DIVERSIFIED GAS & OIL PLC - INVESTOR PRESENTATION JANUARY 2018 - cloudfront.net
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January 2018 Investor Presentation DISCLAIMER The information contained in this document has been prepared by Diversified Gas & Oil PLC (the “Company”). This document is being made available for information purposes only and does not constitute an offer or invitation for the sale or purchase of securities or any of the assets described in it nor shall they, nor any part of them, form the basis of or be relied on in connection with, or act as any inducement to enter into, any contract or commitment whatsoever or otherwise engage in any investment activity (including within the meaning specified in section 21 of the Financial Services and Markets Act 2000). The information in this document does not purport to be comprehensive. While this information has been prepared in good faith, no representation or warranty, express or implied, is or will be made and no responsibility or liability is or will be accepted by the Company or any of its officers, employees, agents or advisers as to, or in relation to, the accuracy or completeness of this document, and any such liability is expressly disclaimed. In particular, but without prejudice to the generality of the foregoing, no representation or warranty is given as to the achievement or reasonableness of any future projections, management estimates or prospects contained in this document. Such forward-looking statements, estimates and forecasts reflect various assumptions made by the management of the Company and their current beliefs, which may or may not prove to be correct. A number of factors could cause actual results to differ materially from the potential results discussed in such forward-looking statements, estimates and forecasts including: changes in general economic and market conditions, changes in the regulatory environment, business and operational risks and other risk factors. Past performance is not a guide to future performance. The document is not a prospectus nor has it been approved by the London Stock Exchange plc or by any authority which could be a competent authority for the purposes of the Prospectus Directive (Directive 2003/71/EC). This document has not been approved by an authorised person for the purposes of section 21 of the Financial Services and Markets Act 2000. The information contained in this document is subject to change, completion or amendment without notice. However, the Company gives no undertaking to provide the recipient with access to any additional information, or to update this document or any additional information, or to correct any inaccuracies in it or any omissions from it which may become apparent. Recipients of this document in jurisdictions outside the UK should inform themselves about and observe any applicable legal requirements. This document does not constitute an offer to sell or an invitation to purchase securities in any jurisdiction. 1
January 2018 Investor Presentation MARKETING PURPOSE Acquire Two Transformative Packages for $180M* in Cash Target: Alliance Petroleum Corporation - $95M Target: “Mountaineer”** - $85M $180M Equity Capital Raise Progresses Stated Strategy Geographic Concentration Drives Enhances per share Further Positions DGOC Efficiency Cash Flow & Dividend as Consolidator Footnotes: * Net of expenses ** “Mountaineer” is a code name 2
January 2018 Investor Presentation CORPORATE OVERVIEW: DIVERSIFIED GAS & OIL PLC APPALACHIAN BASIN GAS AND OIL PRODUCER Corporate Profile Today Exchange Listing Details AIM DGOC DGOC Focus Area Net Daily Production MBoe per Day 10.3 (a) Net PDP Reserves MMboe 54.6 Ordinary Shares in issue #M 145.1 Share Price (18 Jan 2018) GBp/share 88.50 Market Capitalisation(b) US$M $178 Net debt (a) US$M $58 Enterprise Value(b)(c) US$M $236 Regional Profile – Appalachian Basin Established Oldest hydrocarbon producing region in the US Sustainable Long reserve life (~40 to 50+ years per well) with low plugging costs (~$10k/well) Productive Basin produces ~24 Bcf/d Natural Gas with >1 million wells drilled (high success rate) Active Abundant infrastructure that continues to attract new investment with conventional & horizontal development Predictable Geologically prolific, long-life shale rock in Marcellus/Utica and conventional reservoirs Stable Basin located within the continental United States with a stable and industry-friendly political environment Growing Conducive environment; DGO ~80% Production CAGR since 2012; Significant pending acquisitions ($180M) Footnotes: (a) Estimated as of December 31, 2017; (b) As of 18 January 2018 based on a closing price of 88.50 GBp; (c) Assumes a USD:GBP exchange rate of $1.38 4
January 2018 Investor Presentation COMPANY HISTORY MARKED BY GROWTH Gross Boe/ 18,000 day ~80% Gross ‘17 Production CAGR from 2012 to Jun17 Feb: Floated on AIM raising Gross $50m – largest UK O&G Boe/ IPO since April 2014 4,333 day Apr: Gross Acquired producing wells in Gross Boe/ Ohio and Pennsylvania for Gross Boe/ 1,833 day ‘16 $1.75m Boe/ 1,167 day 1,000 day June: Founded ‘15 Acquired producing wells ‘14 ‘10 from Titan for $72.8m; ‘01 Successfully listed Raised add’l $35m through Entered Ohio bond on ISDX secondary offering on AIM Growth Market, which Acquired producing raised £10.6m September: wells from AB Acquired producing wells Closed on the remaining Acquired assets of Titan wells held within Resources for Acquired producing wells from Eclipse Resources Diversified public partnership $14.5m from Broadstreet Energy for $4.8m Resources Inc. for structures (incl. 29 Hz for $2.6m $5.2m Acquired producing Acquired producing Acquired producing wells wells) for $11.4m wells from Deep wells from Operated Acquired producing wells and pipeline assets from Assets located in Resources, for Equity Investment and equipment from Seneca Resources for December: West Virginia $5.5m (Fund 1) for $4.3m Texas Keystone for $725k $7.0m Acquired producing wells from NGO for $3.1m 5
January 2018 Investor Presentation A UNIQUE OPPORTUNITY; ACHIEVING SCALE THROUGH ACQUISITIONS Established, Profitable & Growing • Founded in 2001 by the CEO with ~80% CAGR of production since 2012 • Over 10,300 net barrels of oil equivalent (“Boe”) production per day(a) • 54.6 million Boe Proved-Developed-Producing reserves (significant, unrecorded PUD & 2P potential)(b) Differentiated • Low political and operational risk; 100% US onshore operations with stable, long-life production • Low operating costs & maintenance capex; Averaging $7.46/Boe ($1.24/Mcfe) for the past six months(c) • Cash-flow positive; +40% Adjusted EBITDA margins(c) Proven Dividend Model • Target dividend of ~40% of free cash flow (Paid $0.0398/share in 2017) • Increasing Yield: 5.7% estimated yield on 2018 Dividends (before acquisitions)(d); 4.3% yield on 2017 Dividends(e) • More than 75% above the average yield of the two other UK Listed independent E&Ps paying a regular dividend(d) Value Creating • Deep relationships in the industry support consistent and accretive deal execution • History of success completing acquisitions; ~$135 million of transactions completed; $180 million expected in 1Q18 • Operational excellence & Strong balance sheet / liquidity position; Low unit OpEx cost; $50 million of liquidity(f) Footnotes: (a) Net daily production rate is based on Dec17 “exit rate”; (b)Estimated as of 31 December 2017; (c) For the months June - November 2017; (d) Source: Bloomberg as of 18 Jan 2018; Peers include SEPL & SIA; Estimated yield excludes impact of acquiring the two target acquisitions discussed within this presentation; (e) Assumes an average share price of $0.70 and $0.0399 total dividends; (f) At 31 December 2017 inclusive of $15 million cash + $35 available on credit facility. 6
January 2018 Investor Presentation OUR BUSINESS MODEL Value Balanced ~6% 2018E Dividend Yield(a) 6.0% • Disciplined pursuit of cash producing • Finance acquisitions with a proper 36% Equity Return assets available at low multiples balance of debt and equity to maintain since IPO (b) a strong balance sheet 5.0% Peer Average Yield: 3.3% Stable Efficient 4.0% • Maintain a strong balance sheet and • Maintain efficient cost structure by low leverage at reduced commodity spending only what is necessary 3.0% prices 5.7% 2.0% 3.8% Consistent Returns 1.0% 2.7% • Manage producing wells to maintain • Return meaningful cash to shallow declines and maximize shareholders through the dividend economic recoverable reserves 0.0% DGOC Peer 1 Peer 2 Footnote: (a) Source: Bloomberg as of 18 Jan 2018; Peers include SEPL & SIA; (b) From IPO on 3 Feb 2017 (£0.65) to 18 Jan 2018 (£0.885) 7
January 2018 Investor Presentation TRACK RECORD OF DELIVERING STATED OBJECTIVES Successful AIM IPO • Largest AIM E&P IPO since 2014 • One of only three UK Listed E&P (of 90) to pay a regular dividend(a) • $160m of capital raised in 2017(b); maintaining low leverage profile Financially Strong • $50m of liquidity at 31 December 2017 ($15 cash + $35 undrawn credit facility) Significant Production • 2017 Exit rate of >10,300 net barrels of oil equivalent production per day • Significant producer on AIM; Growing rapidly through acquisitions • >90% of long-life, low-decline wells located within a radius of ~200 kilometers Increasing Scale • Closed three acquisitions since February 2017 IPO, incl. one transformative • Strong pipeline of compelling opportunities with others emerging Reducing Costs • Adjusted EBITDA margin averaging >40% from June to November 2017 • Integration and optimization of Titan acquisition continues • 5.7% estimated 2018 dividend yield before target acquisitions(c) Dividend Paying • 4.3% 2017 yield • 75% above the average of other UK Listed E&Ps regularly paying a dividend(c) Footnote: (a) Dividend paying companies include DGOC, SEPL & SIA; (b) Includes $85m of equity capital and $75m of debt capital; (c) Source: Bloomberg as of 18 Jan 2018; Peers are listed in footnote (a). 8
January 2018 Investor Presentation STRATEGY: ACQUIRE, PRODUCE, DRILL I Price acquisitions as a multiple of cash flows from existing production; Pay N nothing for undeveloped resource O R Source: Large energy players looking to reduce operating expenses and G re-focus their limited financial & personnel resources on shale A N Target: Predictable production rates, long-life (50+ years), low declines I C Focus: On asset attributes & scale vs. location (Geographically agnostic) Acquire and manage O producing natural gas N Deploying rigorous field management programmes and oil properties to G O Reduce unit operating costs and improve margins generate cash flows, I providing stability and N Optimize production by managing compression; perform low-cost workovers growth for our G stakeholders O R Focus on conventional formations G A Strict control of drilling and completion costs N Increased drilling in higher price environment I C o Progressive dividend o Improving gross margins o Reduced unit operating costs o Strong free cash flow generation 9
January 2018 Investor Presentation OUR ASSETS: LOW RISK, LOW COST, LONG LIFE DGOC operates a large portfolio of producing wells driving stable cash flows Low risk (political & operational; US Onshore) producing gas and oil assets (Average Production Mix: +95% natural gas) Shallow depth (~3,000’ to ~6,000’), vertical wells into low permeability reservoirs sitting above the shale Mature wells benefitting from: • Low operating costs (~$1.24 LOE/mcfe(a); Ongoing optimizing) • Low ongoing/maintenance capex (~$1.0m - $1.5m/year) • Low water production (~1/3 Bbl per well per day) Low decline rates averaging 3-5% per annum, enabling a high quality and reliable stream of free cash flow Long well life estimated from 40-50+ years with significant well control Attractive fiscal regime further improved by recent US tax reform as corporate tax rate drops from 35% to 21% Footnotes: (a) Average for the months June - November 2017 10
PENDING TRANSACTIONS Further Transforming DGOC 11
January January 2018 2018 Investor Investor Presentation Presentation ESTABLISHED, LARGE, INDEPENDENT APPALACHIA PRODUCER Addition of two strategic and accretive acquisitions achieves significant scale and economies in the Basin Highlights Pennsylvania ✓ Broad base of producing wells provides for consistent, stable production, cash flows and dividends Ohio ✓ Tight geographical profile provides significant economies driving down unit operating and overhead costs through shared facilities, optimized labor allocation, enhanced vendor management, etc. ✓ Reserves are 100% PDP with estimated remaining lives of ~50 years, with significant 2P & 3P potential LEGEND: Legacy West Virginia ✓ Large Undeveloped HBP Acreage position provides Alliance a significant organic growth platform Mountaineer ✓ Successful execution of large transactions PRO FORMA INFORMATION: establishes DGOC as the consolidator of choice in Daily Production(a): ~28,000 BOE the region PDP Reserves: 173 MMBoe (PV10: $571M) ✓ Long history as an established operator provides credibility among potential sellers of similar assets Strong Margins are Highly Accretive to EBITDA Held by Production Acres: 4.0M Footnotes: (a) Based on the combined midpoints of 26-30 Mboe/day estimate for the Alliance and Mountaineer acquisitions anticipated to close as detailed on the Expected Timetable slide 12
January 2018 Investor Presentation CONCENTRATED FOOTPRINT IN THE BASIN DGOC Today Alliance Mountaineer DGOC Combined Pennsylvania Ohio Strategic acquisitions within a tight focus area allow for >90% of DGOC wells in OH, greater near and long-term PA & WV are within a West Virginia synergy potential 200km radius 13
January 2018 Investor Presentation TRANSACTION RATIONALE: ALLIANCE (STRUCTURE: STOCK PURCHASE) Geographically Aligned with Existing Assets; Significantly accretive on evaluated metrics: Acquisition Criteria / Valuation Metrics ($95M Purchase Price) Net Daily production (90%+ Natural Gas) 53,000 Mmcfe / Boe 8,800 Reserves - PV10 ($Million) $168 PDP Reserves – Volumes (MMBoe) 49.3 Reserves – Long remaining life >50 years High net revenue interest ~78% Increases HBP undeveloped acreage (Millions) 1.5 Increases operational density; creates economies Increases quality of skilled labor PDP Reserves +90% Accretive to EBITDA per share Net Daily Production +86% Accretive to cash flow per share HBP Acres +94% Funds progressive dividend Anticipated closing date 07 Mar 2018 Significant Existing Hedge Book(a) Footnotes: Estimated 70% of Alliance natural gas production is hedged at $2.35 14
January 2018 Investor Presentation TRANSACTION RATIONALE: MOUNTAINEER (STRUCTURE: ASSET PURCHASE) Geographically Aligned with Existing Assets; Significantly accretive on evaluated metrics: Acquisition Criteria / Valuation Metrics ($85M Purchase price) Net Daily production (90%+ Natural Gas) 54,000 Mmcfe / Boe 9,000 Reserves - PV10 ($Million) $178 PDP Reserves – Volumes (MMBoe) 69.3 Reserves – Long remaining life >50 years High net revenue interest ~73% Increases HBP undeveloped acreage (Million) 0.9 Increases operational density; creates economies Increases quality of skilled labor PDP Reserves +127% Accretive to EBITDA per share Accretive to cash flow per share Net Daily Production +87% Funds progressive dividend HBP Acres +53% Anticipated closing date 31 Mar 2018 15
January 2018 Investor Presentation INORGANIC GROWTH - CASH FLOW & EBITDA ACCRETIVE 20,000 Daily Production (Net Boe/d) 5.0x Multiple Paid of Op Cash Flow 17,833 18,000 Transformative Acquisition (includes acquired G&A expenses) 16,000 Bolt-on Acquisition 3.9x 4.0x 14,000 Cash Flow Multiple Paid 3.3x Net Boe per Day 12,000 2.8x 3.0x 2.4x 10,000 2.3x 7,250 8,000 2.0x 1.6x 6,000 4,000 1.0x 1,490 2,000 538 627 218 0.0x - Eclipse Seneca EnerVest Titan NGO Current Targets 2016 2017 2018 16
January 2018 Investor Presentation NET PRODUCTION & RESERVE GROWTH Stable production base with low (~3% annual) declines and long life (~50+ years remaining life) 30.0 +87% +173% 25.0 9.0 28 ------------------ +86% Net Boe per Day 20.0 54MMcf/d 97% Natural Gas 8.8 15.0 53 MMcf/d 10.0 10.3 5.0 62 MMcf/d 170 MMcf/d - DGOC Legacy(a) Alliance Mountaineer DGOC Combined Reserves are 100% PDP; Offer significant PDP/Organic Development Upside(b) 200.0 180.0 +127% +217% Net PDP Million Boe 160.0 69.3 173.2 140.0 120.0 +90% PV10: $178M 100.0 80.0 49.3 60.0 PV10: $168M 40.0 54.6 20.0 PV10: $571M PV10: $225M - DGOC Legacy(b) Alliance Mountaineer DGOC Combined Footnote: (a) 207 Exit Rate (December 2017); (b) Estimated as of January 2-12, 2018 using the current NYMEX strip 17
January 2018 Investor Presentation ACQUISITIONS SUBSTANTIALLY INCREASE SCALE & ECONOMIES PDP Reserves(a) Net Daily Production (26-30 MBoe/d)(a) 200.0 $700 30.0 180.0 +217% $600 160.0 25.0 PV10 ($Millions USD) $572 MBoe per Day 140.0 $500 Millions of Boe 20.0 120.0 $400 +170% 100.0 15.0 80.0 $225 173.2 $300 60.0 10.0 $200 40.0 54.6 $100 5.0 10.3 20.0 - $- - Legacy DGO Pro forma Legacy DGO Pro forma Acres Held by Production(a) Accretive to EBITDA per share 4.5 $80.0 +147% 4.0 $70.0 3.5 $60.0 Millions of Acres 3.0 $ millions 2.5 $50.0 2.0 4.0 $40.0 1.5 $30.0 1.0 1.6 $20.0 0.5 $28.0 - $10.0 Legacy DGO Pro forma Legacy DGO Pro forma Footnote: (a) Pro forma increases are calculated from the midpoint 18
January 2018 Investor Presentation LINE OF SIGHT TO LOWER COSTS LOE per Boe (~$6.25-$6.75 per BOE)(a) G&A per Boe ($0.85-$1.15)(a) $7.60 $2.50 $7.40 $7.20 $7.46 $2.00 $7.00 $1.99 LOE $ / Boe G&A / Boe $6.80 $1.50 $6.60 $6.40 $1.00 $6.20 $6.00 $0.50 $5.80 $1.24 Mcfe $0.33 Mcfe $0.17 Mcfe $1.08 Mcfe $5.60 $- Legacy DGO Pro forma Legacy DGO Pro forma Cash Operating Costs / Boe: Peer Comparison(b) $45.00 $40.00 Peer Average: $35.00 $20.43 $30.00 $25.00 $20.00 $15.00 $10.00 $5.00 $7.46 $- DGOC Peer 10 Peer 11 Peer 12 Peer 13 Peer 15 Peer 16 Peer 1 Peer 2 Peer 3 Peer 4 Peer 5 Peer 6 Peer 7 Peer 8 Peer 9 Footnote: (a) Legacy DGO values are based on the average for the six month period June – November 2017 and the % declines are based on the midpoints of the ranges shown; (b) Source: Bloomberg and Peers include TLW, PMO, NOG, SEPL, ENQ, GENL, SQZ, CNE, GKP, FPM, OPHR, SIA, ELA, LEK, AMER, SEX 19
January 2018 Investor Presentation SIGNIFICANT ORGANIC OPPORTUNITY SET Infill Drilling Opportunities Single Gas & Oil Well IRRs • Substantial ~4.0 million+ acre leasehold, estimated 80% 50% 45% undeveloped based on 20 acre full-development spacing 45% 40% 40% 35% • Low risk, low cost development. 150 wells drilled by DGO prior to 30% 2012 with no dry holes. $250k-$350k/well to drill & hook up 35% 25% 30% • IP rates ~125 mcfepd per well, much shallower decline rates than 25% 21% shale wells (~25% in year 1 vs. ~75%+ for unconventional) 20% • Options to restart drilling activity when single well IRRs exceed the 15% returns available from inorganic growth opportunities 10% 5% • Opportunity to increase 2P & 3P reserves with a future engineering 0% study of our largely undeveloped footprint $2.5/mcf $3.0/mcf $3.5/mcf $4.0/mcf $4.5/mcf $5.0/mcf Four Million Acres Held by Production Significant Infill Development Opportunity 5.0 160 Acres Held by Production (Millions) Existing Acres per Well 4.0 Full Development : ~80% 120 ~20 Acre Spacing 139 Undeveloped 0.9 4.0 3.0 80 92 1.5 85 2.0 64 40 1.0 1.6 - - DGOC Alliance Mountaineer DGOC DGOC Alliance Mountaineer DGOC Legacy Combined Legacy Combined 20
January 2018 Investor Presentation ACQUISITION STRUCTURE & FINANCING OVERVIEW Highlights Low Net Leverage; Organically De-Leveraging 4.x Covenant Limit = 3.5x ✓ Continued commitment to balanced 3.5x use of debt and equity capital to 3.x Debt / EBITDA 2.5x maintain low leverage and a strong 2.x balance sheet 1.5x 1.x 0.5x ✓ Credit facility remains at $110M with 0.x 0.8x 0.0x .x DGOC Pro Forma DGOC Pro Forma $35M available 2020 Capital Structure for each Target Purchase ✓ Leverage remains significantly Equity below covenant levels after funding $100 acquisitions $80 $ Million USD $60 ✓ Strong cash flow profile of the $40 $95 $85 business generates cash to repay $20 debt, reducing leverage over time $- Alliance Mountaineer 21
January 2018 Investor Presentation COMMITMENT TO A STRONG BALANCE SHEET Pro Forma Capitalization ($M)(a) Pro Forma Liquidity ($M) Cash & Cash Equivalents $ 15 $60 Credit Availability Cash Borrowings 73 $50 Million $50 Total Shareholders’ Equity(b) 276 $15 $40 $ Millions USD Total Capitalization $364 $30 Liquidity Cash & Cash Equivalents $ 15 $20 $35 Undrawn portion of Credit Facility 35 $10 Total Liquidity 50 $- Pro Forma Debt Maturities ($M)(c) $120 Outstanding Acquisitions Undrawn $100 32% Undrawn $35 $80 $- No Current Maturities(c) $60 $40 $73 $20 $- $- 2018 2019 2020 Footnote: (a) Cash and cash equivalents reflects cash of $15M at 31Dec17 with no incremental cash build related to the $189M equity issuance net of closing fees (b) Shareholders Equity calculated as $87m at 30 June 2017 (last reported mid-year results) plus $189M equity offering to fund the acquisitions;(c) Credit facility matures in 2020 with terms that include a principal cash sweep paydown provision whereby after dividends, taxes and all other operating cash flows, 90% of remaining cash is 22 used to paydown the facility. Under the terms of the facility, which is not a revolver, principal paydowns are not available for future draws.
January 2018 Investor Presentation EXPECTED TIMETABLE 2018 31 Jan Roadshow Complete 31 Jan ABB Announcement 31 Jan Book Closed Placing Announcement & Circular Posted 1 Feb 2017 Final Dividend declared 19 Feb Shareholder Meeting 20 Feb Settlement & Admission of Placing Shares Early Mar Alliance Acquisition Completed Early Apr Mountaineer Acquisition Completed 23
APPENDIX
January 2018 Investor Presentation HEDGE PORTFOLIO PROTECTS CASH FLOW & THE DIVIDEND(a) Crude Oil (bbl, $/Bbl) 1H18 2H18 1H19 2H19 1H20 2H20 1H21 Oil Hedges Costless Collars 75,200 73,600 78,000 73,600 33,000 - 100,000 Ceiling $51.52 $51.45 $52.66 $52.40 $57.40 $50.00 80,000 Floor $41.41 $41.50 $43.25 $43.50 $42.50 $40.00 Swaps - - - - - 33,000 60,000 $30.00 Swap Price $50.78 40,000 $20.00 Total Hedge Volume 75,200 73,600 78,000 73,600 33,000 33,000 20,000 $10.00 Weighted Average Floor Price $41.41 $41.50 $43.25 $43.50 $42.50 $50.78 - $0.00 1H18 2H18 1H19 2H19 1H20 2H20 1H21 Hedged Volume (Bbl) Swap/Long Put Price ($/Bbl) % of Forecasted Production Hedged 71% 72% 80% 78% 38% 39% Natural Gas Hedges(b) 10,000,000 $3.00 8,000,000 $2.50 $2.00 6,000,000 $1.50 4,000,000 Natural Gas (MMBtu, $/MMBtu) 1H18 2H18 1H19 2H19 1H20 2H20 1H21 $1.00 Hedges & Physical Sales 8,267,375 8,114,807 5,641,176 5,661,085 5,647,812 5,388,085 2,970,000 2,000,000 $0.50 Weighted Average Floor Price $2.57 $2.57 $2.60 $2.57 $2.56 $2.61 $2.91 - $0.00 1H18 2H18 1H19 2H19 1H20 2H20 1H21 % of Forecasted Production Hedged 84% 86% 62% 65% 68% 67% 38% Volumes (MMBtu) Weighted Avg Floor Price ($/MMBtu) Natural Bas Basis Hedges (b) Natural Gas Basis (MMBtu, $/MMBtu) 1H18 2H18 1H19 2H19 1H20 2H20 1H21 7,000,000 $0.00 Hedges & Physical Sales 5,753,419 4,589,200 5,803,853 5,842,923 4,873,543 4,829,123 2,977,500 6,000,000 ($0.10) Weighted Average Basis Price ($0.51) ($0.61) ($0.56) ($0.56) ($0.56) ($0.57) ($0.49) 5,000,000 ($0.20) 4,000,000 ($0.30) 3,000,000 ($0.40) 2,000,000 ($0.50) 1,000,000 ($0.60) - ($0.70) 1H18 2H18 1H19 2H19 1H20 2H20 1H21 25 Footnote:(a)Existing hedge positions relate to legacy production and exclude all volumes to be acquired with the target acqui sitions; (b) Natural gas hedges reflected are Volumes (MMBtu) Weighted Average Basis Price a blend of financial and physical hedge contracts
January 2018 Investor Presentation RECENT TAX REFORM WILL ENHANCE CASH FLOW ➢ US Corporate tax rate significantly reduced Reduced Cash Taxes from Lower Corporate Rate from 35% to 21% 40% 35% ➢ Reduction in corporate tax rate will reduce Corporate Tax Rate 30% cash taxes beginning in 2018 following the 25% utilization of DGOC’s existing deferred tax 20% 34% liability 15% 10% 21% ➢ Lower tax rate will reduce DGOC’s 5% 0% deferred tax liability Pre-Reform Post-Reform Gain to Recognize Lower Deferred Tax Liability ➢ 100% Bonus depreciation is now eligible for used assets (as long as they are ‘first $16.0 Deferred Tax Liability ($Million) use’ for the acquirer) $14.0 $15.1 Estimated Gain $12.0 on Revaluation $10.0 ➢ Value allocated to discretely identified $8.0 personal property assets acquired as $6.0 part of larger asset deals become fully $4.0 deducted in the year of acquisition $2.0 $- Legacy DGO Pro forma 26
January 2018 Investor Presentation ROBUST, EXPANDING DISTRIBUTION NETWORK Conventional Production Benefits Recent Pipeline Approvals: Low pressure gathering and transmission systems that Atlantic Sunrise: ~200 miles of pipe; 1.7 Bcf/day do not take Marcellus and Utica production Rover: ~500 miles of pipe; 3.25 Bcf/day Separation Units At Site: Oil trucked directly to market, gas delivered through flow-lines to processing facilities before using surrounding third party pipelines 27 Map Source: Energy company filings (shapefile), Energy Information Administration; Credit: Leanne Abraham, Alyson Hurt and Katie Park/NPR
January 2018 Investor Presentation MANAGEMENT TEAM Years of Name Position Profile Experience ▪ Founded DGO in 2001 Robert “Rusty” ▪ 4th generation oil and gas CEO ▪ 13 years in finance and accounting in the banking industry, CPA 28 Hutson, Jr. ▪ Field operations, investor relations, capital raise, acquisitions ▪ Joined DGO in 2016 ▪ 25 years in finance, accounting and operations management, CPA Bradley Gray FD; COO ▪ Commodities experience 28 ▪ Capital management and operations oversight ▪ Joined DGO in 2017 CFO ▪ 17 years in finance, accounting and audit, CPA Eric Williams ▪ 8 years in oil and gas 17 IR ▪ Capital markets, investor relations, financial reporting, controllership, audit ▪ Joined DGO in 2017 through its acquisition of Titan Energy SVP ▪ 35 years in oil and gas production operations Bob Cayton ▪ Experienced in multiple facets of producing well management including well tending, disposal 35 Ops INDUSTRY AND CAPITAL MARKETSwellEXPERIENCE management, drilling operations, etc. ▪ Joined DGO in 2017 through its acquisition of Titan Energy SVP ▪ 36 years in oil and gas operations and environmental compliance Jack Crook ▪ Safety policies, procedures, and training 36 EHS ▪ Exec Board Member & Secretary of the Board of PA Independent O&G Association ▪ Joined DGO in 2017 VP ▪ 21 years in audit and corporate finance for publicly traded US companies, CPA Bryan Berry ▪ Investment banking experience with an emphasis in consumer services 24 Finance ▪ Deep experience in financial modeling, analysis and budgeting ▪ Joined DGO in 2017 through its acquisition of Titan Energy VP ▪ 35 years in oil and gas Bill Kurtz ▪ Experienced in energy marketing, field ops, land mgmt, acquisitions and reservoir engineering 35 Energy Marketing ▪ Active member of AAPL, OOGA (producers committee member), PIOGA and SPE. Cumulative Management Team Experience 203 28
January 2018 Investor Presentation THE BOARD: ALIGNED WITH SHAREHOLDERS (SIGNIFICANT INSIDE OWNERSHIP >30%) Name Position Profile Shares Held ▪ Joined DGO in 2005 as 50% owner with Rusty Huston Robert Post Non-Executive Chairman ▪ Successful business entrepreneur and industrial operations experience 20.0 M ▪ B.S. degree in Accounting from Jacksonville State University, Alabama (13.8%) ▪ Founded DGO in 2001 Robert “Rusty” ▪ 4th generation oil and gas 20.0 M Chief Executive Officer Hutson, Jr. ▪ 13 years in finance, accounting and the banking industry, CPA (13.8%) ▪ Field operations, investor relations, capital raise, acquisitions ▪ Joined DGO in 2016 Finance Director and ▪ 28 years in finance, accounting and operations management, CPA 2.2 M Bradley Gray Chief Operating Officer ▪ Commodities experience (1.5%) ▪ Capital management and operations oversight ▪ Long and successful career in the investment sector ▪ Worked at a number of leading city investment houses, as both an investment 0.1 M David Johnson Non-Executive Director analyst, and more recently, in equity sales and investment management (0.1%) ▪ Roles with Panmure, Investec, Henderson Crosthwaite, Sun Life Assurance and Chelverton Asset Management ▪ Partner in the corporate team at Watson Farley & Williams in London Martin ThomasAND CAPITAL Non-Executive Director ▪ 30 year legal career, including 7 years as the European Managing Partner of a global 2.0 M INDUSTRY MARKETS EXPERIENCE law firm headquartered in the United States (1.4%) 50.0 35% 31% Investors Holding >3% Shares % of Shares Outstanding As of 31 December 2017 30% 40.0 % O/S Shares in Millions 25% 30.0 20% 13% 15% 20.0 10% 9% 10% 10.0 5% 4% 4% 3% 3% 5% 44.4 18.2 14.9 13.2 7.0 6.1 5.4 4.8 4.5 - 0% Directors Sand Grove GLG Miton Janus Hadron Premier Hargreave River and 29 Henderson Hale Mercantile
Contact Information Company Brokers Diversified Mirabaud Stifel PO BOX 381087 MIRABAUD SECURITIES LIMITED STIFEL NICOLAUS EUROPE LTD | BIRMINGHAM, ALABAMA 10 BRESSENDEN PLACE 150 CHEAPSIDE 35238-1087 (USA) LONDON SW1E 5DH LONDON EC2V 6ET ERIC W ILLIAMS, CFO PETER KRENS ASHTON CLANFIELD EWILLIAMS@DGASOIL.COM PETER.KRENS@MIRABAUD.CO.UK ASHTON.CLANFIELD@STIFEL.COM +1-205-379-8321 +44 (0)20 3167 7221 +44(0) 20 7710 7459 WWW.DIVERSIFIEDGASANDOIL.COM
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