P E R P E T U A L E N E R G Y I N C .

P L A N O F A R R A N G E M E N T T O C R E A T E

R U B E L L I T E E N E R G Y I N C .

J U L Y 1 9 , 2 0 2 1

BOLD IDEAS

FOR ENERGY

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Forward Looking Statements

Forward-Looking Information

Certain information in this presentation may constitute forward-lookinginformation or statements (together "forward-looking information") under applicable securities laws. The forward- looking information includes, without limitation, statements with respect to: the anticipated benefits of the various transactions to Perpetual's shareholders, including the expected ability of Perpetual to fund its future drilling and development programs and an expected resumption of growth in shareholder value; the anticipated reduction of net debt and the anticipated draw on the bank credit facility at closing; the anticipated cost savings and the expected uses thereof; the anticipated net cash proceeds to Perpetual; the planned acquisition by Rubellite of the Clearwater assets and the consideration and timing related thereto; the characteristics and plans in respect of the Clearwater Assets; the anticipated amount and components of Rubellite's equity financing; expectations with respect to Perpetual's management of Rubellite under the Management Services Agreement; anticipated growth in the Clearwater play; the expectations related to the funding of drilling through the GORR financing; development plans for the Clearwater assets and the anticipated costs thereof; the anticipated values of the five-year indicative development plan and anticipated inventory levels; the anticipated effect on Perpetual's First Lien Revolving Bank Line, Second Lien Term Loan and Third Lien Senior Notes; the expected production and operating income generated net to Perpetual; Perpetual's anticipated reserve-based net asset value (post the Rubellite transactions) and reserve and prospect inventory-based net asset values; anticipated capital spending; forecasted asset retirement activity; the anticipated terms of the extension of Perpetual's revolving bank debt facility and the timing thereof; the anticipated net cash proceeds from the sale of the Clearwater assets and Perpetual's intended use thereof; the anticipated financial position of Perpetual at the close of the transactions; expectations respecting Rubellite's future exploration, development and drilling activities; the anticipated focus of Perpetual's business plan following the completion of the transactions; the expected listing of the Rubellite Shares and Arrangement Warrants on the TSX, the submission of the related TSX listing application, and the timing, terms and conditions thereof; expectations with respect to the mailing of an Information Circular to Perpetual's shareholders in connection with the Plan of Arrangement; expected timing of the special meeting of Perpetual Shareholders to be held to consider the Plan of Arrangement; and other similar statements.

Statements relating to "reserves" and "resources" are also deemed to be forward-looking information, as they involve the implied assessment, based on certain estimates and assumptions, that the reserves or resources described exist in the quantities predicted or estimated and that the reserves or resources can be profitably produced in the future. Actual reserves may be greater than or less than the estimates provided herein. The estimated future net revenue from the production of the disclosed oil, natural gas liquids and natural gas reserves does not represent the fair market value of these reserves.

Forward-lookinginformation is based on current expectations, estimates and projections that involve a number of known and unknown risks, which could cause actual results to vary and in some instances to differ materially from those anticipated by Perpetual and described in the forward-looking information contained in this presentation. In particular and without limitation of the foregoing, material factors or assumptions on which the forward-looking information in this presentation is based include: the successful completion of each of the Rubellite transactions, including obtaining necessary shareholder, Court and regulatory approvals, as applicable, and satisfying all other conditions to completion within expected timelines; completion of the Plan of Arrangement on the expected terms; anticipated benefits to Perpetual's shareholders; the ability of Perpetual to continue as a going concern in the event the transactions are not completed; the ability of Rubellite to successfully operate the Clearwater assets; forecast commodity prices and other pricing assumptions; forecast production volumes based on business and market conditions; foreign exchange rates; near-term pricing and continued volatility of the market; Rubellite's and Perpetual's capacity and continued operations; estimates of quantities of crude oil from properties and other sources not currently classified as proved; accounting estimates and judgments; future use and development of technology and associated expected future results; the ability to obtain regulatory approvals; the successful and timely implementation of capital projects; ability to general sufficient adjusted funds flow to meet current and future obligations; estimated abandonment and reclamation costs, including associated levies and regulations applicable thereto; Rubellite's ability to operate under the management of Perpetual pursuant to the Management Services Agreement; the ability of Rubellite and Perpetual to obtain and retain qualified staff and equipment in a timely and cost-efficient manner, as applicable; the successful listing of the Rubellite Shares and Arrangement Warrants on the TSX; the retention of key properties; forecast inflation and other assumptions inherent in Perpetual's current guidance and estimates; the continuance of existing tax, royalty, and regulatory regimes; the accuracy of the estimates of reserves volumes; ability to access and implement technology necessary to efficiently and effectively operate assets; and the ongoing and future impact of the coronavirus on commodity prices and the global economy, among others.

Undue reliance should not be placed on forward-lookinginformation, which is not a guarantee of performance and is subject to a number of risks or uncertainties, including without limitation those described herein and under "Risk Factors" in Perpetual's Annual Information Form and MD&A for the year ended December 31, 2020 and in other reports on file with Canadian securities regulatory authorities which may be accessed through the SEDAR website (www.sedar.com) and at Perpetual's website (www.perpetualenergyinc.com). Readers are cautioned that the foregoing list of risk factors is not exhaustive. Forward-looking information is based on the estimates and opinions of Perpetual's management at the time the information is released, and Perpetual disclaims any intent or obligation to update publicly any such forward-looking information, whether as a result of new information, future events or otherwise, other than as expressly required by applicable securities law.

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July 16th Announcement of Rubellite Energy

  • Rubellite - A new high growth, pure play Clearwater oil company
    • 100+ net sections of highly prospective Clearwater land assembled since 2018
    • Robust organic growth plan from 350 bbl/d to over 2,000 bbl/d in 2022
    • Fully funded development that quickly unlocks free funds flow at current strip pricing
    • Conservative capitalization and prudent approach to hedging
    • Efficiently managed by Perpetual under a Management Services Agreement
    • Opportunity to accelerate investment, expand exploration, pursue acquisitions and return value to shareholders
    • ESG excellence
  • Perpetual - Repositioned to realize the inherent value in its diverse asset base
    • Stabilized balance sheet with a 45% reduction in net debt and less than ~25% drawn on its bank line at closing
      • Elimination of majority of second lien debt and reduction of interest costs of approximately $4 million annually
      • Dramatically improved liquidly allows for investment in drilling and other value-enhancing opportunities
      • Significant asset coverage with desirable monetizable assets
    • Sustainable Diversified Base Assets (Edson and Mannville)
      • Mannville generating substantial free funds flow at current WCS prices while battery consolidation project and ARO investment are reducing operating costs
      • Edson has stable production history; generates free funds flow; attractive half cycle economics; JV partner Tourmaline
    • Spectrum of high impact New Venture opportunities
      • Panny bitumen; Tight oil and gas exploration; Helium; Clean Hydrocarbon new ventures
    • Significantly enhanced corporate netbacks with G&A cost sharing with Rubellite and reduced interest
      • Interest and G&A cost savings of ~$6-7 million annually pays for ~50% of the Edson capital program
    • Substantial exposure to rallying commodity prices

Creation of a NEW exciting Clearwater pure play growth company while

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positioning Perpetual to realize inherent value potential

Playing Defence

  • OPEC price war and Covid-19 pandemic led to a dramatic reduction in commodity prices and revenue
  • Limited liquidity and imminent debt maturities hampered Perpetual ability to adequately capitalize its assets
  • Strategic priority was to stabilize the balance sheet, improve liquidity and reduce debt
    • Executed the East Edson Transaction - April 1, 2020
      • Sold a 50% working interest for $35 million cash plus and 8 well development carry
      • Restored production, lowered operating costs and delivered strong capital efficiencies
      • Increased value of the retained 50% interest
      • Bank debt reduced by $43 million from YE 2019 from the East Edson and Tourmaline share sale transactions
  • Debt maturities required refinancing to re-establish liquidity
    • Third Lien Senior Notes were refinanced in January 2021
      • Maturity extended to January 2025 and established option to pay interest in kind
    • Second Lien Term Loan matured on March 14, 2021 and needed to be refinanced
    • First Lien revolving bank line maturity was being incrementally extended to allow for second lien refinancing process
    • Minimal liquidity for capital spending

Price War, Pandemic and Market Forces backed up Second Lien refinancing process 4

Capturing Opportunities and

Mounting an Offence

  • Focused on Enhancing and Expanding our Clearwater Opportunity
    • Successful drilling program in Q1/20 using oil-based mud translated into strong production performance at Ukalta
    • Materially increased access to Clearwater acreage and drilling inventory through multiple transactions and Crown land sales
    • Competitor activity expanded play and reduced risk
  • Six month refinancing process thoroughly evaluated all avenues available to Perpetual
    • Equity into Perpetual was not available and would be exceptionally dilutive given Perpetual's market cap and perceived risk
    • Cost of debt capital to refinance second lien term loan was going to be exceptionally expensive
    • Investor appreciation for Perpetual's Clearwater assets and desire to gain exposure to those assets
  • Confirmed Perpetual had a highly coveted position in the attractive Clearwater play
    • Determined that a pure play Clearwater entity would be able to attract external equity
    • With improving WCS oil prices, the economics of the Clearwater made a material capital program highly attractive
    • Determined that an 'effective rights offering' and ongoing equity exposure through 5-year options was the fairest approach to Perpetual and its stakeholders

Expanded Clearwater position while pursuing all avenues to restore liquidity

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Perpetual Energy Inc. published this content on 19 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 July 2021 18:17:03 UTC.