Investor Presentation August Drill-Ready Shallow Water Hydrocarbon Prospect Orange Basin, Offshore Namibia, Africa

Transcription

1 Investor Presentation August 2017 Drill-Ready Shallow Water Hydrocarbon Prospect Orange Basin, Offshore Namibia, Africa

2 Investment Opportunity $5M equity investment in Windfire private placement $0.25 per share pre money valuation $5m Drill-ready shallow water hydrocarbon prospect located in the prolific Orange Basin, Offshore Namibia, Africa Management team with unparalleled technical understanding and M&A success in Namibian oil & gas Low-cost drilling climate due to prevailing low oil prices Historic NI Resource extensive 3D seismic work defining drill targets Contiguous exploration licenses in close proximity to Kudu Gas Field and gas-to-power plant government funded and approved Improved energy sector investment climate 2

3 Petroleum Exploration Licenses WORK REQUIREMENTS INITIAL LICENSE TERM (4 years - USD$60M) Confirm 3D target generated by others Design and undertake additional 3D seismic as required Drill 1 well of 5,000m Total Depth or to the base of the synrift FIRST RENEWAL TERM (2 years - USD$80M) Drill 1 well of 5,000m based on results of first well SECOND RENEWAL TERM (2 years - USD$100M) Further drilling LICENSE OWNERSHIP 70% Windfire Petroleum 20% Strategic Partners 10% Namibian National Oil Company (NAMCOR) PEL 2815 and PEL 2915 Acreage 13,829 km 2 Access Semisubmersible Rig 183 m Water Depth Historic Resource Report DeGolyer & MacNaughton - December % Ownership Represents 5,385 MMBOil Tcf gas (Raw Gas) 3.55 Tcf gas (Soln Gas) 1,248 MMBC condensate Total 12,167 MM BOE (Unrisked Mean) 70% Windfire Ownership Represents 3,770 MMBOil Tcf gas (Soln and Raw combined) 868 MMBC condensate Total 8,517 MM BOE (Unrisked Mean) Total # of Prospects and Leads 19 (10 amplitude anomalies) 3

4 History of PEL Blocks 2815 and 2915 UNX Raised $60M in 2 rounds of financing 2010 Windfire enters into LOI to acquire 70% interest for $1M cash, 15M shares PEL 2815 and PEL 2915 blocks acquired by UNX Energy under the direction of then Chairman Duane Parnham for US$3M PEL Blocks acquired for over US$100M of attributed value* by Brazilian Company HRT HRT Completed 3D Seismic Survey at an est. cost of US$10M Geotechnical Compilation & Interpretation Identified Meerkat target 18 additional Prospects and Leads DeGolyer & MacNaughton NI Compliant Prospective Resource Report HRT Relinquishes Blocks without drilling Meerkat Target *As Chairman of UNX Energy Duane Parnham acquired and sold a basket of Namibian offshore oil concessions, including the Meerkat prospect, to HRT in 2011 for $730M UNX shareholders rewarded with a 10X return on $60M of institutional financing. 4

5 Namibia Drill Activity Windfire Target 5

6 Meerkat Target - Drill-Ready Shallow Water Prospect Drilling Planned for Meerkat in Near Term Water Depth: 183m PTD: 3,500m MD Target: Albian Sandstone Dry Hole Cost: US$35-50M Drilling Time: Approximately 45 days A total of 10 unique amplitude anomalies previously identified on Meerkat with overlapping depositional systems. (from previous interpretation) 6

7 Strategic Location in Namibia Meerkat Target in Block 2815 located inboard to government-funded and approved Kudu Gas-to-Power development project Kudu Gas Pipeline route runs through Block 2815 Kudu gas field at 1.2TCF is commercially viable at current market rates Success at Meerkat prospect would represent a sizable addition to any Kudu gas production and could fasttrack and lower cost of Kudu project Infrastructure ensures Oil and Gas discoveries are both economic NamPower Power Station 7

8 Key Management Duane Parnham Chairman Mr. Parnham has a successful track-record of developing exploration companies from start-up to fully permitted projects with considerable resources and reserves. This experience includes working internationally with governments and landowners to identify highimpact and underdeveloped projects, and providing the capital and managerial resources necessary to create shareholder value. Mr. Parnham has founded and developed multiple resource focussed companies, including Forsys Metals Corp., UNX Energy Corp., Angus Mining Namibia Inc., and Temex Resources Corp. Mr. Parnham also has considerable experience in corporate governance, stakeholder relations and raised capital providing a high rate of success in realizing shareholder value. Kevin Broger CEO & Director Mr. Broger is a veteran oil and gas explorationist and currently President of Out Front of the Curve, an upstream advisory firm focused on the evaluation of oil and gas projects globally. With over 28 years of technical and managerial experience, Mr. Broger is a geoscientist with both geological and geophysical interpretive backgrounds, and extensive international experience within the sedimentary basins of South America and Africa. He previously held positions including CEO of HRT Canada, CEO of Chariot Oil and Gas, and Team Lead of Brazilian New Ventures for EnCana (a leading Canadian oil and natural gas producer). Mr. Broger graduated from the University of Waterloo with a Bachelor of Science (honours) degree in Geology with a minor degree in Economics. He has published and presented multiple technical pieces focused on petroleum system exploration and development. Technical Team Strong team of former professionals with drill operations experience and a history of success in oil and gas discoveries in Africa Dr. Sindila Mwiya Technical Advisor, Namibia Geoscientist, former HRT consultant specializing in permitting & environmental assessment for offshore drilling 8

9 Additional Board Members Mark Frewin, Independent Director Over 25 years of legal and financial experience with an expertise in resources Partner Faskens and previously Partner of McCarthy Tétrault, based in their London office and was formerly a partner with the Wall Street law firm Milbank Tweed. Former member of the board of UNX Energy, as well as legal and strategic advisor MA from Cambridge University (Trinity Hall) Donald Sharpe, Independent Director Over 30 years of oil and gas experience as geophysics with expertise in exploration, production, marketing, finance and management worldwide. Former member of the board of UNX Energy chair of special merger committee BSc University of British Columbia in 1981, a Certificate in Business Management University of Calgary in 1989, graduated Banff School of Advanced Management in 1991, Directors Education Program Institute of Corporate Directors in 2014 and is a member of the Association of Professional Engineers and Geoscientists of Alberta and the Canadian Society of Exploration Geophysicists. King Franz Ingondo, Independent Director Over 10 years of working experience in the oil and gas industry, focused largely on African projects Previously worked at Royal Shell s natural resources department Namibian national with track record of building exploration and production businesses Holds a certificate in Leadership and Inducted into the Namibian Business Hall of Fame. 9

10 Project Timeline Signed LOI with Riviera Mina July 2017 Close $5,000,000 Private Placement and complete transaction Nov 2017 List on TSXV, symbol UNXT, Name Change Windfire Energy Corp Nov 2017 Begin Work Program (Data Interpretation and Well Target Selection) Q Choose Drill Target Q Farmdown Process Begins Q

11 Windfire Energy - Post RTO Share Structure Outstanding Shares 5,356,880 13% Warrants NIL Options (average price $2.50) 70,000 <1% Share Issuance on Deal 15,000,000 37% Planned Private Placement ($5,000,000 at $0.25 cents a share) 20,000,000 49% Fully Diluted Post Deal and Financings 40,464, % 11

12 Term Sheet - $5m Equity Financing ISSUER: TRADING SYMBOL & EXCHANGE: WINDFIRE CAPITAL CORP. (the Company ) WIF.H TSX VENTURE EXCHANGE (NEX) SHARE STRUCTURE Common shares outstanding: 5,356,800 Warrants outstanding: Nil Options outstanding: 70,000 OFFERING: TYPE OF SECURITY: Up to 20,000,000 common shares in the capital of the Company for gross proceeds of up to five million Canadian dollars (CDN$5,000,000) on a private placement basis. Common Share PRICE PER SHARE: CDN $0.25 USE OF PROCEEDS: PURCHASER QUALIFICATIONS: The funds raised from this private placement will be used for the payment of the closing cash consideration due in connection with the proposed RTO transaction with DMiner Asset Management Inc. announced on July 24, 2017, data interpretation costs, work program preparation, and general corporate purposes. Company will also consider additional acquisitions to diversify risk. The offering is open to residents of Canada in accordance with private placement exemptions who are accredited investors under applicable securities legislation and to qualifying investors in jurisdictions in the US and outside of North America and such other jurisdictions as the Company may approve. RESALE RESTRICTIONS: The Common Shares purchased in this private placement will be subject to the mandatory four (4) month hold period required by an Exchange Issuer under Section 74(2)(18) of the Securities Act. CLOSING: Closing will occur one business day following receipt of all required regulatory acceptances in connection with the RTO transaction. At closing, the Company will be moved to Tier II of the TSX Venture exchange and will trade under a new symbol as yet to be determined. Proposed UNXT AGENT None. The offering is being conducted on a non-brokered basis. FINDER S FEE: 8% 12

13 Further Information Duane Parnham, Director DMiner Walt Luke, CEO Windfire Investment Drivers Management team with previous technical and M&A success in region Attractive Entry Point and Economics Contiguous to Kudu Gas & Power Project Multiple monetization and exit strategies (Partner/Farm Down, Sell to Major, Offtake)