Heritage Oil Plc Capital Markets Day, 30 January 2013 January 2013 - - PowerPoint PPT Presentation

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Heritage Oil Plc Capital Markets Day, 30 January 2013 January 2013 - - PowerPoint PPT Presentation

Heritage Oil Plc Capital Markets Day, 30 January 2013 January 2013 Disclaimer Important Notice Certain information in this presentation is based on management estimates. Such estimates have been made in good faith and represent the genuine


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SLIDE 1

Heritage Oil Plc

Capital Markets Day, 30 January 2013

January 2013

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SLIDE 2

1

Disclaimer – Important Notice

1

Certain information in this presentation is based on management estimates. Such estimates have been made in good faith and represent the genuine belief of applicable members of management. Those management members believe that such estimates are founded on reasonable grounds. However, by their nature, estimates may not be correct or complete. Accordingly, no representation or warranty (express or implied) is given that such estimates are correct or

  • complete. No representation or warranty (express or implied) is given that such estimates are so founded. Neither the Company nor J.P. Morgan Cazenove or Standard Bank undertake any obligation to correct or complete any estimate

whether as a result of being aware of information (new or otherwise), future events or otherwise. Overseas shareholders This presentation has been prepared for the purposes of complying with English law and the Listing Rules of the FSA and information disclosed may not be the same as that which would have been prepared in accordance with the laws

  • f jurisdictions outside England.

Persons who are not resident in the United Kingdom may be affected by the laws of jurisdictions other than the United Kingdom. Such persons should inform themselves about and observe any applicable requirements of such

  • jurisdictions. Any failure by such persons to comply with any applicable restrictions may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable law, the companies involved in

the proposed Divestment, J.P. Morgan Cazenove and Standard Bank disclaim any responsibility or liability for the violation of such restrictions by any person. Copies of this presentation are not being, and must not be, mailed or otherwise forwarded, distributed or sent in, into or from any jurisdiction where to do so would constitute a breach of securities laws in that jurisdiction. Persons receiving this presentation (including custodians, nominees and trustees) should observe these restrictions and should not send or distribute this presentation in, into or from any such jurisdictions. CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION: This presentation includes statements that are, or may be deemed to be, “forward-looking statements”. These forward-looking statements include, but are not limited to, statements with regard to the outcome of the exercise of the Shoreline Option, proposed Divestment, Loan, future production and grades, projections for sales growth, estimated revenues, reserves and resources, targets for cost savings, the construction cost of new projects, the timing and

  • utcome of exploration projects and drilling programmes, projected capital expenditures, the timing of new projects, future cash flow and debt levels, the outlook for the prices of hydrocarbons, the integration of acquisitions, the
  • utlook for economic recovery and trends in the trading environment, statements about strategies, cost synergies, revenue benefits or integration costs and production capacity and future production levels and timing, and may be (but

are not necessarily) identified by the use of words such as “believes”, “estimates”, “plans”, “projects”, “anticipates”, “expects”, “intends”, “may”, “aims”, “plans”, “predicts”, “continues”, “assumes”, “positioned”, “will”, or “should” and

  • ther similar expressions that are predictions of or indicate future events and future trends or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include matters that are not

historical facts and include statements regarding the Company’s intentions, beliefs or current expectations. An investor should not place undue reliance on forward-looking statements because, by their nature, they involve known and unknown risks, uncertainties and other factors and relate to events and depend on circumstances that may or may not occur in the future that are in many cases beyond the control of the Company. A number of factors could cause actual results and developments to differ materially from those expressed or implied by the forward-looking statements. In particular, there is no assurance that the conditions precedent to completion of the proposed Divestment will be satisfied or waived and the Company may not realise the anticipated benefits, operational and other synergies and/or cost savings from the proposed Divestment or the Loan repayment. Any forward-looking statements in this presentation reflect the Company’s view with respect to future events as at the date of this presentation and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company’s operations, results of operations, growth strategy and liquidity. None of the Company, J.P. Morgan Cazenove or Standard Bank undertake any obligation publicly to release the results of any revisions or up-dates to any forward-looking statements in this presentation that may occur due to any change in its expectations or to reflect events or circumstances after the date of this presentation. Subject to certain exceptions, neither this presentation nor any copy of it may be taken or transmitted into the United States, its territories or possessions or distributed, directly or indirectly, in or into the United States, its territories or

  • possessions. Neither this presentation nor any copy of it may be taken or transmitted into any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction or to any securities analyst or other

person in any of those jurisdictions. Any failure to comply with this restriction may constitute a violation of United States or other applicable securities law. The distribution of this presentation in other jurisdictions may be restricted by law and persons into whose possession this document comes should inform themselves about, and observe, any such restrictions. This presentation does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein have not been and will not be registered under the US Securities Act of 1933 (the “Securities Act”), and may not be offered or sold in the United States absent an exemption from, or in a transaction not subject to the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. There will be no public

  • ffer of any securities of Heritage in the United States. The securities referred to herein have not been and will not be registered under the applicable securities laws of any other restricted jurisdiction and, subject to certain exceptions,

may not be offered or sold within any jurisdiction where to do so would constitute a violation of the relevant laws or to any national, resident or citizen of such jurisdiction. This presentation constitutes an advertisement within the meaning of the Prospectus Rules of the FSA and is not a prospectus and has been prepared solely in connection with the proposed Divestment. Copies of certain corporate documents relating to certain matters discussed herein are/will be available from the Company’s registered office and from 34 Park Street, London, W1K 2JD and are/will be available for viewing on the Company’s website at www.heritageoilplc.com. Important Information This presentation does not constitute an offer to sell, or the solicitation of an offer to buy, exchange, or transfer any securities of Heritage. The value of ordinary shares of Heritage and exchangeable shares of Heritage Oil Corporation exchangeable into ordinary shares of Heritage can go down as well as up and past performance cannot be relied on as a guide to future performance. .

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SLIDE 3

PRESENTATION OVERVIEW

2

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SLIDE 4

3

Capital Markets Morning

Section Presenter Page Introduction and Overview Paul Atherton 5 OML 30 – Transaction Details and Overview Paul Atherton 19 OML 30 – The Assets, Fields, Infrastructure Steve Kobak 26 OML 30 – Field Development Steve Kobak 43 OML 30 – Environmental and CSR Kola Karim 54 Nigeria Kola Karim 57 Production – Russia Steve Kobak 61 Exploration Brian Smith 64 Summary Paul Atherton 75

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SLIDE 5

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Biographies

Steve Kobak, VP Production

  • Mr. Kobak, a qualified engineer, has 27 years of experience in oil and gas production operations, reservoir studies and asset
  • development. The companies he has worked for include ESSO, Shell International and Khanty Mansiysk Oil Corporation in

Western Siberia where he held senior management positions guiding technical and operations activities. He has extensive international experience working in Russia, the Far East, Middle East and Canada. Mr. Kobak joined Heritage in 2007. Brian Smith, VP Exploration

  • Mr. Smith has 30 years experience in the oil industry. He initially worked as an exploration geologist for Exxon in the North Sea

and Gulf of Mexico. Later he joined Enterprise Oil where he managed various exploration projects in the Far East and Eastern Europe/FSU. He joined Heritage as Vice President, Exploration in 1997. Kola Karim, Director Shoreline Natural Resources

  • Mr. Karim is Group CEO and Managing Director of Shoreline Energy and Shoreline Power. Mr. Karim holds an MBA from the

University of Leicester and degree in Business Management from City University; he is also an alumni member of the Harvard Business School for the Executive Management Programme and the Harvard Kennedy School for the Leadership and Public Policy programme. He was awarded Young Global Leader Award in 2008 by the World Economic Forum. Paul Atherton – CFO, Director

  • Mr. Atherton is a qualified accountant, having qualified with Deloitte & Touche, and holds a degree in geology from Imperial

College London. He has a corporate finance background with specific experience in the international mining and resource

  • sectors. He joined Heritage in 2000 and subsequently joined the Board of Directors in 2005.

.

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SLIDE 6

HERITAGE OVERVIEW

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SLIDE 7

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Transformational Growth

2P Reserves 1999: 2.5 million barrels 2013: 412 million barrels Production 1999: 367 bopd 2013: 11,583 bopd Market Capitalisation 1999: US$13 million 2013: US$848 million

TSR Versus Peers Since TSX Listing, %

1,000 2,000 3,000 4,000 5,000 6,000 7,000 8,000 9,000 10,000 Jan 99 Jan 01 Jan 03 Jan 05 Jan 07 Jan 09 Jan 11 Jan 13

Heritage Tullow Oil Premier Oil Soco International Afren Salamander Energy

Source: Factset and Datastream as of 25 January 2013

Cash raised from equity markets: US$370m Cash raised through sale

  • f assets: US$2bn

Dividend of c.US$500m paid in 2010

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SLIDE 8

Ability to Deliver and Provide Substantial Growth

7

  • Acquisition of a world class asset providing a step change in production, reserves and cash

flow

  • Creates a platform upon which to build within Nigeria

Completion of OML 30 Acquisition

  • Attractive valuation secured for a development asset with a significant future capital

expenditure requirement

  • Proceeds used to partially fund entry into Nigeria and also to continue exploration and

development of the existing portfolio

Completion of Miran Disposal

  • Strong balance sheet
  • Potential to develop and strengthen the portfolio through further acquisitions

Financial Flexibility

  • Exceptional record of generating value and monetising assets
  • Raised US$2bn in asset sales with the current management team

Value Generation

  • Look to acquire assets that are underdeveloped or overlooked
  • Early mover advantage

Strategic Advantage

  • Discovered four of the five largest onshore discoveries in Sub-Saharan Africa (excluding

Nigeria) in the last ten years

  • Depth and breadth of industry experience

Technical Skillset

  • Ability to mitigate risk associated with political and security issues through local partners,
  • n-the-ground experience and engagement with local communities
  • Balanced portfolio of exploration and production assets

Management of Risk

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SLIDE 9

Production Exploration

Russia

95% Zapadno Chumpasskoye  Produced c.617 bopd in Q3 2012.

Tanzania

29.9% Latham 100% Rukwa North Basin 100% Rukwa South Basin 100% Kyela  Work programmes on Rukwa and Kyela have commenced.  Rukwa legacy 2D seismic has been processed and additional seismic is being acquired.  Kyela gravity survey has been interpreted and seismic acquisition has completed.

Malta

100% Area 2 100% Area 7  Well planning ongoing.

Pakistan

54% Sanjawi Block 48% Zamzama North Block  Initial interpretation of existing seismic has identified several prospects and leads.

Libya

Sahara Oil Services  51% equity interest and control

  • f Sahara Oil Services which

will provide access to the Libyan oil industry.

Nigeria

OML 30

  • Major interest in OML 30

through Shoreline Natural

  • Resources. Produced gross

c.35,7oo bopd in November 2012.

8

Diversified Portfolio Across Core Areas

Production Exploration

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SLIDE 10

89 67 44 21 16 14 12 25 50 75 100 412 380 296 185 130 75 62 100 200 300 400 500

Heritage Relative to Peer Group

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2P Reserves, mmboe Market Capitalisation, US$ million 2013E Production, kbpoed

16,966 3,133 2,458 2,009 848 773 399 1,000 2,000 3,000 4,000 5,000

Source: Factset as of 25 January 2013, company reports, and Woodmac for Soco and Salamander Energy 2013E production estimates

FV/2P Reserves, US$/boe

46.5 16.4 14.1 13.4 11.4 3.4 2.3 10 20 30 40 50

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SLIDE 11

OML 30 – DRIVING GROWTH

10

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SLIDE 12

Nigeria, OML 30

11

 45% interest in OML 301 acquired by Shoreline Natural Resources (“Shoreline”)2  Onshore Nigeria, located less than 50 kilometres east of Warri  Lease covers 1,097 square kilometres with eight producing fields; Afiesere, Eriemu, Evwreni, Kokori, Oroni, Oweh, Olomoro-Oleh, Uzere West  850,000 bpd pipeline to export terminal  Gross production of c.35,700 bopd reported for November 2012 with the potential to significantly increase to c.100,000 bopd in the medium term and c.300,000 bopd in the long term, according to RPS evaluation

¹ OML 30 is 55% owned by Nigerian Petroleum Development Corporation (“NPDC”)

2 Shoreline equity split is 45% Heritage, 55% Shoreline Power Company

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SLIDE 13

 Local partner Shoreline Power is an indigenous pan-African energy and infrastructure business with an existing network of strong and respected relationships within Nigeria  Heritage has a strong technical team with relevant geographic experience

Exposure to Nigeria

 Proved reserves of 37.2 bn bbls2, the largest in sub-Saharan Africa, 2nd largest in Africa and 10th largest in the world  Largest African producer with 2.5 mmbbls per day, with well-established infrastructure from over 50 years of oil production  Step change in net production to Heritage, increasing from 617 bopd in Q3 2012 to c.11,350 bopd year end exit rate  2P crude reserves net to Heritage increase from 65 mmbbls to 412 mmbbls

Combining Nigerian relationships with technical expertise Acquisition of world class asset

 Completed in November 2012, 45% interest in OML 30, located onshore Nigeria, acquired by Shoreline  Gross production c.35,700 bopd reported for November 2012  Largest ever upstream asset transaction in sub-Saharan Africa on a 2P basis1

OML 30 - A Transformational Acquisition

Diversification in core areas

 Balancing exploration with production, within core geographic areas  Oil focused producing lease

1 Herold, based on publicly sourced data 2 BP Statistical Review 2012

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Step change in production and reserves

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SLIDE 14

Acquisition Provides A Step Change in Production and Reserves

Net Production, bopd Net Reserves, mmbbls

2,000 4,000 6,000 8,000 10,000 12,000 Heritage pre acquisition OML 30 Heritage post acquisition 13 150 300 450 Heritage pre acquisition OML 30 Heritage post acquisition

 Production:  2013 average 45,000 bopd gross from OML 30, net to Heritage 2013 production is expected to be 14,300 bopd  2014 average 70,000 bopd gross from OML 30, net to Heritage 2014 production is expected to be 22,000 bopd  Reserves  OML 30 gross 2P reserves of 1,114 million barrels  2P crude reserves net to Heritage increase from 65 mmbbls to 412 mmbbls

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SLIDE 15

Positioning Shoreline within Nigeria’s Indigenous Oil Sector

14 100 200 300 400 500 600

2P Reserves, mmbbls Latest Reported Production, bopd

2,000 4,000 6,000 8,000 10,000 12,000 14,000 16,000 18,000

 Nigeria’s indigenous oil sector is being strengthened by asset divestments from IOCs over the past 3 years  Shoreline’s acquisition of OML 30 positions it as one of the largest indigenous oil companies in Nigeria  Establishes Shoreline with critical mass of reserves and production to be leading player in the Nigerian oil sector  Creates reputable platform with execution experience for potential future transactions

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Recent Divestments

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 OML 30 is one of a number of licences that have been divested in the Niger Delta recently  OML 30 has been referred to as the premier asset due to location, reserves, current production, availability of facilities and proved development capability

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Attractive Acquisition Metrics

US$ per 2P Reserves of Precedent Transactions1

¹ Based on 2P reserves at announcement. No “2P case” published for OML 42, RPS “mid-case” used as proxy Note: FV calculated based on market capitalisation from Factset as of 25 January 2013 and net debt from latest company filing

 Attractive acquisition cost of US$1.7/2P reserves versus average

  • f US$5.9 for precedent transactions

 Significant discount compared to similar recent onshore transactions in Nigeria  Long-life asset with 2P reserve life of 87 years at current production of c. 35,000 bopd  OML 30 immediately cash generative upon completion  Comparable transactions based on onshore Nigeria assets sold during last 3 years by IOCs:  Oando acquisition of OML 60-63 announced December 2012 (yet to be completed)  Eland acquisition of OML 40 announced August 2012  Neconde acquisition of OML 42 announced April 2011  Afren/FHN acquisition of OML 26 announced October 2010  Maurel & Prom/Seplat acquisition of OMLs 4, 38 and 41 announced January 2010

FV/2P Comparison with Selected Peers, US$/boe

2 4 6 8 10 OML 30 OML 60 - 63 OML 40 OML 42 OML 26 OML 4, 38, 41

Average of precedents

16 46.5 16.4 14.1 13.4 11.4 3.4 2.3 1.7 10 20 30 40 50 OML 30 acquisition multiple

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SLIDE 18

OML 30 – The Opportunity

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 Over 200 wells have been drilled on the licence since 1961 with most drilling completed prior to 1992  All wells are producers as the reservoirs are underlain by a strong aquifer  Sporadic drilling as the licence was not considered core and therefore over-looked and under developed  Production from the licence commenced in 1963 and peaked in 1971 at c. 280,000 bopd  Over the period 2006 to 2009 production was severely impacted by both security and funding issues  These issues are less relevant for Shoreline and will make it easier to bring production back on  Production of c.35,700 bopd as at November 2012

Historical Oil Production, ‘000 bopd Historical Drilling

50 100 150 200 250 300 5 10 15 20 25 30 Cumulative Wells Wells per Year Wells Drilled Annually Cumulative Wells 50 100 150 200 250 300 kBopd

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SLIDE 19

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OML 30 - Independent Evaluation

OML 30 Summary of Reserves

Base Income Tax Scenario1 ($million) Alternative Income Tax Scenario2 ($million) Post–tax NPV (10%) Post–tax NPV (10%) Proved Reserves (1P) 1,189 1,410 Proved & Probable Reserves (2P) 2,162 2,652 Proved & Probable & Possible Reserves (3P) 3,129 3,820

1 Assumes the income tax applicable under current Nigeria law 2 Assumes the income tax under changes to Nigerian Law which Heritage believes might occur

Gross Remaining Reserves Heritage Group Net Entitlement Reserves Gross of Royalty Net of Royalty Gross of Royalty Net of Royalty (mmstb) (mmstb) (mmstb) (mmstb) Proved Reserves (1P) 538 430 168 134 Proved & Probable Reserves (2P) 1,114 891 347 277 Proved & Probable & Possible Reserves (3P) 1,733 1,387 539 431

 Independent evaluation of OML 30 and Heritage’s existing assets  2P valuation range of US$2.2 to US$2.7 billion at 10% discount rate  RPS report does not factor in additional upside from gas reserves, remaining undeveloped reservoirs and behind pipe reserves in developed reservoirs where new wells are not expected

OML 30 Post-tax Valuation Net to Heritage

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SLIDE 20

Transaction Details and Structure

19

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SLIDE 21

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Combining Nigerian Relationships with Technical Expertise

Heritage Oil Plc Shoreline Power

 Financial strength  Technical and

  • perational

expertise  Experienced African

  • perator and

investor  Local knowledge and expertise  Operations throughout Nigeria and West Africa  Energy and infrastructure

  • perating

expertise  Network of contacts in the Nigerian

  • il and gas

community

Acquisition Structure

OML 30

Oil mining lease in Nigeria

Vendors

US$850m 45% of OML 30 30% 55% Leading auction

(indigenous Nigerian Company)

45% 10% 5%

Buyer

NPDC (Operator)

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SLIDE 22

Capital Structure

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Shoreline Shareholder Arrangement & Debt Funding

55% equity interest 45% equity interest

OML 30

 Shoreline Natural Resources is an indigenous company based on equity split; Shoreline Power holds 55%  Economic interest takes into account equity capital funded by each shareholder and profit share  Shoreline Power entitled to 2.5% profit share  Consideration for Shoreline Power Call Option is 30% of equity funding into Shoreline Natural Resources at time of exercise  Equity funding is through shareholder loans  Relationship between Heritage and Shoreline Power governed by shareholder agreement  Acquisition was funded through 18 month bridge loan facility of US$550 million into Shoreline Natural Resources from Standard Bank  Bridge facility has been syndicated to Nigerian banks and China Development Bank  Shoreline Natural Resources currently finalising

  • ptions to re-finance the bridge facility with a 5-

year debt instrument

45%

US$550 million bridge facility

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SLIDE 23

The Operating Framework

22

 Shoreline owns a 45% interest in OML 30, NPDC own 55% and is operator  The two companies work under the terms of a Joint Operating Agreement which is typical within industry  Additionally, NPDC have solely entered into an agreement with Atlantic Energy, a Nigerian company, to provide financial and technical assistance for their 55% interest. Atlantic Energy provides technical services, preparing drilling plans as an example, supplies any cash shortfalls and is paid from the NPDC 55% share of revenues according to the terms of their agreement

Shoreline NPDC

SHELL OML 30 Operating Staff

OML 30 Atlantic Energy

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SLIDE 24

The Operating Relationship

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NPDC Shoreline SUBCOM TECOM OPCOM

 OML 30 is managed along the lines of most JOA agreements  NPDC and Shoreline have established the OML 30 OPCOM to provide recommendations on programmes, budgets and asset management. OPCOM is composed of equal numbers from the two owners  OPCOM decides on items that will be accepted or require further study  Studies are carried out under the direction of SUBCOMs. Those studies include all aspects of managing OML 30  SUBCOM recommendations are in turn passed to TECOM for technical approval  When approved at OPCOM the issue is presented to NPDC and Shoreline for approval  Shoreline sells its 45% of production through a five year marketing contract with Shell and receives funds direct The key to successful management and development of OML 30 is communication, respect and a shared vision

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SLIDE 25

Profit-Sharing Agreement

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Shoreline is an Indigenous Nigerian Company

 Shareholder Agreement provides for an economic interest that is different to the equity interest  Shoreline Power has exercised the option to acquire a 30% participating economic interest, for which Heritage will receive

  • ver US$100 million

Corporate Governance

 Shareholder agreement applies corporate governance standards and ensures management efficiency  Shareholder agreement covers matters requiring unanimous approval  Five directors; two appointed by Heritage  Advisory board to include senior figures from local stakeholders  Strong Nigerian profile

Operatorship Post-Transaction

 Operatorship is transferring to NPDC, a subsidiary of the state oil company Nigerian National Petroleum Corporation (“NNPC”)  Highest quality members of existing Shell Nigeria operating team will be transferred across  Shell is providing assistance during the transition period  Shoreline is one of the leading indigenous companies producing in Nigeria  Combines Shoreline Power’s energy and infrastructure operating expertise and respected network of relationships within Nigeria with Heritage’s strong technical team with relevant geographic expertise  Shoreline and Heritage are developing close relationships with local communities and other stakeholders

Shoreline

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SLIDE 26

Organogram of Shoreline

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VP Production Production Technologist Production Engineer Reservoir Engineer Facilities Engineer Geologist Geophysicist

Chief Executive Officer Chief Operating Officer Finance Manager Corporate Accountant Accountant Joint venture Operations Accountant Joint Venture Accountant Joint Venture Accountant Technical Director Production Engineer Reservoir Engineer Pipeline Engineer Facilities Engineer Geologist Geophysicist Head, Human Resources Protocol Specialist IT Specialist (PT) Commercial Director Secretary CEO Assistant

Lagos Organisation London Nigeria Assets Technical Organisation

Director and CFO Chief Financial Controller

JV Accountant

London Finance Organisation

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SLIDE 27

The Assets

26

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SLIDE 28

Nigeria, OML 30

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 45% interest in OML 301 acquired by Shoreline  Onshore Nigeria, located less than 50 kilometres east of Warri, benefits from being on solid high ground  Lease covers 1,097 square kilometres with eight producing fields  In addition, there is one field not currently in production  850,000 bpd pipeline to export terminal  Infrastructure includes ullage to handle three times current production which is sufficient for near and medium term

  • pportunities and the Trans Forcados

Pipeline segment which will provide tariff income  Gross production of c.35,700 bopd reported for November 2012 with the potential to significantly increase to c.100,000 bopd in the medium term and c.300,000 bopd in the long term, according to the RPS evaluation  Contains nine flow stations with a combined capacity in excess of c.395,000 bpd  Associated gas facilities can handle c.42 mmscf/day collected from six flow stations

¹ OML 30 is 55% owned by Nigerian Petroleum Development Corporation (“NPDC”)

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SLIDE 29

Geology

28

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SLIDE 30

The Niger Delta

29

 OML 30 lies within the Niger Delta, located in the Gulf of Guinea, one

  • f the most prolific oil

and gas provinces in the world  From the Eocene to the present, the delta has prograded south- westward, forming depobelts that represent the most active portion

  • f the delta at each stage
  • f its development

 These depobelts form

  • ne of the largest

regressive deltas in the world covering approximately 75,000 square kilometres with a source rock thickness of up to 7,000 metres

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SLIDE 31

The Niger Delta cont’d

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 OML 30 fields are deltaic shallow marine shelf sands (usually shore face sands) at intermediate depth level in growth fault structural setting  Traps are typically related to rollover structures or anticlines of simple fault complexity  Progradation in the face of significant wave reworking has created sheet-like layers

  • f shoreface sand with

excellent reservoir quality  The wave action has created reservoirs with porosities of 20-30%  Permeability is typically greater than 500 mD and up to 3,000 mD

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SLIDE 32

Reservoir Structure and Traps

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 The structural configuration in the Niger Delta can generally be characterized as simple rollover structures  The structure is associated with landward dips that are associated with structure building faults located in the northernmost fault blocks of the basin  Structures tend to be bounded down dip by another structure- building fault  OML 30 reservoirs are typically anticlines

  • structures. Some are

bound to the north east by faults

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SLIDE 33

Stacked Reservoirs

32

 The progradation of the Delta coupled with the sea level changes controlled depositional patterns and caused facies changes that have resulted in stacked reservoirs  Sands with thickness of 10 to 40 metres were sandwiched between shales that created sealing caps above reservoirs  The OML 30 fields each contain up to 40 stacked

  • reservoirs. The seismic section for the Afiesere

field shown at left contains twenty one such layers, or stacked reservoirs. The chart illustrates the reserves associated with those reservoirs  An alphanumeric system , that is unique to that field, is used to label the reservoirs. The top reservoir in Afiesere is the J1000 while the deepest reservoir is the M8200  Each layer exhibits different reservoir and hydrocarbon characteristics  Reservoirs contain different types of hydrocarbons ranging from under-saturated oil to gas-condensate  OML 30 reservoirs are typically normally or slightly over-pressured  The reservoirs are underlain by substantial aquifers that provide nearly infinite pressure support

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SLIDE 34

The Fields

33

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SLIDE 35

Summary of Major Fields in OML 30

34 Major Fields Afiesere Eriemu Evwreni Kokori Olomoro- Oleh Oroni Oweh Uzere West OML 30 Total STOIIP (mmbbls) 897 1,003 412 1426 1,592 395 412 647 6,784 Production to date (mmbbls) 189 76 52 383 383 40 40 122 1,285 Remaining Technical Resource (mmbbls)1 368 49 170 260 78 65 130 1,120 Current production (kbopd) 7 1 1 6 15 4 1

  • 35

Discovered 1966 1961 1967 1960 1962 1965 1964 1963

  • First

Production 1968 1964 1969 1966 1963 1970 1966 1965

  • Number of

wells 41 20 14 40 40 8 11 16 190

¹ Based on RPS evaluation. Afiesere and Eriemu combined in RPS’s production forecast analysis

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SLIDE 36

Infrastructure

35

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SLIDE 37

Infrastructure Overview

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 The licence benefits from all infrastructure being in place  The licence includes 190 production wells, most are dual

  • string. Injection wells and water injection facilities are

unnecessary due to the strong aquifers  Well production is collected at one of nine flow stations. The flow stations have the capacity to handle 395,000 bpd, three times current production levels and will handle several years of projected production growth  The facilities are robustly designed and constructed and benefit from following a standard design so equipment can be easily replaced  The facilities have been maintained by Shell and therefore benefit from their worldwide experience and standards  Licence includes ownership of the Trans Forcados Pipeline that transports crude 95 kilometres to the Forcados Terminal

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SLIDE 38

Field Flow Stations

37

 Production for the wells is gathered at field specific flow stations  The flow stations separate liquid from gas through a simple two stage separation process  Liquids are then pumped via a trunk line collection system to a central manifold at Eriemu and onward through the Trans Forcados Pipeline  Gas is used as fuel for power generation, run the compressors and as gas lift gas. Any remaining gas is flared  Design of the flow stations follows a similar template, and vessels are similarly sized, making operations and maintenance straightforward  Capacity of the stations is listed at left. Total capacity is c. 395,000

  • bpd. Current throughput is c. 120,000 bpd so there is substantial

existing capacity to accommodate future production. The expansion of the facilities is straightforward and has been documented in various FDP’s Capacity Flow Station bbl/d Afiesere 60,000 Eriemu 30,000 Evwreni 30,000 Kokori 90,000 Olomoro-Oleh 60,000 Oroni 30,000 Osioka 15,000 Oweh 30,000 Uzere West 60,000

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SLIDE 39

Gas Lift Compressors

38

 Gas lift is the single method of artificial lift within OML 30  Six of the eight fields have gas lift installed. The two remaining fields are planned to have gas lift installed in 2014-2015  Poor compressor performance and high downtime are the cause of inefficient lifting and significant shortfall in daily production  Improving the performance of the gas lift system is projected to increase production by 20% and is the key target in 2013 Gaslift Number of Capacity Compressor Station Units MMscf/d Afiesere 5 21.2 Eriemu gas from Afiesere Evwreni Kokori 3 13.2 Olomoro-Oleh 7 40 Oroni Oweh gas from Olomoro Uzere West 2 10

slide-40
SLIDE 40

Ughelli Pumping Station

39

 The Ughelli Pumping Station, (“UPS”) is the collection hub for OML 30 and several other operators’ production  The facility has storage for 960,000 bpd of liquid and pumps the liquid from the tanks down the Trans Forcados Pipeline to the Forcados Crude Terminal  Three Solar turbine powered pumps having a total capacity of 660,000 bpd perform the pumping  The current facility is used to dewater crude for the Warri refinery. Crude is separated from water via gravity separation and pumped from the tank via a dedicated pipeline to the refinery  The 960,000 bbl of storage also provides several days of storage in the event of a shipping disruption on the Trans Forcados Pipeline  Future plans call for expansion of the water separation capacity by adding permanent subsurface water disposal facilities including conversion of a suspended well to an injector into the substantial aquifer and providing a water disposal line and injection pumping

slide-41
SLIDE 41

Gas Export

40

 Gas export, surplus to internal requirements for gas lift and fuel, is available for export via the Nigerian Gas Company (“NGC”) facilities  The NGC facilities include gas compressors and trunk lines for conserving gas. Total capacity is 42 MMscf/d  Gas is collected from the six largest OML 30 fields (Kokori, Afiesere, Eriemu, Oweh, Olomor Oleh and Uzere West) and transported to the nearby Ughelli gas plant where it enters the Nigerian domestic distribution system  At present, the system is non operational awaiting NGC to repair the gas gathering pipelines  OML 30 has a “domestic supply obligation” of 40 MMscf/d. In the event domestic demand requires it, the licence is expected to supply gas to the domestic and power generation markets of up to 40 MMscf/d. As gas supply far outweighs domestic demand, it is unlikely this obligation will be called on. In the event the supply is required, OML 30 can quickly recomplete an existing well on a gas reservoir and meet this commitment  2.5 TCF of gas in the licence not included in the RPS report NGC Sales Capacity Compressor Station MMscf/d Afiesere 8.8 Eriemu 10.0 Kokori 8.0 Olomoro-Oleh 3.3 Oweh 5.5 Uzere West 6.6

slide-42
SLIDE 42

Trans Forcados Pipeline

41

 The TFP is owned by OML 30 (45%

  • wned by Shoreline)

 This satellite photo illustrates the route

  • f the Trans Forcados Pipeline;

stretching from the Eriemu manifold in the east, through the UPS, around the north of Warri and westwards through OML’s 34 and 42 to the Frocados terminal, located within OML 45, where the crude is dewatered  The TFP stretches some 95 km starting as a 16" pipeline at the Eriemu manifold in OML 30 increasing to 24” on exit from the UPS and increasing to 28” at the Rapele manifold  Along the pipeline there are several intermediate tie-in manifolds  Pipeline is buried

Forcados Terminal Forcados River MF Rapele MF UPS Eriemu Field MF

slide-43
SLIDE 43

Trans Forcados Pipeline

42

 OML 30 owns and operates the TFP  Several other operators currently use the TFP to transport crude to Forcados for dewatering and export. Capacity of the line is 850k bpd. Current use is c. 315kbpd  These operators pay OML 30 a ‘Capacity tariff’ ranging from $0.11 to $0.87/bbl and a ‘Production charge’ of $0.17 to $0.44/bbl. The tariffs are based largely on the length of the line that is used  OML 30 does not pay a tariff  TFP projected tariff revenues total $57.4m. The 2012 actual Opex was $4.4m. Advice received from PWC is that the pipeline revenues will be taxed at a corporate income tax rate of 30%

slide-44
SLIDE 44

Field Development

43

slide-45
SLIDE 45

Current Production

44

 OML 30 production since 1 July 2010 to 30 November 2012 is

  • illustrated. Production

averaged 35.7 kbopd during November 2012  Production from Uzere West, averaging 2.5 Kbopd has been shut-in since December 2011 due to community issues in the adjacent town of Uzere

10 20 30 40 50 60 Oil Rate ('000 bopd) OML 30 Licence Production: 01-07-2010 to 30-11-2012

UZRE OWEH ORNI OLOM KOKR EVWR ERMU AFIE

slide-46
SLIDE 46

Realising Existing Potential and Future Upside

45

Short term Medium term Long term  Increase production through:  Improved gas lift by refurbishing existing system  Complete repairs to flow and gas lines and tie-in wells  Prevent downtime through improved community relations and share in profits to reduce vandalism  Invest in facilities to increase uptime  Modernise facility control equipment to increase efficiency  Workover existing shut-in wells to improve completions and to install gas lift in wells without artificial lift  Large stock of proved drilling locations determined from 3D seismic  Upside potential through focused management of the field and employing techniques such as multiple completions and horizontal drilling  Future exploration of deeper targets identified on 3D seismic  Future gas prices may lead to developing gas reserves  Lease extension past 2019; expected to be renewed thereafter as legislation provides for extension

slide-47
SLIDE 47

Production Profile

46

OML 30 Projected Gross Production, bopd1

¹ RPS estimates of OML 30 gross Proved plus Probable Reserves (2P) production profile

 Key developments to drive increase in production;  Gas lift  Uphole potential and flowline repairs  Workovers  Further drilling  Exploration potential  Upsides to the base case include development of the asset’s 2.5 Tcf of gas and deeper exploration potential

50,000 100,000 150,000 200,000 250,000 300,000 350,000

slide-48
SLIDE 48

The Work Programme – Gas Lift

47

 Gas lift is the key short term focus  Compressors are operating below design capacity and require refurbishment (pistons, valves, gaskets, etc)  Current compressor uptime c. 65%. Target to increase to 95%. Resulting production gains c.10,000 bopd. Downtime caused by engines tripping due to mechanical integrity issues and fuel gas supply pressure. Study currently underway by the compressor manufacturer  Subsurface gas lift operation is inefficient  Valves not set at correct depths and not working as designed. Results in inefficient lifting and waste of gas lift gas  Detailed data gathering and well by well review underway with Government. Target is to optimise lift on 32 strings with associated production gains target of c.8,100 bopd  Gas lift not installed to all wells  As water cut increases gas lift is required to maintain production. At 70% watercut wells will stop flowing. Gas lift system to be expanded in fields that currently have compressors. Target is to install gas lift to 19 wells in 2013 and 2014. Resulting production gains c.4,300 bopd  Gas lift systems to be installed at Oroni and Evwreni fields (these two fields currently have flowing wells only). Production gains associated with installing gaslift in Oroni and Evwreni total 3,600 bopd

5 10 15 20 25 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 Wells Gas Lift Optimisation and Expansion

Uzere West Oweh Oroni Olomoro-Oleh Kokori Evwreni Eriemu Afiesere

slide-49
SLIDE 49

The Work Programme – Flowline Repairs

48

 Some wells have damaged or vandalised flowlines that require repairs  Flow lines are often ‘hack-sawed’ by locals to bunker small amounts of fuel or as vandalism  Plan is to ensure every well string has a functioning flow line  Twenty three wells do not have flow lines. Well surveillance and historical information indicates these wells are productive on the current completion but also could be recompleted on shallower reservoirs  Target production increase associated with flowlines is 6,300 bopd

2 4 6 8 10 12 14 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 Wells Flowline Repairs

Uzere West Oweh Oroni Olomoro-Oleh Kokori Evwreni Eriemu Afiesere

slide-50
SLIDE 50

The Work Programme – Workovers

49

 The licence includes 190 wells. Among those, 70 wells are currently temporarily suspended for various issues. Among the 120 that are available to be produced, half are operating sub-optimally  Workovers are planned on wells to optimize gas lift design. Valves have been installed at the wrong depth and in many cases valves are not working. If the work cannot be completed using wireline equipment, a workover will be completed  The reservoirs are comprised of slightly unconsolidated sands and have typically been completed with gravel packs. Some wells are shut- in requiring workovers due to high sand production and require replacement of the gravel packs or installation of other sand control measures  Advancing aquifers cause increasing water production. Several opportunities to increase production by completing water-shut-offs. As deeper reservoirs become depleted wells can be recompleted on shallower reservoirs  So far 41 workovers have been identified with target gains totaling 9,600 bopd

2 4 6 8 10 12 14 16 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 Wells Workovers

Uzere West Oweh Oroni Olomoro-Oleh Kokori Evwreni Eriemu Afiesere

slide-51
SLIDE 51

The Work Programme – Drilling Proved Locations

50

 Of the current c.190 wells only 30 wells were drilled post the initial field development period that occurred between 1960 and 1980  The lack of continued development has resulted in an extensive catalogue of proved drilling locations, currently totaling c. 220  Potential well locations have been extensively studied and well documented in past FDP’s  Plan is to verify the technical work within the existing FDP and use these as guidelines for near term development  The existing FDP’s call for extensive development using horizontal drilling technology to reduce gas and water coning and to maximise recovery

  • factors. Horizontal drilling is being used extensively in the region

 Horizontal drilling is proven in the delta  Infill drilling is scheduled to commence in 2014. Tendering for the first drill rig is moving in parallel with a rig for an adjacent licence

5 10 15 20 25 30 35 40 45 50 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 Wells Drilling

Uzere West Oweh Oroni Olomoro-Oleh Kokori Evwreni Eriemu Afiesere

slide-52
SLIDE 52

The Work Programme – Exploration of Deeper Targets

51

In Place Volumes Prospect Oil MMbbls Condensate MMbbls Gas MMboe Total MMboe Uzere SP 26 88 1,128 308 Oroni DP 12 75 720 210 Oweh DP 7 60 497 153 Omogon Bik B 44 18 449 137 Eriemu N 11 30 433 114 Oweh NW 25 1 406 96 ODHE Lyede 3 7 492 95 Ofum E 28 1 337 87 Urhure 19 13 256 76 Isoko W 22 9 218 68 Oroni E 10 9 218 68 Ekiugbo 4 14 193 51 Ekiugbo N 1 4 50 13 Olomoro N 4 1 38 11 TOTAL 215 331 5,505 1,485  To date the extensive seismic information base has identified many prospects and leads  Development of the shallower producing reservoirs will provide opportunities to drill deeper and explore structures that have not yet been penetrated  As an example, the Omogon prospect, located southeast of Kokori, is illustrated below:

slide-53
SLIDE 53

52

Gross CAPEX Projection

 Facilities CAPEX investments, scheduled to be completed during 2013 to 2015 include;  compressor maintenance and expansion or refurbishment of the gas lift system - US$67m  installation of temporary and custody transfer metering - US$33m  modification to the Ughelli Pumping Station to provide water separation and additional facilities modernisation - US$65m  flowline repairs for existing wells - US$17m  workovers on existing wells to restore production - US$85m  CAPEX totals $3.5 billion (Gross 100%) US$1.6 billion Net Shoreline  Includes drilling of 218 new, primarily horizontal, wells  Cost of horizontal well US$15m  Drilling commences with first rig in 2014 and then one new rig added every six months  Maximum of six rigs peaks at end of 2016  Drilling ramps down in 2020 and ends in 2025

$0 $100 $200 $300 $400 $500 $600 $700

OML 30 Gross 100% CAPEX (US$m)

slide-54
SLIDE 54

Netback per Barrel

53

 Shoreline’s per barrel netback is US$26.75  The calculation follows the current fiscal assumptions  Royalty levied at a rate of 20% oil  Education Tax, levied as 2% * (revenue - royalty - Opex)  NDDC levy, levied as 3% * (total Capex + total Opex)  Annual licence rental payable at the rate of MOD US$ 1.1 mm  Petroleum Investment Allowance, 5% of annual tangible Capex  Income tax scenario  Oil Base Case, 65.75% for 5 years and 85% thereafter  Alternate case 65.75% for 5 years and 70% - 80% thereafter  Assumptions could change with new PIB regulations  Capex intangible/tangible split of approximately 30%/70% - depreciation 20% in years 1 to 4 and 19% in fifth year  Forcados crude receives c.3% premium to Brent

$26.75 $51.35 $5.00 $7.00

$1.70

$23.00

$0 $10 $20 $30 $40 $50 $60 $70 $80 $90 $100 $110 $120 $130 BARREL

OML 30 Net Back

Royalty NDDC Levy Education Tax Opex Capex Petroleum Profits Tax Net Back

$115.00/bbl

slide-55
SLIDE 55

Environmental and CSR

54

slide-56
SLIDE 56

Set policies Devise and maintain systems Measure and monitor performance Communicate and report to stakeholders Apply stakeholder feedback

CSR is a Key Component of Enhancing Performance

55

Heritage Approach to CSR  Engage and work with stakeholders towards a shared future and to be viewed as a partner of choice  Committed to a programme of pro- active engagement to create lasting legacies for local communities  CSR policy framework is integrated in

  • ur business model, setting out our

essential core values  Strong track record for health and safety  Employment of local personnel  Maximise local content of all contracts Six Key Areas:  Environment and Sustainability  We aim to make a positive contribution to the protection of the environment  Health and Safety  A natural priority and core element

  • f our activities

 Employees  Ability to create sustainable value is linked to our ability to recruit, motivate and retain high calibre staff  Community and Human Rights  Relationships to be conducted sensitively and with mutual respect  Business Conduct  Heritage is resolutely opposed to bribery and corruption in whatever forms they may take  Corporate Governance  Compliant with law and relevant regulations

slide-57
SLIDE 57

CSR in OML 30

56

Heritage Approach in Nigeria  Shoreline is structured as an indigenous company to incentivise local support  Profit share to support local communities and implement long- term sustainable development initiatives  Over 50 communities in the lease area  Internationally recognised environmental agency commissioned to review the lease  No identified legacy issues for Shoreline  OML 30 operational staff will be drawn from local communities  Growth in production will result in growth in employment Advisory Group  Group already established  Consists of senior leaders from local communities  Regular dialogue with local communities  Focusing on education and healthcare

slide-58
SLIDE 58

Nigeria

57

slide-59
SLIDE 59

Exposure to Nigeria Provides Opportunities for Future Growth

58

 Currently experiencing the longest period of democratic rule in its history with reforms positively impacting the economy  Availability of highly skilled workers Growing economy  Second largest economy in Africa in GDP terms as at 2010  Predicted to be one of the largest growing emerging economies with growth expected in the energy sector  IMF forecasts a gradual lowering and stabilising of Nigerian inflation Large reserves  First discovery made in Nigeria in 1956 and production commenced two years later  Proved reserves of 37.2 bn bbls1, the largest in sub- Saharan Africa, the 2nd largest in Africa after Libya and the 10th largest in the world  Largest African producer with 2.5 mmbbls/day  Ability to exploit attractive reserves close to infrastructure

¹ BP Statistical Review 2012

Proved Oil Reserves, bn bbls1

50 100 150 200 250 300

slide-60
SLIDE 60

Further Indigenisation of the Oil Industry

59

 Large number of discovered but undeveloped fields with significant upside potential  Resource ownership and production has been dominated by the five major IOCs  Major IOCs are divesting existing leases/fields which are neglected  Expect indigenous independent companies to increase representation in terms of commercial reserves and production  Expected fiscal stability for indigenous companies within the proposed new Petroleum Industry Bill  The acquisition and partnership with Shoreline Power enhances Heritage’s profile in the country and creates a platform for further growth opportunities in this prolific hydrocarbon region

Resource Ownership in Nigeria, mmboe

47% 43% 5% 3% 1% 1% Major IOC State owned International NOC Indigenous International E&P International Integrated/large cap

slide-61
SLIDE 61

Petroleum Industry Bill

60

 Represents the largest overhaul of the government petroleum system in the last four decades  Bill has been debated since 2008 and is set to be the overriding guide for oil and gas business in Nigeria  Establishes the legal and regulatory framework, institutions and regulatory authorities for the Nigerian petroleum industry  Stipulates guidelines for operations in the upstream, midstream and downstream sectors  Combines 16 different Nigerian petroleum laws in one document, helping to provide transparency  It proposes:  A commercially run National Oil Company (NOC) and National Gas Company (NGC)  Tougher upstream licensing rules and work commitments, with more recycling of acreage  Oil and gas profits taxed as one  Nigerian Content Plan  Currently being discussed by Parliament however final promulgation unknown  Potential Impact on Shoreline  Expect indigenous companies to be the main beneficiaries  Improve tax and royalty terms for indigenous companies  Likely to result in divestment programmes for IOCs continuing

slide-62
SLIDE 62

PRODUCTION - RUSSIA

61

slide-63
SLIDE 63

62

Russia

95% equity interest in Zapadno Chumpasskoye Licence1

Licence located in Western Siberia (region accounts for >60% of Russia’s oil production)

Production in Q3 2012 averaged 617 bopd, a 9% increase over the first half of the year

RPS certified 65 mmboe and $336 million NPV10

Work in 2009/10 included installation of artificial lift and commencement of water injection

FDP approved by the Central Committee on Resource Development (TSKR) at end of December 2009

Infrastructure development includes tie-in to Transneft export pipeline

Successful completion of a horizontal well in August 2011

The horizontal well is the first such well drilled in the immediate area and presents a more effective and efficient method to develop the field

Based on the excellent horizontal drilling results, further horizontal wells are planned

¹ Acquired 95% ownership stake in Russian company ChumpassNefteDobycha Limited, 100% owner of the licence

slide-64
SLIDE 64

Zapadno Chumpasskoye

63

 Based on positive results from the horizontal well, a revised field development plan was submitted for Zapadno Chumpasskoye, replacing vertical producers to horizontal wells. The drilling grid, utilising horizontal wells is illustrated below  The change in well type result is a 50% reduction in number of production wells required to develop the field and a corresponding reduction in drilling capex of over US$200m  The development proposal was accepted by regulatory authorities end December 2012

slide-65
SLIDE 65

EXPLORATION

64

slide-66
SLIDE 66

65

Heritage’s Successful Track Record

Heritage Net 2P Resource (MMboe) vs Time Exploration Drilling Success

 90% exploration success rate as operator  Additional 10 appraisal and production wells successfully drilled in Uganda, Kurdistan and Russia  Year-by-year proven success  Increased resource and reserve base over time  Proven success in divestment and monetising of resource base funding growth

Uganda 8 Wells Kurdistan 2 Wells Oil 60% Gas and Condensate 30% Dry 10%

  • 700
  • 550
  • 400
  • 250
  • 100

50 200 350 500 650 800 950 2008 2009 2010 2011 2012 2013 Russia Uganda Kurdistan Nigeria

Uganda sale Kurdistan sale

slide-67
SLIDE 67

Tanzania

66

slide-68
SLIDE 68

67

Tanzania

The offshore Latham block is on trend with the recent major deep-water gas discoveries in Tanzania waters. Clear gas indicators are present within the block.

Acquisition of 3D seismic offshore completed and data being processed with a view to establishing a potential drilling location

Awarded Rukwa PSA in November 2011 and Kyela PSA in January 2012

Operations have commenced and the initial work programme comprises;

Rukwa - 2,300 kilometres of legacy 2D seismic data

  • reprocessed. Acquisition has begun of an additional

650 kilometres of 2D seismic data to infill this legacy data

Kyela - full tensor gravity survey acquired, which has now been interpreted. Completed acquisition of 100 kilometres of 2D seismic data intended to further delineate features of interest identified in the gravity data

Heritage considers these blocks as sharing geological similarities with the Albert Basin of Uganda where the Company had considerable exploration success

1 Petrodel 70.1%

Latham1 5,056 sq km 29.9%, operator

Rukwa North 10,175 sq km 100%, operator

Rukwa South 8,745 sq km 100%, operator

Kyela 1,934 sq km 100%, operator

slide-69
SLIDE 69

68

Tanzania - Rukwa

Legacy data lead Legacy data potential kitchen

Targeted 2D seismic campaign

  • commenced. Particular focus on

NE margin to delineate kingfisher analogues (completion Q1 2013)

2,300km of legacy 2D seismic 650km of Targeted 2D Seismic Infill

Modelled source kitchen

slide-70
SLIDE 70

69

Gravity-defined lead Gravity -defined kitchen

High Resolution Gravity Data

  • Over 4000m of section identified
  • Leads identified on gravity highs
  • Potential source kitchen identified
  • 100km reconnaissance seismic

acquisition completed

Reconnaissance 2D seismic Local Kitchen

Tanzania - Kyela

slide-71
SLIDE 71

Libya

70

slide-72
SLIDE 72

71

Libya – Strategically Well Placed

 Heritage established a base in Benghazi in April 2011  Extremely well placed to benefit in the future development of the

  • il industry in Libya

 Heritage Oil acquired a 51% equity interest and control of Sahara Oil Services Holdings Limited (“Sahara Oil”), an established oil field service provider  Sahara Oil owns the entire share capital of Sahara Oil Services Limited (“Sahara”)  Sahara has the necessary long term permits and licences to provide onshore and offshore oil field services in Libya as well as the rights to own and operate oil and gas licences  Through this acquisition Heritage is exploring ways to gain access to key producing fields and other licence opportunities in Libya

slide-73
SLIDE 73

Malta

72

slide-74
SLIDE 74

73

Malta

Heritage Oil 100% working interest and operator

Two areas; c.18,000 sq km

Structures identified on Areas 2 & 7 could be analogous to the giant Bouri Field where IHS estimate reserves of 630 mmbbl and in excess of 8 TCF of gas

Number of producing fields offshore Libya and Tunisia

Oil and gas shows close to Area 7

Water depths of 250-300 metres

1,023 kilometres of legacy 2D seismic reprocessed

1,400 kilometres of 2D seismic acquired processed and interpreted

High-impact exploration well planned which will target approximately 500 mmboe. Well planning ongoing

slide-75
SLIDE 75

Malta

74

Upper Caravaggio

Fault cutting near to surface Talus slope Regional MFS (Souar Fm) acting as seal? Possible gas chimney Continued progradation through the Oligo- Miocene section Nummulite/Reef mound Seabed reef – methanophilic bacteria

Lower Caravaggio

slide-76
SLIDE 76

SUMMARY AND OUTLOOK

75

slide-77
SLIDE 77

Summary

76

Entry into Nigeria

Acquisition of a world class asset

Provides a step change in production, reserves and cash flow

Combines Shoreline Power’s local knowledge and relationships with Heritage’s technical expertise Exit from Kurdistan  Attractive exit valuation secured for a development asset with a significant future capital expenditure requirement, political risk and no pipeline to market  Proceeds used to partially fund acquisition of OML 30 and continue exploration and development of existing portfolio Corporate Outlook

Strong balance sheet

Potential for developing and strengthening the portfolio further through acquisitions Operational Outlook

Increase in production from OML 30

Initial exploration ongoing in Tanzania

Well planning ongoing in Malta Catalysts

Material increase in production, cash flow and revenues generating more regular newsflow

slide-78
SLIDE 78

APPENDICES

77

slide-79
SLIDE 79

78

Appendices

 Heritage Oil Plc Board  Shoreline Board  Contact Details

slide-80
SLIDE 80

79

Heritage Oil Plc Board

Anthony Buckingham – CEO, Director  Active oil sector businessman since 1970s; founded Heritage in 1992  Former advisor to Premier Oil (introduced them to Pakistan) Sonangol and Ranger Oil; architect behind Sonangol E&P Paul Atherton – CFO, Director  Chartered accountant, degree in geology, corporate finance background  Joined Heritage in 2000 Michael Hibberd – Chairman, Non-Executive Director  Extensive background in international energy, planning & capital markets. Former Director of Scotia McLeod  On the board of a number of public and private companies  Joined Heritage in 2006 General Sir Michael Wilkes – Non-Executive Director, Senior Independent Director  Retired from the British Army as the most senior administrative officer  Chairman and non-executive director of a number of public and private companies  Joined Heritage in March 2008

slide-81
SLIDE 81

80

Heritage Oil Plc Board (cont’d)

John McLeod – Non-Executive Director  Professional engineer with over 36 years of varied resources extraction experience  Joined Heritage in 1996 Gregory Turnbull – Non-Executive Director  Regional Managing Partner of McCarthy Tétrault LLP  Extensive knowledge of corporate governance issues and has acted for many boards of directors  Joined Heritage in 1996 Carmen Rodriguez – Non-Executive Director  Recently held the position of Chairperson and CEO (2007-2012) of Sociedad Estatal Espanola P4R, S.A., a Spanish owned consultancy firm specialising in foreign trade, investment and co-operation  Joined Heritage in March 2012 Colonel Mark Erwin (Retd.) – Non-Executive Director 

  • Mr. Erwin served in the United States Army for over 25 years culminating his career as the Chief of Staff of the United States

Army Special Operations Command  Joined Heritage in May 2012

slide-82
SLIDE 82

81

Shoreline Board

Dr Ladi Bada – CEO 

  • Dr. Bada has been working in the Nigerian oil and gas sector for the last 14 years with 10 of those years in directorial roles

 He is presently a director in Linetrale Oil and a consultant to Oriental Energy Paul Atherton – CFO  Chartered accountant, degree in geology, corporate finance background  Joined Heritage in 2000 Kola Karim – Chairman  Group CEO and Managing Director of Shoreline Energy and Shoreline Power  Mr Karim holds an MBA from the University of Leicester and degree in Business Management from City University; he is also an alumni member of the Harvard Business School for the Executive Management Programme and the Harvard Kennedy School for the Leadership and Public Policy programme. He was awarded Young Global Leader Award in 2008. Tunde Karim 

  • Mr. Karim also serves on the board of Shoreline Energy, April Travels Ltd, Nigerian Ropes Plc, Fortis Construction Co. Ltd

Shoreline Electrical Systems Ltd, L.D Alberto Company Ltd and Askar Paints Ltd 

  • Mr. Karim is a member of the Institute of Directors Nigeria and holds a degree in Biochemical Engineering from University

College of Wales, U.K

slide-83
SLIDE 83

82

Shoreline Board

Philip Blows 

  • Mr. Blows is a chartered accountant and has been an adviser to Heritage for 20 years

 Holds a degree in Business Law

slide-84
SLIDE 84

83

Contact Details

Heritage Oil Plc

Tony Buckingham / Paul Atherton  Tel: +44 (0)1534 835 400  Email: info@heritageoilplc.com  Website: www.heritageoilplc.com

Investor Relations – Heritage Oil Plc

Tanya Clarke  Tel: +44 (0)20 7518 0838  Email: ir@heritageoilplc.com

Media Enquiries

Ben Brewerton / Natalia Erikssen  Tel: +44 (0) 20 7831 3113  Email: heritageoil.sc@fticonsulting.com

Canada

Cathy Hume / Jeanny So  Tel: +1 416 868 1079 x231 / x225  Email: cathy@chfir.com / jeanny@chfir.com

Stock symbols London Toronto HOIL HOC (Exchangeable) HOX (Exchangeable)