Date

Execution of definitive agreements 5 December 2018

Dispatch of Notice of General Meeting for Petrel 19 December 2018

Petrel General Meeting to approve share issue for RTO 31 January 2019

Finalisation of AIM Public Offer fundraise 1 February 2019

Target date for AIM Admission 15 February 2019

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Contact

Level 6, 10 Bridge Street, SYDNEY NSW 2000

Ph. +61 2 9254 9000

www.petrelenergy.com

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