ersonal use only

20 June 2022

NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OR TO U.S. PERSONS

Transformational acquisition of Orbost Gas Processing Plant. Accelerating the next phase of growth

Orbost Gas Processing Plant

NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OR TO U.S. PERSONS

Important notice

ersonal use only

This investor presentation ("Presentation") is issued by Cooper Energy Limited ACN 096 170 295 ("Cooper Energy" or "the Company").

This Presentation has been issued by Cooper Energy in relation to:

  • Cooper Energy's acquisition of the assets comprising the Orbost Gas Processing Plant ("OGPP Assets") from APA Group (the "Acquisition"); and
  • a fully underwritten offer of new fully paid ordinary shares in Cooper Energy ("New Shares") comprising a placement of New Shares to certain institutional investors pursuant to ASX Listing Rule 7.1 ("Placement") and a 2-for-5 accelerated non-renounceable pro rata entitlement offer which comprises an accelerated institutional entitlement offer ("Institutional Entitlement Offer") and a retail entitlement offer ("Retail Entitlement Offer") (the Institutional Entitlement Offer and the Retail Entitlement Offer together, the "Entitlement Offer") to be made under section 708AA of the Corporations Act 2001 (Cth) ("Corporations Act") as modified by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 (the Placement and the Entitlement Offer together, the "Equity Raising").

Summary information

This Presentation contains summary information about Cooper Energy and its activities as at the date of this Presentation and should not be considered to be comprehensive or to comprise all the information which a shareholder or potential investor in Cooper Energy may require in order to determine whether to deal in Cooper Energy shares. The information in this Presentation is a general summary only and does not purport to be complete. It should be read in conjunction with Cooper Energy's periodic reports and other continuous disclosure announcements released to the Australian Securities Exchange, which are available at www.asx.com.au.

Not financial product advice

This Presentation is for information purposes only and is not a prospectus under Australian law (and will not be lodged with the Australian Securities and Investments Commission). This Presentation does not purport to contain financial product or investment advice or a recommendation to acquire Cooper Energy shares (nor does it or will it form any part of any contract to acquire Cooper Energy shares). It has been prepared without taking into account the objectives, financial situation or needs of individuals. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own objectives, financial situation and needs and seek legal, accounting and taxation advice appropriate to their jurisdiction. Cooper Energy is not licensed to provide financial product advice in respect of Cooper Energy shares. Cooling off rights do not apply to the acquisition of Cooper Energy shares.

Past performance

Past performance and pro forma historical financial information given in this Presentation is provided for illustrative purposes only and should not be relied upon as (and is not) an indication of future performance. The historical information included in this Presentation is, or is based on, information that has previously been released to the market.

Future performance

This Presentation contains forward looking statements. These statements are subject to risks associated with the oil and gas industry. The Company believes the expectations reflected in these statements are reasonable. A range of variables or changes in underlying assumptions may affect these statements and may cause actual results to differ. These variables or changes include, but are not limited to, price, demand, currency, geotechnical factors, drilling and production results, development progress, operating results, engineering estimates, reserve estimates, environmental risks, physical risks, regulatory developments, approvals and cost estimates. Cooper Energy makes no representation, assurance or guarantee as to the accuracy or likelihood of fulfilment of any forward-looking statement or any outcomes expressed or implied in any forward-looking statement. Except as required by applicable law or the ASX Listing Rules, Cooper Energy disclaims any obligation or undertaking to publicly update any forward-looking statements, or discussion of future financial prospects, whether as a result of new information or of future events.

Qualified petroleum reserve and resources evaluator

This Presentation contains information on petroleum reserves and resources which is based on and fairly represents information and supporting documentation prepared by, or under the supervision of, Mr Andrew Thomas who is a full time employee of Cooper Energy holding the position of General Manager, Exploration & Subsurface, holds a Bachelor of Science (Hons), is a member of the American Association of Petroleum Geologists and the Society of Petroleum Engineers and is qualified in accordance with ASX Listing Rule 5.41 and has consented to the inclusion of this information in the form and context in which it appears.

Reserves and Contingent Resources estimates

The basis of the assessment of reserves and Contingent Resources are set out on slides 38 to 40.

2

NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OR TO U.S. PERSONS

Important notice

ersonal use only

Investment risk

An investment in Cooper Energy shares is subject to investment and other known and unknown risks, some of which are beyond the control of Cooper Energy. None of Cooper Energy, any of its related bodies corporate or any other person or organisation guarantees any particular rate of return or the performance of Cooper Energy, nor do any of them guarantee the repayment of capital from Cooper Energy or any particular tax treatment.

Not an offer

This Presentation is not and should not be considered an offer or an invitation to acquire Cooper Energy shares or any other financial products and does not and will not form any part of any contract for the acquisition of Cooper Energy shares. This Presentation does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or to any person that is, or is acting for the account or benefit of, any "U.S. person" (as defined in Regulation S under the US Securities Act of 1933, as amended ("Securities Act")) ("U.S. Person"). The New Shares have not been, and will not be, registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold, directly or indirectly, in the United States or to any person that is, or is acting for the account or benefit of, any U.S. Person unless the New Shares have been registered under the Securities Act (which Cooper Energy has no obligation to do or procure) or are offered or sold pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable securities laws of any state or other jurisdiction of the United States. This Presentation may not be distributed in the United States or to any U.S. Person.

Rounding

All numbers in this Presentation have been rounded. As a result, some total figures may differ insignificantly from totals obtained from arithmetic addition of the rounded numbers presented.

Currency

All financial information is expressed in Australian dollars unless otherwise specified.

Underwriters and Joint Lead Managers, and their advisers

None of Canaccord Genuity (Australia) Limited ("Canaccord"), Euroz Hartleys Securities Limited ("Euroz") or Royal Bank of Canada, operating as RBC Capital Markets ("RBC") (together, the "Underwriters") nor their or Cooper Energy's respective advisers nor any of their

respective affiliates, related bodies corporate, directors, officers, partners, employees and agents, have authorised, permitted or caused the issue, lodgment, submission, dispatch or provision of this Presentation and do not make or purport to make any statement in this Presentation and there is no statement in this Presentation which is based on any statement by the Underwriters or Cooper Energy's advisers.

To the maximum extent permitted by law, the Underwriters and their respective advisers, affiliates, related bodies corporate, directors, officers, partners, employees and agents:

  • exclude and disclaim all liability, including without limitation for negligence or for any expenses, losses, damages or costs incurred by you as a result of your participation in or failure to participate in the Equity Raising or the information in this Presentation being inaccurate or incomplete in any way for any reason, whether by negligence or otherwise; and
  • make no representation or warranty, express or implied, as to the currency, accuracy, reliability or completeness of information in this Presentation and, with regards to the Underwriters and their respective advisers, affiliates, related bodies corporate, directors, officers, partners, employees and agents, take no responsibility for any part of this Presentation or the Equity Raising.

The Underwriters and their respective advisers, affiliates, related bodies corporate, directors, officers, partners, employees and agents make no recommendations as to whether you or your related parties should participate in the Entitlement Offer nor do they make any representations or warranties to you concerning the Equity Raising, and you represent, warrant and agree that you have not relied on any statements made by the underwriter, or any of its advisers, affiliates, related bodies corporate, directors, officers, partners, employees or agents in relation to the Equity Raising and you further expressly disclaim that you are in a fiduciary relationship with any of them. Statements made in this Presentation are made only as the date of this Presentation. The information in this Presentation remains subject to change without notice.

Disclaimer of liability

This Presentation has been prepared by Cooper Energy based on information available to it. All information in this Presentation is believed to be reliable as at the date of this Presentation but each of Cooper Energy, its advisers and the Underwriters and their respective affiliates, officers and employees, to the maximum extent permitted by law, expressly disclaim all liabilities (including for negligence) in respect of, and take no responsibility for, any part of this Presentation and make no representation or warranty as to the currency, accuracy, reliability or completeness of information.

APA Group has not prepared, and was not responsible for the preparation of, this presentation. It does not make any statement contained in it and has not caused or authorised its release. To the maximum extent permitted by law, APA Group expressly disclaims any liability in connection with this presentation, and any statement contained in it.

3

NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OR TO U.S. PERSONS

Table of contents

only

1.

Transaction Overview

5

2.

Acquisition Highlights

9

3.

OGPP Overview

20

4.

Funding

24

use

5. Adding value and accelerating growth options

31

6.

Appendices

34

A.

International Offer Restrictions

35

B.

Reserves and Resources

38

ersonal

C.

Risks

41

D. Abbreviations

55

4

ersonal use only

01

Transaction overview

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Cooper Energy Limited published this content on 20 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 June 2022 04:13:06 UTC.