Emerging Markets Energy

Resources Limited (EMERCO)

Building a leading Oil and

Gas Company in Nigeria

January 2015

Certain information set forth in this presentation contains forward looking statements. Readers are

cautioned that the assumptions used in the preparation of such information, although considered

reasonable at the time of preparation, may prove to be inaccurate

and, as such, reliance should not be placed on forward looking statements.

Emerging Markets Energy Resources Limited (EMERCO) actual results, performance or achievements

could differ materially from those expressed in or implied by these forward looking statements and

therefore no assurance can be given that any of the events discussed herein and anticipated by the

forward looking statements will actually occur in the manner presented or at all.

EMERCO disclaims any forward looking statements, whether as a result of new information, future

events or otherwise.

Forward Looking Statements

2

EMERCO is an indigenous E&P company focussed on acquiring and

developing fallow fields and low risk exploration assets in Nigeria

NIGERIA: • Nigeria is an established and significant global oil and gas producing region

• FGN actively encouraging indigenous companies to acquire assets

• Majors undergoing rationalisation process with steady stream of assets coming to market

• Hundreds of undeveloped discoveries in shallow water and onshore

• Marginal field round expected this year

• Application of Marginal Field technology to add next level of value

• Petroleum systems are world class , low subsurface risk

EMERCO: • Indigenous Nigerian company

• Head office Lagos with subsidiary office London

• Highly respected and credible management team

• Deep understanding of Nigerian petroleum industry gained from many years working with majors

• Significant marginal field experience with direct application to Nigeria

• Undergoing rigorous technical evaluation of all fallow discoveries to identify acquisition targets

• Seeking to become Operator of developments

Overview

3

Investment Summary

First Class

Entrepreneurial

Team

World Class

Opportunity

Proven and

Focused

Strategy

• Deep and extensive experience in all aspects of oil and

gas production, development and exploration

• >100 years working for IOCs in Nigeria and elsewhere

including Shell, Chevron, Exxon, Centrica, Statoil, Conoco

• Proven track record in building successful production

business from small development opportunities

•Many years living and working in developing countries

• Divestment of assets by majors underway

• World class petroleum systems

• FGN Marginal field round in 2014 to license undeveloped

discoveries

• Mature business environment & manageable above

ground risk

• Improve recovery through modern technology

• Selectively acquire development / production assets

onshore and shallow water offshore

• Build portfolio of several developments realistically

targeting 25,000bopd in 5 years

• Low risk exploration in and around core assets

• Acquisition target in 5+ years

Accessible

Funding

• First round equity funding by founders in place

• Seeking significant equity raise alongside first identified

acquisition (c.$100m)

• Debt funding available from leading international and

local banks (c.$200m)

• Considering IPO

Blending

Nigerian and

North Sea

expertise

Quality assets

with

ability to scale

rapidly

Repeating

Success

of Valiant in

Nigeria

Nigeria

attracting

funds from

various sources

Strategy

Acquire and advance a balanced portfolio of oil and gas assets at various stages of development including:

– Production

– Development

– Near field Exploration

Opportunity to leverage indigenous expertise and to export marginal field experience

– Access to local geological and finance

expertise

– Innovative facilities design

– Cost effective development concepts

– Third party tie-in, legal and fiscal

agreements

– Experience in optimising and

maximising production from mature /

marginal fields

c

5

• Acquire 3rd /4th oil

producing and/or

development assets

• Raise further equity of

c.$100m

• Continue development of

operated assets

• Partnerships with

reputable E&P

companies, service

companies etc

• Production c.1.3 -2.3

kbopd

2014/15

2016-17

2018-19

2020/21+

• Established indigenous

Nigerian company

• First round equity funding

in place

• Currently screening

discovered reserves

opportunities

• Target blocks with

demonstrable upside

potential

• Engage with capital

markets

• Establish operatorship

• Acquire 4th /5th oil

producing and/or

development assets

• Continue development of

operated assets

• Exploiting upside

potential in and around

assets-Subsea Tiebacks

• Exploration of near field

and low risk opportunities

• Production c.10 kbopd

• Evaluate M&A

Possibilities

• Continued exploration

and development

activities

• Production 25 kbopd

• Potential Takeover target

Strategic Plan

Equity Raise based on 2/3 assets

First Oil & Equity funding RBL for new deals

• Indigenous company

formed, 60% owned by

Nigerian shareholders

• Acquire 2/3 oil producing

and/or development

assets

• Exploring financing

options

• Raise equity of c.$100m

• Establish RBL debt

facility of $200-300m

• Hedging structures if

required

• Build out team in Lagos

6

Increase Production

M&A

Management Team

Olayemi Cardoso-Chairman Chairman-Citibank Nigeria Former Board Member of Chevron Oil Nigeria Plc. (Downstream Company) MSc Harvard University

Peter Buchanan-Founder/Director

Founder and CEO of Valiant Petroleum Plc., a UK listed oil and gas producer sold to

Ithaca for US$ 450 million. Started career with BP as Petroleum Geologist and worked as a Director at Royal

Bank of Scotland where he was involved in over US1 Billion of debt, mezzanine and equity funding.

Peter has received a Letter of Support from a leading Investment Bank.

MSc and PHD in Structural geology from Imperial College, London.

Cyril Odu-Founding Shareholder

39 years’ experience with ExxonMobil.

Cyril was the Vice Chairman of the Board of Mobil Producing Nigeria and the Chief

Financial Officer of the Upstream Affiliates of ExxonMobil in Nigeria.

Joined Mobil as a geologist in 1972 and served in several Technical and Management

positions in Exploration, Production, Joint Interest & Regulatory Affairs, Planning, New

Business Development and Human Resources.

Developed and implemented business strategies and executed several innovative

funding and financing solutions for ExxonMobil in Nigeria.

Cyril attended the University of Ibadan and graduated with a BSc degree in Geology

and an MBA from the Texas Southern University, USA.

Tosin Shobo-Managing Director

25 Years of International Business Development experience with Centrica Plc.,

Marathon Oil Corporation, Citibank, Mobil Oil and 5 years of Gulf of Guinea strategy

consulting experience for Mid Cap (Market Cap circa US$ 20 billion) oil and gas

Exploration and Production companies.

UK ACCA qualified Accountant with MBA and BSc Chemical Engineering from

University of Lagos.

Deep relationships with Financial Institutions and

Private Equity Investors. Access to Capital Markets

Value Creation track record and extensive oil and gas

industry experience in banking and industry, in multiple

countries

Broad range of technical skills and financial,

commercial and strategic acumen

Broad range of technical skills and financial,

commercial and strategic acumen

Long standing Government Relationships with Oil

producing countries in West Africa, IOC’s and

Independents 7

Management Team cont’d.

Rob Gherghetta-Executive Vice President-Finance

•Chartered Accountant with 20 year’s experience in Natural resources, public practice &

investment banking

•Co-Founder of London listed Valiant Petroleum plc.

•Held senior positions with Royal Bank of Scotland, Credit Suisse First Boston

•Bcom

Andrew Macfarlane-Chief Operating Officer

•Asset Manager, Field Development Manager and Engineer with 39 years of Operator

and Non Operator experience in the international Oil & Gas business, working in the

North Sea, Indonesia and Kazakhstan with Conoco & ConocoPhillips.

•Multi discipline skill set covering; the full life cycle of oil and gas field management, field

development concept and front-end engineering, reservoir management, major project

management, drilling and commercial.

•B. Eng. (Tech) Mech. Eng. Hons.

Abiola Ajayi-Technical Director •Niger Delta Geoscience expert having coordinated technical teams in making significant

discoveries

•Diverse international experience with Shell, Schlumberger and PSI

•Founding Geology and Geophysics Manager with Afren Nigeria

•M.Sc.

Extensive financial and commercial experience in

banking, oil and gas and mining

Long career in super-major with broad international

experience and excellent project execution expertise

Niger Delta Geoscience specialist with 25 years +

experience

8

Management Team cont’d.

Rupert Miller - Vice President Sustainable Development

• Qualified in Human Resource Management with Post Graduate studies include

the Executive Leadership Programme at Ashridge Business School and

the completion of the University of Cambridge Post Graduate Certificate in

Sustainable Business.

• Over ten years working overseas within the international development sector.

• Responsible for the planning and delivery of community partnership programmes in

West and East Africa including working with MedecinsSans Frontieres in Kenya,

Somalia and South Sudan.

• Advised on the set up and delivery of two international NGO's in Rwanda

and Uganda including the relevant monitoring and evaluation processes.

Michael Sullivan - General Counsel

• Strong legal, company secretarial and risk management skills gained from working

in top tier law firms and public listed companies

• Highly developed legal skills focusing on oil and gas, mining, public companies and

banking and finance;

• Experienced company secretary;

• In depth knowledge of Listing Rules & Business Rules, Corporations Act, Trade

Practices Act, Income Tax Assessment and Duties Act;

• Strong relationships with stock market regulators and Government revenue services

gained from working on large scale and complex transactions

• Strong risk management, corporate governance & compliance skills;

Extensive community understanding and proven ability

to negotiate

Highly developed legal skills focusing on oil and

gas, public companies, banking and finance. Lived

and worked in emerging markets

9

• Northern North Sea marginal fields,

• Production achieved within two years of submitting field

development plan

• Structural complexity addressed with a mix of well types:

long reach and horizontal producers and injector wells to

maximise recovery

• Some wells fitted with submersible

pumps and/or gas lift to enhance

recovery

Management’s Previous Field Development

Experience

10

• Production solutions were innovative and cost

effective.

• Subsea tie-back to floating production platform

shared between two fields

• Early export achieved initially via shuttle tanker

offloading, then subsequently exported via laid

pipeline to 3rd party host platform as access

became available

Management’s Previous Field Development

Experience

11

Corporate Structure

EMERCO Nigerian incorporated

African

Continental Energy UK Registered

Nigerian

Shareholders

40%* 60%

Onshore / Shallow Water Assets

Equity

PSC

Agreement

Selective producing Selective development Low risk exploration

Debt

12 *40% owned by ACE and non Nigerian shareholders

Low geological risk

Focus on historic producing formations

Low execution risk

JVs with leading O&G service & E&P companies

Access to Capital

Debt & Equity

Portfolio of multistage projects

Diversifies risk

Rapid production

Early Cash flow

Valuation underpinned by resources

Scope for resource upgrade

High calibre Management

Proven track record

Value Drivers

Historical exploration success rate 78%

Time to production c.2 years

Targeting London listing, banks willing to lend

Numerous low risk opportunities

Established services sector

Very high quality reservoirs and oil grades

Operational excellence

13

Risks and Mitigation

Risks Mitigation

1 Production Disruption EMERCO knowledgeable about communities & will be proactive in agreeing MOU’s with community, appoint CLO and have direct engagement. Indigenous companies have shown that engagement with local communities actively reduces disruption

2 Bunkering-Oil theft Factor down-time into acquisition economics FGN tackling the problem with situation improving, a new agreement between the Navy , Customs and Port authorities was announced in Jan 2014

3 Security Above ground risk present but manageable through established security services

4 Project delays Use of experienced team with strong local and national contacts

5 JV Partner Risk EMERCO will thoroughly screen JV Partners

6 Subsurface Risk Relatively low for Niger Delta

7 Corruption EMERCO will adhere to the strictest Corporate Governance guidelines 14

Investment Themes

Nigeria is opportunity

rich: • Numerous

undeveloped discoveries

• Rationalisation of assets by majors

• Marginal field round from Government

• World class reservoirs

Indigenisation: • Government proactively encouraging local content • Emerco is a Nigerian

company based in Lagos

Technology: • Next phase of development under way

• Deployment of modern technology and knowhow

• Sub sea developments. Horizontal drilling

Strong Management:

• Highly experienced in Nigeria and North Sea • Access to technology, project management and capital markets •Successful track record

in company formation and growth

15

Conclusion

1. Nigeria currently presents a realistic opportunity to build a sustainable and profitable company because:

• The country is undergoing major rationalisation with majors divesting of mature or marginal assets

• There are many undeveloped discoveries owned by small companies with no or limited expertise and financial capability

• The FGN is offering fallow fields for re-licensing

2. Nigeria is one of the worlds best petroleum basins because: • Reservoirs are excellent • The source rocks are prolific leading to vast quantities of oil and gas • The oil is generally of a light sweet grade

3. The oil industry in Nigeria is mature and therefore offers: • Significant access to infrastructure

• An established and stable legal / fiscal regime • On the ground services and support

4. There is a trend in Nigeria towards indigenization: • General requirement for local content • There is a specific requirement for indigenous companies to bid for oil assets • Emerco is a fully compliant indigenous company

5. Emerco is in an ideal position to capitalise on the opportunity: • Highly experienced and skilled management team covering all aspects of the oil

industry and deep understanding of Nigeria • Well connected and respected • Ready to move to the next stage of accessing capital

This document is prepared by Emerging Markets Energy Resources Limited (EMERCo) as a presentation to potential

investors and financial institutions. This document is intended to give the recipient a preliminary introduction to the

company, its assets and its opportunities and is not intended to form the basis of a decision to provide funding to

EMERCo.

This presentation is the sole property of EMERCo and its subsidiaries and is the copyright property of EMER. The

information contained therein must be kept and treated as confidential and not be distributed in any form to any third

party without the express written consent of EMERCo.

EMERCo expressly reserves the right at any time, without giving reasons or notice, to revise, supplement or withdraw

any information provided in this document or made available hereunder.

This document does not constitute an offer or invitation to purchase any interest in EMERCo or the assets and should

therefore not be treated as such. EMERCo will make available more information as required and as deemed necessary.

Neither EMERCo nor any of its affiliated companies or any person connected with them, accepts any liability or

responsibility for the accuracy or completeness of, nor makes any express or implied warranty with respect to, the

accuracy or otherwise of the information in this document, or as to the reasonableness of any projections or other

information contained in this document. Only those representations and warranties (if any), which are made in any

financing agreement if and when executed shall have any legal effect.

This document shall not be taken as any form of commitment on the part of EMERCo or any of its affiliates to proceed

with any other transaction envisaged by the issue of this document.

Disclaimer

17

Contact Us

For additional information and enquiries please contact:

Tosin Shobo

Managing Director

Emerco

6 Raymond Njoku Street

Ikoyi

Lagos

Nigeria

Tel +234 (0) 8177245444

Tel +447753811020

Email:t.shobo@emer-corp.com

Peter Buchanan

Founder

Email: p.buchanan@emer-corp.com

Tel +447799034778

Andrew Macfarlane

COO

Tel: +44 7789 137556

Email: a.macfarlane@emer-corp.com

Robert Ghergetta

Executive Vice President Finance

Email: r.ghergetta@emer-corp.com or

rgherghetta@afcoen.com

18