Denne melding til obligasjonseieme er kun utarbeidet på engelsk. For informasjon vennligst kontakt Nordic Trustee ASA

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1 NORDIC TRUSTEE Denne melding til obligasjonseieme er kun utarbeidet på engelsk. For informasjon vennligst kontakt Nordic Trustee ASA To the bondholders in: ISIN NO per cent. Iona Energy Company (UK) Limited Senior Secured Callable Bond Issue 2013/2018 Oslo, 9 June 2016 Summons to Bondholders Meeting 1. PARTIES Nordic Trustee ASA (formerly Norsk Tillitsmann ASA (the Bond Trustee )) acts as trustee for the holders of the bonds (the Bondholders ) in the above mentioned bond issue (the Bond Issue or the Bonds ) in respect of which Iona Energy Company (UK) Limited (in administration) (formerly Iona Energy Company (UK) Pic (the Issuer )) is the issuer and Iona Energy Inc. ( Iona or the Parent ) and Iona UK Huntington Limited (in administration) (the Huntington Subsidiary ) are the guarantors. All capitalised terms used in this summons (the Summons ) shall have the meaning assigned to them in the bond agreement originally dated 26 September 2013 (as amended on 3 June 2014 and as amended and restated on 17 April 2015) and made between the Issuer, the Parent, the Huntington Subsidiary and the Bond Trustee (the Bond Agreement ) or the summons dated 14 December 2015 (the December Summons ) to the Bondholders Meeting held on 21 December 2015 (the December Bondholders Meeting ) unless otherwise stated herein. The information in this Summons regarding the Issuer is provided by the Joint Administrators, and the Bond Trustee expressly disclaims all liability whatsoever related to such information. 2. BACKGROUND 2.1 The administration of the Companies As explained in the December Summons, on 18 November 2015, the Parent announced that the proposed farm-out in respect of the Orlando Asset, which was an integral part of the proposed restructuring of the Group (the Restructuring ), could not proceed and it was highly likely that the Issuer and the Huntington Subsidiaiy (together, the Companies ) would need to commence insolvency proceedings to protect the interests of all stakeholders. Following the Parent s announcement, management of the Companies commenced an accelerated M&A process in order to seek to dispose of the businesses or assets of the Companies to one or more third party purchasers (the M&A Process ). The Companies management also engaged in discussions in order to exit the Issuer s investment in the Trent & Tyne Asset. It was anticipated that any disposals of the Companies assets and/or the exit from the Trent & Tyne Asset would be carried out by the Companies in administration. On 22 December 2015, the Bond Trustee issued a notice to the Group in accordance with clause 16.4 of the Bond Agreement pursuant to which it declared that due to the Issuer s failure (i) to make a payment on 1 December 2015 under the Decommissioning Security Agreement in respect of the Huntington Asset, and (ii) to implement the Restructuring by 30 November 2015, the Outstanding vl8 PO Box 1470 Vika, N-0116 Oslo. Haakon-Vlls gate 1, Oslo nordictrustee.com

2 Bonds were in default and the Outstanding Bonds together with accrued interest, costs and expenses were due for immediate repayment. On the same date, the Bond Trustee also enforced its security over the Escrow Account. On 30 December 2015, the Bond Trustee applied US $50 million from the Escrow Account in partial prepayment of the principal of the Outstanding Bonds. The Bond Trustee currently holds an amount equal to US $7,005,330 as at the date of this Summons (the Escrow Retention Amount ) in accordance with the authority granted to it at the December Bondholders Meeting. On 23 December 2015, the directors of each of the Issuer and the Huntington Subsidiaiy filed notices of intention to appoint Chad Griffin and Lisa Rickelton of FTI Consulting LLP ( FTI ) to act as joint administrators of each of the Companies (the Joint Administrators ). The Joint Administrators were appointed to each of the Companies on 6 January For further details on the steps that the Joint Administrators have taken since their appointment, and the transactions in respect of the Companies assets that have been, or are in the course of being, implemented to date, Bondholders are referred to the letter from the Joint Administrators to all known creditors dated 14 January 2016 and the Joint Administrators Report and Statement of Proposals dated 10 February 2016 (the Statement of Proposals ), both of which are available on Offer for the shares in the Issuer by Bridge Petroleum Limited On 29 January 2016, the Joint Administrators received an indicative offer from Bridge Petroleum Limited ( Bridge ) for the entire issued share capital in the Issuer (the Issuer Shares ) in exchange for an element of upfront cash consideration and deferred consideration which is, in part, calculated by reference to future oil production from the Orlando Asset and Kells Asset (the Offer ). Bridge is an independent oil and gas company which was established in 2015 to invest in opportunities in the UK Continental Shelf. Bridge will partner with a consortium of leading industry suppliers to develop the Orlando Asset and the Kells Asset to first oil. The Joint Administrators understand that Bridge intends to commence redevelopment of the Orlando Asset in Q and is targeting first oil in late On 8 March 2016, the Joint Administrators and the Issuer entered into heads of terms with Bridge in relation to the Offer. The heads of terms initially granted an exclusivity period until 18 April 2016 to enable Bridge to negotiate the details of the Offer and conduct its due diligence. This deadline has been extended until 3 June Bridge has paid a non-refundable deposit of US $250,000 to the Issuer in connection with the signing of the heads of terms (the Deposit ). The Deposit will be used to fund part of the CVA Fund (as defined below). The Offer follows several months of marketing of the Issuer Shares and the Issuer s assets by management and the Joint Administrators. It is the view of the Joint Administrators that the Offer represents the best offer available in the circumstances to maximise recoveries to Bondholders and other stakeholders. Accordingly, the Issuer is seeking the consent of the Bondholders to the Proposals (as defined below) in this Summons in order to implement a transaction to deliver the sale of the Issuer Shares to Bridge on the terms of the Offer and in accordance with the steps set out in paragraph 2.4 below (the Transaction ). The Bond Trustee has engaged Advokatfirmaet Thommessen AS ( Thommessen ) to advise it in connection with the Norwegian law aspects of the Transaction. 2.3 Summary of the Offer (a) The key economic terms o f the Offer -2-

3 The key economic terms of the Offer are as follows: following a company voluntary arrangement of the Issuer to compromise its existing liabilities taking effect (see paragraph 2.4 below), Bridge Petroleum 2 Limited ( BP2 ), an acquisition vehicle 90 per cent, owned by Bridge, will acquire the Issuer Shares. The Huntington Subsidiary will not be acquired by BP2; BP2 will lend US $1.75 million (the CVA Funding Amount ) to the Issuer which, together with the Deposit, will constitute a loan of US $2 million that will be used to establish a fund for the benefit of certain of the unsecured creditors of the Issuer in order to pay them a dividend in the company voluntary arrangement; BP2 will lend US $5.7 million (the Partial Repayment Amount ) to the Issuer. The Issuer will pay the Partial Repayment Amount to the Bond Trustee to be applied as a partial repayment of the aggregate amount outstanding under the Outstanding Bonds; the Outstanding Bonds will be transferred to Lazarus Limited, a special purpose vehicle incorporated in the Cayman Islands ( Newco ), in consideration for the issuance by Newco of new zero coupon limited recourse bonds of an aggregate principal amount of up to US $250 million (the New Bonds and the holders thereof, the New Bondholders ) (such exchange of Outstanding Bonds for New Bonds, the Bond Exchange ); BP2 will enter into a debt sale agreement (the Debt Sale Agreement ) with Newco, pursuant to which it will pay to Newco the following amounts (the Debt Sale Consideration ) in consideration for Newco transferring the Outstanding Bonds to BP2: (i) US $1; (ii) (iii) (iv) (v) an amount in cash equal to the aggregate amount recovered by the Issuer in respect of (i) VAT for periods up to and including completion of the Transaction, (ii) insurance rebates, and (iii) the sale of the Kells tree owned by the Issuer (together the Early Deferred Consideration ); an amount in cash equivalent to 5 per cent, of the Issuer s gross revenue from the sale of crude oil from the Orlando Asset and the Kells Asset from the date that (i) the Issuer first delivers crude oil from either of the Orlando or the Kells fields to the Bridge Lender (as defined below), or (ii) such other date that crude oil produced from either the Orlando Asset or the Kells Asset is first sold commercially (such date being First Oil ) (the Deferred Consideration ); BP2 at its option may elect to terminate the DSA by making an acceleration payment to Newco in respect of the total projected Deferred Consideration payable to Newco, being an amount calculated in accordance with the formula contained in the Debt Sale Agreement (the Acceleration Payment ); and if BP2 breaches the restrictions in the Debt Sale Agreement in relation to (i) disposals of BP2 s interest in the Orlando Asset or the Kells Asset, and/or (ii) disposals by BP2 of the shares in the Issuer, Newco will be entitled to demand from BP2 a liquidated settlement payment, being an amount calculated in accordance with the formula contained in the Debt Sale Agreement (the Liquidated Settlement Payment ), the payment of which by BP2 to Newco will result in the termination of the DSA;

4 the maximum aggregate amount of Deferred Consideration payable to Newco under the Debt Sale Agreement shall be capped at US $250 million; Newco s right to receive payment of the Deferred Consideration or the Acceleration Payment (if any) will be subordinated to certain other liabilities owed by BP2, as further described at sub-paragraph (b) below; BP2 will refinance an amount of Outstanding Bonds at that time equal to approximately US $23.8 million into an intercompany balance between BP2 and the Issuer. An amount of Outstanding Bonds equal to approximately $286.5 million (including the Outstanding Bonds refinanced as an intercompany loan) will be cancelled by BP2; and under the terms of the New Bonds, Newco will make mandatory repayments of principal to the New Bondholders from the net proceeds of the Early Deferred Consideration and the Deferred Consideration, (or, in the alternative, from the Acceleration Payment (if any) or the Liquidated Settlement Payment (if any)) under the Debt Sale Agreement if and when it receives these proceeds from BP2 under the Debt Sale Agreement. (b) Newco s right to receive Early Deferred Consideration, Deferred Consideration and/or the Acceleration Payment (if any) In connection with its acquisition of the Issuer, BP2 will obtain US $15 million financing for the Transaction from a commercial counterparty (the Bridge Lender ), in respect of which BP2 will pay interest. The Issuer is required by the Bridge Lender to enter into certain hedging agreements with an affiliate of the Bridge Lender (the Hedge Counterparty ) in respect of oil prices for a volume of oil equivalent to up to 75 per cent, of the IP production profile of the Issuer s share of the Orlando Asset until the date that the acquisition financing is repaid in full. A deferred hedging premium, which will be calculated after Completion, will be payable by BP2 to the Hedge Counterparty (such hedging premium, together with the US $15 million financing (and interest thereon), being the Bridge Acquisition Financing ). Under the terms of the Debt Sale Agreement, the Deferred Consideration will be due to Newco from the date of First Oil. However, Newco will not be entitled to receive payment of the Deferred Consideration (or the Acceleration Payment (if any)) until the date that both (i) the US $15 million and interest thereon have been repaid in full, and (ii) the earlier of (A) the day the hedging premiums have been fully paid to the Hedge Counterparty and (B) 31 December Therefore, Newco s right to payment is subordinated to the Bridge Lender s and the Hedge Counterparty s rights of payment in respect of the Bridge Acquisition Financing. Provided that the Bridge Acquisition Financing has not been accelerated, Newco will be entitled to receive Early Deferred Consideration from BP2 within ten business days of receipt by BP2 of any amounts which constitute Early Deferred Consideration. On and from completion of the Transaction, the Bridge Lender and the Hedge Counterparty will have first ranking security over the assets of and shares in the Issuer and BP2 to secure amounts payable to them under the Bridge Acquisition Financing. Newco will not have any security over the assets of or shares in the Issuer or BP2. However, Newco will benefit from a guarantee granted by the Issuer of BP2 s obligations under the Debt Sale Agreement (as described at paragraph 2.4 below). (c) Other key terms o f the Debt Sale Agreement In addition to the provisions outlined above, the key terms of the Debt Sale Agreement are as follows: BP2 will provide to Newco: -4-

5 o o on a quarterly basis during the development phase, infoimation on the development of the Orlando field and the Kells field; on a semi-annual basis, 12-month forecasts of the Deferred Consideration payable in the following 12-month period; o details of any material amendment, termination, surrender, revocation or relinquishment of the Licences in respect of the Orlando Asset or the Kells Asset; and o any other information reasonably requested by Newco to enable Newco to ensure BP2 has complied with all of its obligations under the Debt Sale Agreement; BP2 and its affiliates may not grant any security over the shares in the Issuer, the Orlando Asset, the Kells Asset or the assets in respect of which Early Deferred Consideration is payable without Newco s consent, unless the security (i) is permitted by the terms of the Bridge Lender s financing documents, or (ii) is not granted over more than 50 per cent, of Kells Asset and 50 per cent, of the Orlando Asset; BP2 may not dispose of its interest in the Orlando Asset and/or the Kells Asset below 50 per cent, unless BP2 s obligations to pay Deferred Consideration to Newco are novated to the proposed transferee or its affiliate (and subject to certain restrictions on the transferee or affiliate having holdings in, or income derived from, oil and gas assets), and subject to Newco being satisfied it has received an adequate indemnity in respect of any loss that Newco may suffer if there are adverse withholding tax consequences resulting from such disposal; and BP2 may not dispose of its shares in the Issuer unless (i) such disposal is for BP2 s entire shareholding, (ii) the Debt Sale Agreement is novated to the transferee of the shares or its affiliate on the same terms (and subject to certain restrictions on the transferee or affiliate having holdings in, or income derived from, oil and gas assets), (iii) the UK Oil and Gas Authority has issued a comfort letter in respect of the transfer, and (iv) Newco is satisfied it has received an adequate indemnity in respect of any loss that Newco may suffer if there are adverse withholding tax consequences resulting from such disposal. 2.4 Overview of the Transaction steps The Transaction will be implemented in a series of steps as described below. At the date of this Summons, Steps 1 to 4 inclusive have already occurred. The exact order and timing of the steps may be subject to change. Step 1 - Enforcement o f share pledge over the Issuer Shares; re-registration o f the Issuer as a private limited company Pursuant to the authority granted to it at the December Bondholders Meeting, on 27 May 2016 the Bond Trustee (in its capacity as Security Agent) issued a notice to the Obligors enforcing its share pledge over the Issuer Shares and notifying the Obligors that it will exercise all voting rights in respect of the Issuer Shares in such a manner as it, in its discretion, thinks appropriate. In order to implement the Transaction, it was necessary for the Issuer to be re-registered as a private limited company. In order to effect the re-registration, the directors and the Joint Administrators convened, at short notice, a shareholder s meeting of the Issuer at which the Bond Trustee (in its capacity as Security Agent and sole shareholder of the Issuer) resolved that: (a) the Issuer would be reregistered as a private limited company; and (b) the name of the Issuer would be changed to Iona Energy Company (UK) Limited (the Issuer Re-Registration ). -5-

6 Step 2 - Transfer o f the shares in the Huntington Subsidiary As the Offer excludes the Issuer s shareholding in the Huntington Subsidiary, it was necessary for the entire issued share capital in the Huntington Subsidiary (the Huntington Shares ) to be transferred from the Issuer to Iona UK Developments Co Limited ( Iona Developments ). Iona Developments is a sister company of the Issuer and is not in insolvency. In order to transfer the Huntington Shares to Iona Developments, it was necessary for the Bond Trustee to release the security it held over the Huntington Shares and consent to the transfer of the Huntington Shares to Iona Developments for consideration of US $1. The Bond Trustee has exercised its discretion to consent to the transfer of the Huntington Shares and the release of its security over them pursuant to the authority granted to it at the December Bondholders Meeting. Accordingly, Iona Developments is now the 100 per cent, shareholder of the Huntington Subsidiary. The security granted over the assets of the Huntington Subsidiary has not been released and it is not expected that the Huntington Shares will have any equity value. The Huntington Subsidiary will remain liable as a Guarantor in respect of the Outstanding Bonds (see Step 6A below) notwithstanding the ultimate cancellation of the Outstanding Bonds themselves as part of the Transaction. Step 3 - Transfer o f Recovery Actions to Huntington Based on their preliminary investigations into the affairs of the Issuer, the Joint Administrators have identified one or more possible rights to certain recovery actions (the Recovery Actions ) which the Issuer may have. In order to preserve these Recovery Actions so that they may be investigated properly and pursued (if appropriate) in due course, the Joint Administrators have assigned the rights to the Recovery Actions to the Huntington Subsidiaiy. As the Huntington Subsidiary will not be released from its obligations as Guarantor, to the extent that any Recovery Actions are brought by the Joint Administrators of the Huntington Subsidiary which result in cash realisations, the Huntington Subsidiary is required to retain those cash realisations and, when it is concluded that no further realisations can be made, pay the proceeds to the Bond Trustee (acting in its capacity as the New Bond Trustee (as defined below)) in a single lump sum payment for distribution as contemplated in paragraph 2.7 below. Step 4 - Execution o f the Bridge SPA; launch o f the CVA Pursuant to the authority granted to it at the December Bondholders Meeting, the Bond Trustee has entered into a sale and purchase agreement with BP2 (the Bridge SPA ). Pursuant to the Bridge SPA, BP2 has agreed to acquire the Issuer Shares in exchange for consideration of US $1. Completion under the Bridge SPA is subject to the following conditions precedent: (a) (b) written confirmation from the Secretary of State that it does not intend to revoke either of the Licences in respect of the Orlando Asset or the Kells Asset or require a change of control in the Issuer under the terms of any Licences; written approval from the Secretary of State in respect of the Debt Sale Agreement and the Iona Guarantee (as defined below) or confirmation that the Debt Sale Agreement and the Iona Guarantee do not require the approval of the Secretaiy of State; (c) the CVA (as defined below) being approved at the requisite meetings and the expiry of the 28- day challenge period in respect thereof; and (d) approval of the proposals outlined in this Summons at the Bondholders Meeting. -6-

7 On 2 June 2016, the Joint Administrators launched a company voluntary arrangement in respect of the Issuer under Part I of the UK Insolvency Act 1986 (the CVA ). A company voluntary arrangement is a statutory procedure whereby the Issuer can propose an arrangement or compromise with its unsecured creditors, which, if approved by the requisite majority of voting creditors, will bind all unsecured creditors of the Issuer, irrespective of whether they voted in favour of it or not. The purpose of the CVA is to effect a full and final settlement of all of the claims of the unsecured creditors of the Issuer (the Unsecured Creditors ) in order that BP2 is able to acquire the Issuer Shares free of any liabilities to the Unsecured Creditors. The CVA will give the Unsecured Creditors a better recoveiy than they would otherwise have if the Transaction did not occur and the Issuer was dissolved. In exchange for the release of their claims against the Issuer through the CVA, certain Unsecured Creditors will be entitled to a distribution from a US $2 million fund, which will be made available to the Issuer by way of a loan from BP2 on Completion (as defined below) (the CVA Fund ). It is expected that the Unsecured Creditors who are entitled to a dividend will receive between 4 to 6 pence in the pound in proportion to their claims against the Issuer. None of the Parent, the Huntington Subsidiaiy (both of which are also Unsecured Creditors of the Issuer by virtue of outstanding intercompany loans), the Bond Trustee, the Bondholders or Britannic Trading Limited ( BTL ) will be entitled to receive a dividend from the CVA Fund. The claims of the Bond Trustee and the Bondholders, and BTL will not be compromised and released as part of the CVA but will instead be released separately in accordance with the transaction steps set out below. A copy of the proposal for the CVA will be available on The Joint Administrators will deliver written undertakings between the Issuer and the Huntington Subsidiaiy in relation to expenses of the administration of the Issuer, and the Supervisors ability to make modifications to the CVA. Step 5 West Wick Assignment As noted in the Joint Administrators Statement of Proposals, the Joint Administrators have entered into a sale and purchase agreement with Chevron North Sea Limited ( Chevron ) in respect of the Issuer s 58.73% working interest in the West Wick licence (Licence P.185) ( West Wick and the sale of West Wick to Chevron, the West Wick Transaction ). Under the terms of the West Wick Transaction, the consideration payable by Chevron to the Issuer will be deferred and contingent upon, among other things, approval of a field development plan for West Wick, which may not be granted until after the Transaction completes. Accordingly, the Issuer and the Bond Trustee will enter into an assignment agreement (the West Wick Assignment ) pursuant to which on and from, and subject to, completion of the Transaction, any consideration payable to the Issuer by Chevron in connection with the West Wick Transaction (the West Wick Consideration ) must be paid to the Bond Trustee (acting in its capacity as the New Bond Trustee, as defined below). The Bond Trustee will then distribute the proceeds as contemplated in paragraph 2.7 below. Step 6 - CVA meetings held To take effect, the CVA must be approved by a majority of Unsecured Creditors representing at least 75% in value of the claims held by all of the Unsecured Creditors voting at a meeting of the Unsecured Creditors (the Creditors Meeting ). The Bond Trustee, in its capacity as shareholder of the Issuer, will also vote in favour of the CVA at a member s meeting (the Member s Meeting ). -7-

8 The aggregate amount outstanding under the Outstanding Bonds as at the date of this Summons is approximately US $292.2 million, excluding accrued but unpaid interest and default interest (the Bond Debt ). Based on information made available to the Bond Trustee by the Joint Administrators, it is estimated that the aggregate value of the assets of the Obligors which are subject to Security and which the Bond Trustee would recover if the Transaction did not occur and the Issuer were dissolved is approximately US $11.4 million (including the Escrow Retention Amount). As a consequence, it is estimated that an amount equal to approximately US $280.9 million of the Bond Debt represents an unsecured claim of the Bondholders against the Issuer (the Under-secured Bond Debt ). Pursuant to the authority granted to it at the December Bondholders Meeting, the Bond Trustee will vote in favour of the CYA (a) for and on behalf of Bondholders as Unsecured Creditors in respect of the Under-secured Bond Debt at the Creditors Meeting, and (b) in its capacity as sole shareholder of the Issuer at the Member s Meeting. Step 6A - Amendments to the Bond Agreement approved and take effect; call on and confirmation o f the Huntington Guarantee It is proposed that Bondholders will approve certain amendments to the Bond Agreement, which are required to be made before the Transaction can complete. For details of the proposed amendments to the Bond Agreement, see paragraph 2.5 below. If the proposed amendments to the Bond Agreement are approved at the Bondholders Meeting and take effect, the Bond Trustee will make a demand under the guarantee in clause 13 of the Bond Agreement. As a consequence of the amendments to the Bond Agreement outlined in paragraph 2.5 below, the Huntington Subsidiary will not be liable for any amounts relating to interest of any kind in respect of the Outstanding Bonds. In response to the Bond Trustee s demand under the guarantee, the Huntington Subsidiaiy will provide a letter (the Huntington Confirmation ) to the Bond Trustee and BP2 in which it will confirm that: (a) (b) (c) it will continue to remain liable under the Guarantee as principal debtor in respect of all amounts owed to the Bond Trustee under the Bond Agreement other than amounts relating to interest of any kind; it will retain any proceeds that it recovers from Recovery Actions or otherwise and pay such proceeds in a single lump sum payment to the Bond Trustee (acting in its capacity as the New Bond Trustee, as defined below) (who will distribute the proceeds as contemplated in paragraph 2.7 below); and it will have no rights of repayment, indemnity or subrogation whatsoever against the Issuer. Step 6B - The CVA takes effect The Creditors Meeting and the Member s Meeting are expected to take place on or around 17 June A report of the chairman at the meetings must be filed at court in Scotland, after which a 28-day challenge period will commence during which time creditors of the Issuer who were entitled to vote at the Creditors Meeting may challenge the CVA on the limited grounds prescribed by the Insolvency Act 1986 (the Challenge Period ). Following the expiiy of the Challenge Period, the CVA will take effect. If the CVA is approved at the Creditors Meeting and the Member s Meeting, it will be supervised by the Joint Administrators in their capacity as supervisors of the CVA (the Supervisors ). It is proposed that the Supervisors fees will constitute a Transaction Cost and be paid in the manner described at paragraph 2.8 below. -8-

9 Step 6C - Preparatory steps fo r the Bond Exchange In order to effect the Bond Exchange on completion of the Transaction described at Step 7 below ( Completion ), it is necessary for the steps outlined in paragraphs (a) to (d) below to occur. It is proposed that the Bondholders Meeting will authorise these steps to be taken, and authorise the Bond Trustee to take any action required in order to effect these steps in preparation for the Bond Exchange: (a) (b) (c) (d) five Business Days prior to Completion, trading in the Outstanding Bonds will be suspended. Bondholders will be notified of the suspension on trading via a notice on Stamdata; five Business Days prior to Completion, the Bond Trustee will instruct the Paying Agent to collect the Outstanding Bonds from all Bondholders in the VPS and hold them in an account in the name of the Paying Agent pending Completion; two Business Days prior to Completion, the VPS will take a record of the Bondholders in the VPS as at the close of business in Oslo (the Record Date ); and one Business Day prior to Completion, the VPS will provide the Paying Agent with a written record of the Bondholders as at the Record Date. In the event that Completion does not occur, Bondholders Outstanding Bonds will be returned to their VPS accounts by the Paying Agent as soon as is practicable. Step 7 - Completion Completion will occur in accordance with Steps 7A to 11 below, which are conditional upon each other and which are expected to occur on the same day to the extent possible and sequentially (unless otheiwise stated). Prior to the occurrence of Step 7A, the Bridge Lender and BP2, among others, will enter into the documents in respect of the Bridge Acquisition Financing that are necessaiy in order to enable the deposit of an amount equal to at least the aggregate of the CVA Funding Amount and the Partial Repayment Amount into a client account held by CMS Cameron McKenna LLP ( CMS ) as advisers to the Joint Administrators (the CMS Client Account ). Step 7A - Execution o f the Implementation Deed The Bond Trustee, Bridge, BP2, Newco, the Bridge Lender, BTL, the Companies and the Joint Administrators will enter into a restructuring implementation deed which shall govern the entry into and the effectiveness of the documentation in relation to, and the taking of certain steps required to effect, the Transaction (the Implementation Deed ). Step 7B CVA Funding Following Step 7A, the Issuer, the Joint Administrators and BP2 will execute an instruction letter to CMS, which will provide for how amounts in the CMS Client Account shall be paid in connection with Completion. BP2 will lend an amount equal to US $1.75 million to the Issuer, which, when aggregated with the Deposit already held by the Joint Administrators, will constitute the CVA Funding Amount held in the CMS Client Account. The Issuer will authorise the release of US $1.75 million from the CMS Client Account to an account in the name of the Supervisors immediately following the occurrence of Step 10 below. -9-

10 Step 7C Completion under the SPA Concurrent with Step 7B above, in accordance with its existing authority granted at the December Bondholders Meeting, the Bond Trustee will release the security over the Issuer Shares, and the Issuer Shares will be sold by the Bond Trustee to BP2 in accordance with the terms of the Bridge SPA. BTL will also release its security and all outstanding claims it has against the Issuer. New directors nominated by BP2 will be appointed to the board of the Issuer. The Joint Administrators will execute a delegation of authority to the new directors of the Issuer, which will enable the new directors to exercise management powers in respect of the Issuer until the Issuer ceases to be in administration (see Step 9 below). The existing directors and the company secretary of the Issuer will resign. Step 7D - Partial repayment o f the Bond Debt Following Step 1C, BP2 will lend the Partial Repayment Amount to the Issuer. The Issuer will authorise the release of the Partial Repayment Amount from the CMS Client Account to an account in the name o f the Bond Trustee immediately following the occurrence of Step 10 below. The Bond Debt will be reduced by an amount equivalent to the aggregate of US $1 and the Partial Repayment Amount and a corresponding amount of Outstanding Bonds will be cancelled in the VPS. It is proposed that the Bond Trustee (acting in its capacity as the New Bond Trustee) will be authorised to distribute the Partial Repayment Amount as contemplated in paragraph 2.7 below. Step 7E - The Bond Exchange Following Step 7D, the Issuer will instruct the Paying Agent to transfer the Outstanding Bonds that remain following Step 7D (the Remaining Bonds ) to Newco whereupon Newco will become the beneficial owner of the Remaining Bonds and the sole Bondholder. In consideration for the transfer of the Remaining Bonds to BP2, Newco will issue the New Bonds to the Bondholders in the VPS pro rata to the Bondholders holdings of Outstanding Bonds on the Record Date. In connection with the issue of the New Bonds, Newco will enter into a new bond agreement (the New Bond Agreement ). A term sheet in respect of the New Bonds is included at Appendix 1. It is proposed that the Bondholders Meeting will appoint Nordic Trustee ASA as bond trustee in respect of the New Bonds (the New Bond Trustee ) and authorise it to enter into the New Bond Agreement, a fee letter and the bank account pledge over a bank account in Newco s name (the Newco Bank Account ). Newco will also enter into an agreement with DNB ASA as paying agent in respect of the New Bonds. Newco will use its best endeavours to ensure that the New Bonds are listed and admitted to trading on the Cayman Stock Exchange on or as soon as possible after Completion. Prior to the New Bonds being listed and admitted to trading on the Cayman Stock Exchange, it will not be possible for New Bondholders to trade the New Bonds as this could give rise to adverse tax consequences for Bondholders. Step 7F - BP2 acquires the Remaining Bonds; the Debt Sale Agreement is executed Following Step 7E above, Newco and BP2 will enter into the Debt Sale Agreement pursuant to which Newco will transfer the Remaining Bonds to BP2 in exchange for the Debt Sale Consideration. Newco and BP2 will notify the Paying Agent that the beneficial interest in the Remaining Bonds has been transferred to BP2 under the terms of the Debt Sale Agreement and instruct the Paying Agent to - 10-

11 hold the Remaining Bonds on behalf of BP2 in the VPS whereupon BP2 will become the beneficial owner of the Remaining Bonds and the sole Bondholder. As BP2 is not the holder of the Licences in respect of the Orlando Asset or the Kells Asset, the Issuer will enter into a guarantee in favour of Newco pursuant to which it will guarantee the obligations of BP2 under the Debt Sale Agreement (the Iona Guarantee ). The Bond Trustee will release the Security over the assets of the Issuer, and all outstanding claims and liabilities of the Issuer to the Bond Trustee and the Bondholders. Step 8 - Cancellation o f the Remaining Bonds On the Business Day following the completion of Step 7F, BP2 and the Issuer will enter into an agreement to refinance an amount equal to approximately US $23.8 million of the Remaining Bonds as an intercompany loan between the Issuer and BP2. BP2, the Issuer and the Bond Trustee will then enter into a deed of release to release all outstanding amounts under or in connection with the Bond Agreement and the Remaining Bonds. The Remaining Bonds will be cancelled in the VPS. The obligations of the Huntington Subsidiaiy under the Bond Agreement and the Huntington Confirmation will not be released. Upon the cancellation of the Remaining Bonds, the Bond Trustee will cease to act as the Bond Trustee and the Issuer will ask the Nordic ABM to delist the Remaining Bonds. Step 9 The administration o f the Issuer terminates Following the completion of all of the Steps set out above, the Joint Administrators will enter into the necessary documentation required in order for them to cease to act as administrators to the Issuer and the Issuer will cease to be in administration. The employment contracts of the remaining employees o f the Issuer will also be terminated. Step 10 - The Bridge Lender executes its security documents Immediately following Step 9, the Bridge Lender, the Hedge Counterparty, BP2 and the Issuer will enter into the documents in respect of the Bridge Acquisition Financing. Step 11 - Payments made from the CMS Client Account and Completion Immediately following the occurrence of Step 10, CMS will be instructed to release the funds held in the CMS Client Account. Completion will occur when (i) the Bond Trustee has received the Partial Repayment Amount, and (ii) the Supervisors have received the CVA Funding Amount. Step 12 Declaration o f a CVA distribution Following the adjudication of Unsecured Creditors claims in the CVA, the Supervisors will declare and pay a dividend from the CVA Fund to each of the Unsecured Creditors entitled to receive a dividend in accordance with the terms of the CVA. Step 13 Final stnicture and future receipts by Newco Newco will pay the net amounts of Deferred Consideration, Early Deferred Consideration, the Acceleration Payment (if any) and the Liquidated Settlement Payment (if any) that it receives under the Debt Sale Agreement to the New Bondholders on a quarterly basis in accordance with the terms of the New Bond Agreement, subject to:

12 (a) (b) Newco s right to deduct an amount from the Early Deferred Consideration and/or the Deferred Consideration so as to ensure that at all times Newco has a cash balance in the Newco Bank Account of not more than US $500,000 to cover its ongoing running costs over the term of the New Bonds; and Newco s obligation to pay a pro rata share of the Deferred Consideration, Early Deferred Consideration, the Acceleration Payment (if any) and the Liquidated Settlement Payment (if any) to the Managers under the Payment Plan (as defined below). A diagram of the position following Completion is set out at Appendix Amendments to the Bond Agreement As noted at Step 6A above, before the steps outlined in Step 7 above can occur, it is necessary for the Bond Agreement to be amended to provide that, with effect from the date of the Bondholders Meeting: (a) (b) (c) (d) (e) clauses 9.6 and 9.7 of the Bond Agreement, and the definition of PIK Interest and PIK Bonds, will be deleted in their entirety, so that the Issuer will no longer be required to pay PIK Interest or issue PIK Bonds on the Outstanding Bonds; Bondholders will not be entitled to bring any claim against the Issuer in respect of any entitlement prior to the date of the Bondholders Meeting to be issued PIK Bonds under clause 9.6(b) of the Bond Agreement and any entitlement to be issued PIK Bonds is irrevocably waived; notwithstanding the foregoing, (i) the Issuer shall continue to pay cash interest on the Outstanding Bonds at the rate of 9.50 per cent, per annum, and (ii) the Issuer shall continue to be liable for the full amount of the Outstanding Bonds and all amounts of accrued and unpaid interest (including default interest) thereon; notwithstanding clause 11.6 of the Bond Agreement, any payment made to Bondholders under the Bond Agreement will be applied only in or toward repayment of amounts due but unpaid under the Bond Agreement (other than any amounts relating to interest of any kind), pro rata and without reference to any preference or priority of any kind; and all amounts payable by the Guarantors will be paid in a single lump sum payment within five Business Days of the date on which (in the case of the Huntington Subsidiary) the Joint Administrators and the Bond Trustee agree in writing that no further recoveries are capable of realisation. The Issuer therefore proposes that the Bondholders Meeting approves an amendment to the Bond Agreement on these terms to be documented by way of an amendment agreement to be entered into by the Issuer and the Bond Trustee prior to the occurrence of Step 6A. 2.6 Newco structure Newco was incorporated as an exempted company in the Cayman Islands on 12 May Newco s shares are held on trust by Estera Trust (Cayman) Limited ( Estera ) for charitable purposes. Neither the Bond Trustee (in its capacity as bond trustee in respect of the New Bonds) nor any of the New Bondholders has or will have any shareholding in Newco. Newco has been incorporated with an authorised share capital of US $50,000 of which 250 shares of US $1 each have been issued, which will be funded from the Residual Recoveries. Prior to Completion, the authorised share capital of - 12-

13 Newco will be reduced to US $250 which shall be fully issued. Newco s board comprises two independent directors in the Cayman Islands appointed by Estera. It is proposed that the Bondholders Meeting approves the appointment of Nordic Trustee ASA as the New Bond Trustee in respect of the New Bonds. The rights of the New Bondholders will be limited to the assets of Newco. Newco s only assets will be (a) its rights under the Debt Sale Agreement and the Iona Guarantee, and (b) the Newco Bank Account and the cash balance therein from time to time. The only security that will be granted by Newco in respect of the New Bonds will be a first priority charge over the Newco Bank Account, which will be pledged but not blocked, and out of which Newco will meet its obligations under the New Bonds and the Payment Plan (as defined below), and pay its running costs. 2.7 Payment of Residual Recoveries to the New Bondholders On and from Completion, the Bond Trustee in its capacity as Bond Trustee and/or New Bond Trustee will have received, or will be entitled to receive, cash amounts in respect of: (a) (b) (c) (d) Recovery Actions under the Huntington Guarantee (if any); the West Wick Consideration; the Partial Repayment Amount; and the residual cash balances at the Issuer or the Huntington Subsidiary (if any). In addition, the Bond Trustee holds the Escrow Retention Amount pursuant to the authority granted to it at the December Bondholders Meeting (the amounts referred to in (a) to (d) above, and the Escrow Retention Amount being, together, the Residual Recoveries ). It is proposed that the Bond Trustee (in its capacity as the New Bond Trustee) will be authorised to deduct from the Residual Recoveries the costs referred to in paragraphs 2.8 and 2.9 below and to distribute (in its capacity as New Bond Trustee) the net proceeds from any Residual Recoveries following such deductions to the New Bondholders pro rata to their holdings of New Bonds at the time of such distribution, which shall be on one or more such dates as the Bond Trustee in its discretion and acting reasonably considers appropriate. The payment of any Residual Recoveries to the New Bondholders will not reduce the aggregate principal amount of the New Bonds. 2.8 Costs of Newco and the Transaction The Issuer proposes that the reasonably incurred fees, costs and expenses of the legal advisers to the Bond Trustee, the Joint Administrators, the Supervisors and the Companies in connection with the Transaction (the Transaction Costs ) will be met out of the remaining cash available at the Issuer and, to the extent that there is insufficient cash available at the Issuer, the Huntington Subsidiary, subject to the Bond Trustee s approval of such Transaction Costs. The Joint Administrators current expectation is that there will be sufficient remaining cash available at the Companies to meet the Transaction Costs. However, to the extent that there is insufficient cash available at the Companies to meet the Transaction Costs, it is proposed that the Bond Trustee is authorised at the Bondholders Meeting to pay the balance of any outstanding Transaction Costs using the Residual Recoveries in its absolute discretion

14 It is further proposed that any amounts remaining from the Residual Recoveries after payment of the Transaction Costs will be repaid by the Bond Trustee to the New Bondholders in the manner described at paragraph 2.7 above. There will be costs incurred in connection with the incorporation and running of Newco which will need to be met until the Debt Sale Agreement terminates in accordance with its terms, which will depend on the life of the Orlando and Kells fields, but the Debt Sale Agreement has a termination longstop date of 1 January The costs associated with Newco can be divided into two categories: (a) one-off, upfront costs associated with its incorporation and the listing of the New Bonds, and (b) ongoing costs, including but not limited to payment of directors salaries, and annual listing fees. The upfront costs associated with Newco s incorporation, payment of share capital, listing and admission to trading on the Cayman Stock Exchange are expected to be approximately US $85,000 ( Newco s Upfront Costs ). It is proposed that the Bondholders Meeting authorises Newco s Upfront Costs to be paid as a Transaction Cost in the manner outlined above. The ongoing costs and expenses in running Newco are expected to be approximately US $30,000 per annum, plus any costs payable to the New Bond Trustee under the fee agreement to be entered into between the New Bond Trustee and Newco. Under the terms of the New Bonds, Newco will be entitled to deduct its annual costs and expenses from any amounts in respect of Early Deferred Consideration, Deferred Consideration, the Liquidated Settlement Payment (if any) or the Acceleration Payment (if any) paid to Newco by BP2 (or the Issuer under the Iona Guarantee) before making a mandatory prepayment under the New Bonds. However, until the date on which the Early Deferred Consideration and the Deferred Consideration are paid under the terms of the Debt Sale Agreement, Newco s ongoing annual costs will need to be otherwise provided for. To ensure that Newco has sufficient funding to meet its annual costs and expenses at all times, it is proposed that the Bond Trustee will be entitled to transfer from the Escrow Retention Amount to Newco an amount equal to US $500,000 to pay Newco s annual costs and expenses (the Newco Expense Amount ). It is proposed that under the terms of the New Bond Agreement, Newco will be entitled to deduct from any amounts of Early Deferred Consideration, Deferred Consideration, the Acceleration Payment (if any) and the Liquidated Settlement Payment (if any) that Newco receives from BP2 such an amount as is required to top up the Newco Bank Account to an amount equal to the Newco Expense Amount, before paying the remaining balance that it has received from BP2 on a pari passu basis (i) to the New Bondholders as a mandatoiy prepayment under the New Bonds, and (ii) to the Managers in accordance with the terms of the New Payment Plan Agreement (see paragraph 2.9 below). To the extent that the Joint Administrators conclude that there are potentially viable Recovery Actions, funding would be required to enable the investigation and pursuit of the Recovery Actions. In addition, the Bond Trustee (in its capacity as Bond Trustee, Security Agent and/or New Bond Trustee) will not be indemnified by the Bondholders in connection with implementing the Transaction but may incur fees, costs, expenses and other liabilities in connection with the Transaction. It is therefore proposed that the Bond Trustee is authorised to retain an amount equal to US $2 million (the NT Completion Retention Amount ) from the Escrow Retention Amount in order: (a) (b) (c) potentially to fund Recovery Actions to the extent that the Joint Administrators of the Huntington Subsidiary have confirmed to the Bond Trustee that such Recovery Actions are viable and could reasonably be expected potentially to result in further recoveries; to make the NT Payment Plan Payments (as defined below); and to provide the Bond Trustee with cost cover to meet any potential fees, costs, expenses and liabilities that it may incur in connection with the Transaction (in its capacity as Bond Trustee, Security Agent, New Bond Trustee or otherwise)

15 Following the payment of any amounts covered by (a) to (c) above, the Bond Trustee (in its capacity as the New Bond Trustee) will distribute the balance of the NT Completion Retention Amount to the New Bondholders pro rata to their holdings of New Bonds at the time of such distribution, which shall be on one or more such dates as the Bond Trustee in its discretion (acting reasonably) considers appropriate. BP2 will be responsible for its own costs and expenses incurred in connection with the Transaction. 2.9 Managers Payment Plan During the course of the administration, the Joint Administrators entered into an arrangement (the Payment Plan ) with six members of the management team of the Issuer (the Managers ) as the Joint Administrators considered that it was advantageous to incentivise the Managers to assist with the M&A Process, to negotiate and help deliver the Transaction, and to assist the Joint Administrators in managing the Issuer during the administration (including continuing appropriate emergency response cover and progressing other realisations). Pursuant to the Payment Plan, the Managers are each entitled to a pro rata share of a pool of proceeds comprising: (a) (b) 15% of proceeds generated in respect of the Orlando Asset; and 10% of other proceeds generated from other assets of the Issuer and the Huntington Subsidiary. The Payment Plan was put in place by the Joint Administrators and payments made under it in the course of the administration of the Issuer will constitute expenses of the administration. However, in connection with the implementation of the Transaction, it is proposed that the Payment Plan will be replaced with a new agreement (the New Payment Plan Agreement ) to enable proceeds which are subject to the Payment Plan and which are payable on or after Completion to be paid as follows: (a) (b) (c) the Joint Administrators (in their capacity as administrators of Huntington) will pay amounts due under the Payment Plan up to and including Completion out of the unrestricted cash in Huntington; to the extent not paid under (a) above, the New Bond Trustee will pay amounts due under the Payment Plan which become payable on and following Completion out of the NT Completion Retention Amount (the NT Payment Plan Payments ); and Newco will pay amounts due under the Payment Plan which relate to proceeds in respect of Early Defen-ed Consideration, Deferred Consideration, the Acceleration Payment (if any) and the Liquidated Settlement Payment (if any) if and when Newco receives such proceeds under the terms of the Debt Sale Agreement. Newco will be authorised under the terms of the New Bond Agreement to deduct from the amounts it receives from BP2 under the Debt Sale Agreement such amounts as are required to pay amounts that are payable under the Payment Plan to each of the Managers on each mandatory repayment date under the terms o f the New Bond Agreement. It is therefore proposed that the Bond Trustee is authorised to enter into the New Payment Plan Agreement in order to authorise it to make the NT Payment Plan Payments from the NT Completion Retention Amount

16 3. PROPOSALS In light of the above, the Issuer hereby proposes the following (the Proposals ): 1. The Bondholders Meeting: (a) (b) (c) (d) (e) (I) (g) (h) (i) (j) (k) (l) approves and ratifies the Bond Trustee s entry into the Bridge SPA; approves the Bond Trustee s entry into the West Wick Assignment; approves the amendments to the Bond Agreement described at paragraph 2,5 above, and authorises the Bond Trustee to enter into such documentation, and to take such steps as are required, in order to give effect to the amendments; approves the Bond Trustee making a demand against the Huntington Subsidiary under the guarantee in accordance with clause 13 of the Bond Agreement (as amended in the manner described in paragraph 2.5 above); authorises the Bond Trustee to vote in favour of the CVA (i) for and on behalf of all Bondholders in respect of the Under-secured Bond Debt at the Creditors Meeting, and (ii) as sole member of the Issuer at the Member s Meeting, in each case on the basis outlined at paragraph 2.4 above; approves and ratifies the actions of the Bond Trustee, as sole member of the Issuer, in passing the shareholder s resolution in relation to the Issuer Re-registration and the taking of any steps required by the Bond Trustee in its capacity as sole member of the Issuer to effect the Issuer Re-registration; authorises the Bond Trustee to consent to, and take any steps required to effect, (i) the enforcement, release and discharge of any Security that is required in order to implement the Transaction, and (ii) the release and discharge of any claims against or liabilities of the Issuer that are required to be released and discharged in order to implement the Transaction; approves the Bond Exchange and authorises the Bond Trustee to instruct the Paying Agent to take such actions as are required to effect the Bond Exchange in the VPS and to take any steps required of the Bond Trustee in order to effect the Bond Exchange; approves the appointment of Nordic Trustee ASA as bond trustee in respect of the New Bonds and the entry by Nordic Trustee ASA (on behalf of the Bondholders) into the New Bond Agreement on the terms summarised in Appendix 1, and any other documentation required in connection with the issuance of the New Bonds; authorises the Bond Trustee to transfer to Newco on or around the date of Completion the Newco Expense Amount from the Escrow Retention Amount to enable Newco to pay its ongoing costs and expenses; authorises the Bond Trustee to enter into the New Payment Plan Agreement; approves the use of the residual unrestricted cash of the Companies to meet the Transaction Costs and Newco s Upfront Costs on or shortly after Completion, and authorises the Bond Trustee to approve such Transaction Costs and Newco s Upfront Costs to the extent that the Bond Trustee considers that they are reasonable; - 16-

17 (m) (n) (o) (p) (q) to the extent that the residual unrestricted cash of the Companies is not sufficient to meet the Transaction Costs and Newco s Upfront Costs in full, authorises the Bond Trustee, in its sole discretion, to use any Residual Recoveries to pay the Transaction Costs and Newco s Upfront Costs; authorises the Bond Trustee to retain the NT Completion Retention Amount from the Escrow Retention Amount and to use, in its sole discretion (acting reasonably) the NT Completion Retention Amount (i) potentially to fund Recovery Actions to the extent that the Joint Administrators of the Huntington Subsidiaiy have confirmed to the Bond Trustee that such Recoveiy Actions are viable and could reasonably be expected potentially to result in further recoveries, (ii) to make the NT Payment Plan Payments, and (iii) to provide the Bond Trustee with cost cover to meet any potential fees, costs, expenses and liabilities that it may incur in connection with the Transaction (in its capacity as Bond Trustee, Security Agent, New Bond Trustee or otherwise); authorises the Bond Trustee to distribute, in its capacity as bond trustee under the New Bonds, (i) the balance of Residual Recoveries (after the deductions authorised pursuant to paragraph (m) above), and (ii) the balance of the NT Completion Retention Amount (after the deductions authorised pursuant to paragraph (n) above), to the New Bondholders in the manner described at paragraph 2.7; authorises the Bond Trustee to take any action, execute any documentation, provide any confirmations, information or authorisation, and perform all acts which the Bond Trustee considers in its sole discretion (acting reasonably and in consultation with its advisers) are necessaiy or expedient in order to carry out the matters referred to in paragraphs (a) to (o) above and to enable the Transaction to be implemented; agrees that Nordic Trustee ASA is and shall be fully and irrevocably released from any liability towards Bondholders in their capacity as Bondholders or New Bondholders in taking any action or acting on any discretion which is authorised by and contemplated in this Summons (whether as Bond Trustee, Security Agent or New Bond Trustee or otherwise); 2. none of the approvals, authorisations and discretions granted to the Bond Trustee pursuant to subparagraph 1 above shall limit the rights of the Bond Trustee or the Security Agent under the existing authority granted to it at the December Bondholders Meeting or under the Finance Documents, including but not limited to their respective rights to take enforcement action, or deal with the security constituted by the Security Documents, in accordance with the terms of the Finance Documents; and 3. none of the Bond Trustee, the Security Agent, the New Bond Trustee, Akin Gump, Thommessen, FTI or the Joint Administrators shall be liable for the exercise of discretion by the Bond Trustee or the Security Agent in good faith in accordance with the Proposals. 4. FURTHER INFORMATION Bondholders may contact the Joint Administrators of the Issuer for further information: FTI Consulting LLP FTI Consulting LLP Chad Griffin Lisa Rickelton chad.griffin@fticonsulting.com lisa.rickelton@fticonsulting.com - 17-

18 FTI and each of the Joint Administrators in their personal capacities expressly disclaims any and all liability whatsoever in connection with the Proposals (including but not limited to the information contained in the Summons). 5. EVALUATION OF THE PROPOSALS 5.1 The Issuer s evaluation In the opinion of the Joint Administrators, the Proposals represent the best way to maximise recoveries to Bondholders that is available in the current circumstances. The Transaction will allow the Issuer to be rescued as a going concern, maximise potential recoveries to the Bondholders and other stakeholders and achieve a better result for creditors than if the Issuer were to go into dissolution without the Transaction occurring. 5.2 Non-reliance The Proposals are put forward to the Bondholders without further evaluation or recommendations from the Bond Trustee and nothing herein shall constitute a recommendation to the Bondholders by the Bond Trustee. The Bondholders must independently evaluate the Proposals and vote accordingly. None of the Bond Trustee, the Joint Administrators or their respective advisers accepts any responsibility to Bondholders in relation to the impact of the Transaction and the Proposals on Bondholders tax or accounting affairs. Each Bondholder should consult their own independent legal advice in relation to any tax and/or accounting implications of the Transaction and the Proposals. 5.3 Pre-acceptance The Issuer has informed the Bond Trustee that Bondholders holding in excess of 71% of the Outstanding Bonds have indicated their support for the Proposals and that they will provide irrevocable undertakings ahead of the Bondholders Meeting. 6. BONDHOLDERS MEETING Bondholders are hereby summoned to a Bondholders Meeting: Time: Place: 16 June 2016 at 13:00 hours (Oslo time) The premises of Nordic Trustee ASA, Haakon VHs gt 1, 0161 Oslo - 6th floor Agenda: 1. Approval of the Summons. 2. Approval o f the Agenda. 3. Election of two persons to co-sign the minutes together with the chairman. 4. Consent to the Proposals. It is proposed that the Bondholders Meeting resolves the following: The Bondholders Meeting hereby adopts the resolutions set out in the Proposals as described in section 3 of the Summons for this Bondholders Meeting. -ooo

19 To approve the Proposals, Bondholders representing at least 2/3 of the Bonds represented in person or by proxy at the meeting must vote in favour of the resolution. In order to have a quorum, at least 5/10 of the voting Bonds must be represented at the meeting. Please find attached a Bondholder s Form from the Securities Depositoiy (VPS), indicating your bondholding at the printing date. The Bondholder s Form will serve as proof of ownership of the Bonds and of the voting rights at the Bondholders Meeting. If the Bonds are held in custody - i.e. the owner is not registered directly in the VPS - the custodian must confirm: (a) the owner of the bonds, (b) the aggregate nominal amount of the Bonds, and (c) the account number in VPS on which the Bonds are registered. The individual Bondholder may authorise the Bond Trustee to vote on its behalf, in which case the Bondholder s Form also serves as a proxy. A duly signed Bondholder s Form, authorising the Bond Trustee to vote, must then be returned to the Bond Trustee in due time before the meeting is scheduled (by scanned , telefax or post - please see the first page of this letter for further details). In the event that Bonds have been transferred to a new owner after the Bondholder s Form was made, the new Bondholder must bring to the Bondholders Meeting or enclose with the proxy, as the case may be, evidence which the Bond Trustee accepts as sufficient proof of the ownership of the Bonds. For practical puiposes, we request those who intend to attend the Bondholders Meeting, either in person or by proxy other than to the Bond Trustee, to notify the Bond Trustee by telephone or by e- mail ( by 16:00 hours (4:00pm) (Oslo time) the Banking Day before the meeting takes place. Yours sincerely Nordic Trustee ASA Vivian Trøsch Enclosed: Bondholder s Form - 19-