Afentra : AGM 20 June 2023

AFRICAN ENERGY

TRANSITION

Annual General Meeting

20 June 2023

Afentra plc

Disclaimer

• The information set out in this presentation and the accompanying verbal presentation including any question and answer session and any documents or other materials distributed with the presentation (the "Presentation") has been produced by Afentra plc (the "Company") as at the date of this presentation, and is being made available to recipients for information purposes only. This document does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any shares in the Company, nor shall any part of it nor the fact of its distribution form part of or be relied on in connection with any contract or investment decision relating thereto, nor does it constitute a recommendation regarding the securities of the Company. This presentation is subject to English law, and any dispute arising in respect of this presentation is subject to the exclusive jurisdiction of the English courts.
• This presentation has not been verified, does not purport to contain all information that a prospective investor may require and is subject to updating, revision and amendment. The information and opinions contained in this presentation are provided as at the date of the Presentation and are subject to change without notice. In furnishing this document, the Company does not undertake or agree to any obligation to provide the attendees with access to any additional information or to update this presentation or to correct any inaccuracies in, or omissions from, this presentation that may become apparent.
• No reliance may be placed for any purposes whatsoever on the information or opinions contained in this presentation or on its completeness. No representation or warranty, express or implied, is given by or on behalf of the Company, its directors, officers or employees or any other person as to the accuracy or completeness of the information or opinions contained in this presentation and no liability whatsoever is accepted by the Company or any of its members, directors, officers or employees nor any other person for any loss howsoever arising, directly or indirectly, from any use of such information or opinions or otherwise arising in connection therewith.
• With respect to the United Kingdom, the information set out in this presentation has not been written or approved by an authorised person in accordance with Section 21 of the Financial Services and Markets Act 2000 ("FSMA"). It is considered by the Company that the communication of the Presentation will be exempt from the financial promotion restriction (as defined in Section 21(1) of FSMA, as amended) pursuant to Article 69 of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005 (the "Order"), as the Company's shares are admitted to trading on the London Stock Exchange's Alternative Investment Market (AIM). Any investment or investment activity to which this document relates is only available in the United Kingdom to such persons as are permitted under the Order ("Relevant Persons") and will be engaged only with such persons within the United Kingdom. Persons who are not (within the United Kingdom) Relevant Persons should not in any circumstances rely on this presentation. The contents of the Presentation are not to be construed as legal, business, investment or tax advice nor does it constitute a recommendation regarding any transaction. Each recipient should consult with their own legal, business, investment and tax adviser as to legal business, investment and tax advice. By receiving the presentation you acknowledge that you will be solely responsible for your own assessment of the market and the market position of the Company and that you will conduct your own analysis and be solely responsible for forming your own view of the potential future performance of the Company's business.
• This presentation is not for publication, release or distribution directly or indirectly in nor should it be taken or transmitted, directly or indirectly into the United States, Australia, Canada, Japan or South Africa or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.
• Certain statements, beliefs and opinions in this presentation, are forward-looking, which reflect the Company's or, as appropriate, the Company's directors' current expectations and projections about future events. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward- looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. Forward-looking statements contained in this presentation regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. You should not place undue reliance on forward- looking statements, which speak only as of the date of the Presentation.
• By attending the Presentation or by accepting this document in any other way you agree to be bound by the foregoing provisions

Afentra plc

1

Strategic progress over the past 12 months

Delivering against a focused strategy

Key financial updates

Readmission to trading on AIM - August '22

• Publication of Admission Document followed by shareholder approval on 30 August 2022 in relation to reverse takeover announced under Rule 14 to acquire 24% non-operated interests in Block 3/05 from Sonangol and INA

Completion of INA Acquisition - May '23

• Net completion payment of $17.0m. Afentra inherited crude oil stock valued at $16.6 million based on $80/bbl.1
• Further $10m contingent payment made upon approval of the Block 3/05 PSA extension

Approval of Block 3/05 PSA Extension to 2040 - May '23

• Executive Decree issued in May 2023 to formally approve the period of the Block 3/05 PSA to December 20402
• Fiscal terms of extended PSA agreed between Block 3/05 partners and ANPG; submitted for formal approval

Sonangol Acquisition near completion

• Sonangol is pursuing the requisite government approvals for the transaction following licence extension agreement
• Completion expected to occur in July 2023

Ongoing business development

• Continued to screen and evaluate compelling M&A opportunities in line with the Company strategy

Financing & offtake agreements

$75mRBL3 + $30mWorkingCapital

RBL and Working Capital ('W/C') facilities agreed with Trafigura. Mauritius Commercial Bank subsequently became lender to Afentra, entering both RBL and W/C facilities as lender with Trafigura retaining an interest in the RBL. Trafigura maintains the offtake agreement for Afentra's crude oil entitlement.

Cash at YE'22 Adj. EBITDAX loss

$30.6m	$5.2m4
including restricted funds of	versus $2.0m loss in 2021
$10.2m
Access to	Odewayne
accordion RBL	operations
$35m	Fullycarried
Included in RBL agreement to	Afentra remains fully carried for
finance a third transaction in	Third and Fourth Exploration
Angola (Trafigura and Mauritius	Periods (through 2 May 2027)
Commercial Bank)

1. Afentra share of stock-in-tank of 207,868 bbls at 30 April 2023, valued at $80/bbl on a pre-tax basis
2. Current Block 3/05 PSA expires 30 June 2025
3. RBL facility has a limit of $110 million, made of up to $75 million to finance the Sonangol and INA transactions, and a $35 million accordian facility to finance a third transaction in Angola
4. Includes cost of Reverse Takeover (RTO) process associated with Sonangol transaction

Afentra plc

2

INA deal completed May 2023

Significant offset to completion costs with earned cash flow & stock at completion

INA Transaction

Block 3/05 (4%), Block 3/05A (4%)1 - effective date 30 September 2021

Completion Date - 5 May 2023	$ million
Upfront consideration	12.0
Working capital & interests2	4.8
Contingent consideration due	2.0
Asset cashflow contribution3	(1.8)
Net completion payment to INA	17.0
Licence extension payment4	10.0
Stock entitlement at completion 207,868 bbls	~16.65

1. Subject to final approval of the distribution of the China Sonangol International interest to remaining joint venture partners, Afentra's working interest in Block 3/05A would increase from 4% to 5.33%
2. Working capital adjustments and interest on consideration from effective date to completion date
3. Asset cashflow generation from effective date to completion, comprising crude oil sales less cash calls paid, excluding significant stock-in-tank inherited at completion

Transaction status & funding

• Transaction completion
• • Government approval received in January 2023
  • Completion documentation finalised on 5 May 2023
• Funding of $27.0m net upfront consideration and escrow deposit
• • $18.9m debt facilities
  • $8.1m cash
• Further contingent payments
• • Up to $4m over 2 years subject to oil price hurdles6
  • Up to $5m subject to Block 3/05A future developments7

1. Paid to INA on 17 May 2023 following License Extension approval
2. Afentra share of stock-in-tank at 30 April 2023, valued at $80/bbl on a pre-tax basis
3. Calculated as 30% share of revenue upside above Brent price of $65/bbl with an annual cap of $2m
4. Subject to development of existing discoveries and a minimum Brent price of $65/bbl

Afentra plc

3

Sonangol deal near completion

Block 3/05 PSA extension

• Executive Decree issued May 2023 to formally approve the period of the Block 3/05 PSA to December 20401
• Licence extension approval satisfies a key condition precedent under the Sonangol SPA
• Block 3/05 partners and ANPG have agreed the terms of the licence extension, which have now been submitted for formal approval

Completion pending

• Sonangol is pursuing the requisite government approvals for the transaction following the licence extension agreement
• Completion expected to occur in July 2023

Post-deal interests

Block 3/05	INA	Sonangol
partners	completion	completion
Sonangol	50%	30%
Afentra	4%	24%
M&P	20%	20%
Azule	12%	12%
Somoil	10%	10%
NIS	4%	4%
Block 3/05A	INA	Sonangol
partners2	completion	completion
Sonangol	33.33%	33.33%
M&P	26.67%	26.67%
Azule	16.00%	16.00%
Somoil	13.33%	13.33%
Afentra	5.33%2	5.33%2
NIS	5.33%	5.33%

1. Current Block 3/05 PSA expires 30 June 2025
2. Assumes that the default China Sonangol interests have been redistributed pro-rata amongst existing Partners (subject to final approval)

Afentra plc

4